U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[x] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended September 30, 2002
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[x] Transition Report under Section 13 or 15(d)of the Exchange Act For the
Transition Period from ________ to ___________
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Commission File Number: 0-30829
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Muller Media, Inc.
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(Name of small business issuer in its charter)
Nevada 88-0430189
- ------------------------------- ------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
11 East 47th Street, Third Floor, New York, New York 10017
---------------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(212) 317-0175
---------------------------
(Issuer's telephone number)
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Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or 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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the Registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.
Yes [ ] No [ ]
Common Stock, $0.001 par value per share, 20,000,000 shares authorized,
13,975,750 issued and outstanding as of September 30, 2002. Preferred Stock,
$0.001 par value per share, 5,000,000 shares authorized, no Preferred Stock
issued nor outstanding as of September 30, 2002.
Traditional Small Business Disclosure Format (check one) Yes [ ] No [X]
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements................................. 3
Independent Accountant's Report...................... 4
Balance Sheets...................................... 5
Statements of Operations............................... 6
Statement of Comprehensive Income (Loss)............... 7
Statements of Cash Flows.............................. 8
Notes to Financial Statements........................ 9
Item 2. Management's Discussion and Analysis of Plan
of Operation......................................... 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings................................... 16
Item 2. Changes in Securities and Use of Proceeds........... 16
Item 3. Defaults upon Senior Securities..................... 16
Item 4. Submission of Matters to a Vote
of Security Holders................................. 16
Item 5. Other Information.................................... 16
Item 6. Exhibits and Reports on Form 8-K..................... 16
Signatures..................................................... 17
2
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
As prescribed by Item 310 of Regulation S-B, the independent accountants have
reviewed these unaudited interim financial statements of the registrant for the
nine months ended Sept. 30, 2002. The financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the interim period presented. The unaudited
financial statements of registrant for the nine months ended Sept. 30, 2002,
follow.
3
INDEPENDENT ACCOUNTANTS' REPORT
TO THE STOCKHOLDERS AND BOARD OF DIRECTORS MULLER MEDIA, INC.
We have reviewed the accompanying balance sheet of Muller Media, Inc. as of
Sept. 30, 2002, and the related statements of operations, comprehensive income
(loss) and cash flows for the nine months then ended. These financial statements
are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with auditing standards generally accepted in the United States of America, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements for them to be in conformity
with accounting principle generally accepted in the United States of America.
We have audited, in accordance with auditing standards generally accepted in the
United States of America, the balance sheet as of December 31, 2001, and the
related statements of income, comprehensive income, stockholders' equity, and
cash flows for the year then ended (not presented herein); and in our report
dated February 22, 2002, we expressed an unqualified opinion on those
consolidated financial statements.
In our opinion, the information set forth in the accompanying condensed balance
sheet as of December 31, 2001 is fairly stated in all material respects in
relation to the balance sheet from which it has been derived.
MERDINGER, FRUCHTER, ROSEN & COMPANY, P.C.
Certified Public Accountants
New York, New York
November 15, 2002
4
MULLER MEDIA, INC.
BALANCE SHEETS
September 30, December 31,
ASSETS 2002 2001
- -------------------------------------------------------------------------------------------------
Current assets (Unaudited) (Audited)
Cash and cash equivalents $ 585,372 $ 952,906
Accounts receivable, net of allowance for
doubtful accounts of $63,825 and $52,582, respectively 2,254,334 1,925,678
Securities available for sale 39,564 38,934
Prepaid expenses 96,378 27,723
----------- -----------
Total current assets 2,975,648 2,945,241
Property and equipment, less accumulated
depreciation and amortization 3,560 2,038
Accounts receivable, non-current 635,838 497,621
Deferred charges - payments to producers -- 197,681
Deferred tax asset -- 14,633
Advances to former parent company 1,053,523 877,259
Goodwill, less accumulated amortization of $290,556 1,343,880 1,343,880
Deposit 10 ,067 7 ,500
----------- -----------
TOTAL ASSETS $ 6,022,516 $ 5,885,853
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued expenses $ 55,745 $ 60,420
Accrued income taxes 315,207 313,633
Due to producers 320,999 192,055
Deferred revenue, current portion 1,770,126 1,521,531
Convertible note 225,000 300,000
----------- -----------
Total current liabilities 2,687,077 2,387,639
----------- -----------
Deferred revenue, less current portion 178,259 734,925
----------- -----------
Total liabilities 2,865,336 3,122,564
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Commitments and contingencies -- --
Stockholders' equity
Preferred stock, $.001 par value; 5,000,000 shares
authorized, no shares issued and outstanding -- --
Common stock, $.001 par value; 20,000,000 shares
authorized; 13,975,750 and 13,175,750 issued
and outstanding, respectively 13,976 13,176
Additional paid-in capital 2,179,240 1,804,710
Retained earnings 973,470 955,539
Unrealized loss on marketable securities (9,506) (10,136)
----------- -----------
Total stockholders' equity 3,157,180 2,763,289
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 6,022,516 $ 5,885,853
=========== ===========
See accompanying notes and accountants' report.
5
MULLER MEDIA, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------------- ---------------------------------
2002 2001 2002 2001
------------ ------------ ------------ ------------
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
Revenue $ 1,125,770 $ 664,127 $ 3,505,737 $ 3,019,287
Cost of revenue - producers' fees 772,331 445,321 2,126,472 2,078,823
------------ ------------ ------------ ------------
Net revenue 353,439 218,806 1,379,265 940,464
------------ ------------ ------------ ------------
Operating expenses
Selling, general and administrative 356,030 216,930 1,474,071 811,917
Depreciation and amortization 147 -- 480 20,430
Bad debt 4,088 50,175 46,817 152,561
------------ ------------ ------------ ------------
Total operating expenses 360,265 267,105 1,521,368 984,908
------------ ------------ ------------ ------------
(Loss) from operations (6,826) (48,299) (142,103) (44,444)
Other income (expenses)
Interest income 71,330 77,092 201,262 311,133
Interest expense (6,600) -- (25,021) --
------------ ------------ ------------ ------------
Total other income 64,730 77,092 176,241 311,133
------------ ------------ ------------ ------------
Income before income taxes 57,904 28,793 34,138 266,689
Income tax (provision) (31,456) (11,400 (16,207) (119,000)
Cumulative effect of change in
accounting principle -- -- -- (448,061)
------------ ------------ ------------ ------------
Net income (loss) $ 26,448 $ 17,393 $ 17,931 $ (300,372)
============ ============ ============ ============
Net income (loss) per common share
- basic and diluted $ -- $ 174 $ -- $ (3,003)
============ ============ ============ ============
Weighted average common shares
- basic 13,557,272 100 13,451,208 100
============ ============ ============ ============
- diluted 13,982,049 100 15,519,928 100
============ ============ ============ ============
See accompanying notes and accountants' report.
6
MULLER MEDIA, INC.
STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------------- --------------------------
2002 2001 2002 2001
--------- --------- --------- ---------
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
COMPREHENSIVE INCOME
Net income (loss) $ 26,448 $ 17,393 $ 17,931 $(300,372)
Net unrealized gain on securities
available for sale 126 378 630 1,218
--------- --------- --------- ---------
Comprehensive income (loss) $ 26,574 $ 17,771 $ 18,561 $(299,154)
========= ========= ========= =========
See accompanying notes and accountants' report.
7
MULLER MEDIA, INC.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED
September 30,
2002 2001
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES (Unaudited) (Unaudited)
Net income(loss) $ 17,931 $ (300,372)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 480 20,430
Bad debt expense 46,817 152,561
Issuance of common stock for services 375,330 --
(Increase) decrease in assets:
Accounts receivable (516,257) 1,945,510
Prepaid expenses (68,655) --
Deferred charges 197,681 (382,819)
Deferred tax asset 14,633 --
Increase (decrease) in liabilities:
Accounts payable and accrued expenses (4,465) (4,265)
Due to producers 128,944 (3,490,515)
Accrued income taxes 1,574 (1,124,586)
Deferred revenue (308,071) 3,393,367
----------- -----------
Net cash provided by (used in) operating activities (114,058) 209,311
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Increase in property and equipment (2,002) --
Advances to former parent (176,264) (505,149)
----------- -----------
Net cash (used in) investing activities (178,266) (505,149)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment of convertible note (75,000) --
----------- -----------
NET (DECREASE) IN CASH (367,534) (295,838)
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD 952,906 1,412,334
----------- -----------
CASH AND CASH EQUIVALENTS - END OF PERIOD $ 585,372 $ 1,116,496
=========== ===========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for -
Interest $ 25,021 $ --
=========== ===========
Income taxes $ -- $ --
=========== ===========
See accompanying notes and accountants' report.
8
MULLER MEDIA, INC.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2002
NOTE 1 - SUMMARY OF SIGNIFICIANT ACCOUNTING POLICIES
Interim Financial Statements
----------------------------
The accompanying financial statements are unaudited but, in
the opinion of management, contain all the adjustments
(consisting of those of a normal recurring nature) considered
necessary to present fairly the financial position and the
results of operations and cash flows for the periods presented
in conformity with accounting principles generally accepted in
the United States of America applicable to interim periods.
The accompanying financial statements should be read in
conjunction with the audited financial statements of Muller
Media, Inc., included in its annual report of Form 10-KSB for
the transition period from April 2001 to December 31, 2001.
NOTE 2 - ADVANCES TO FORMER PARENT COMPANY
Muller Media, Inc. (MMI) signed an agreement with its former
parent company and its President (the parties), prior to July
15, 2002, in which the company agreed to make advances to the
parties for certain professional fees incurred by the parties.
NOTE 3 CONVERTIBLE NOTE
In connection with the merger with and into BTS, MMI issued a
$300,000 convertible note for cash proceeds equal to the face
amount. The note bears interest at 10% per year and is payable
in three installments with interest, $75,000 on April 30,
2002, $100,000 on July 31, 2002 and $125,000 on October 31,
2002. The note is convertible at any time, at the option of
the holder. The conversion price is $0.50 per share, subject
to adjustment for stock split, stock dividends,
recapitalization, etc. If MMI defaults in the payment of
principal of interest when due, and such default is not cured
within five calendar days following notice, then MMI shall
issue to the holder, within five calendar days after demand,
two million shares of Common Stock of MMI and the conversion
price will be reduced by 50%.
9
MULLER MEDIA, INC.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2002
NOTE 3 CONVERTIBLE NOTE (Continued)
The holder must convert the payments due April 30, 2002 and
July 31, 2002 into shares of common stock of MMI at the
conversion price then in effect provided the holder has, prior
to April 30, 2002, sold shares to MMI's common stock to net
assets least $250,000, and provided further that at the date
of such conversion this Note or any security agreement or
other agreement executed convertible instruments will not of
itself contribute in any way to shares referenced above, but
any subsequent sale of common shares obtained as a result of
such conversion or exercise will be applied towards the
$250,000.
On April 30, 2002 MMI made a payment to the holder of the
convertible note in the amount of $25,320. The difference
between $25,320 and the amount due of $75,000 (plus interest)
of approximately $50,800 represented a claim by the company
that it was overcharged an investment fee by a related party
to the note holder, in the amount of $50,800, which it offset
against the payment due on April 30, 2002.
MMI has obtained legal opinion to the effect that the
note holder and associated and affiliated parties have
breached fundamental obligations to MMI giving rise to offset
as compensation for breach of such duties as well as damages
that is in excess of the amount of the note. MMI has advised
the note holder that the debt has been extinguished by offset
and MMI does not plan to make any additional payments.
The holder of the note has initiated legal proceedings which
MMI is defending and Counter claiming rescission disgorgement
and damages.
NOTE 4 - CAPITAL STOCK
In the quarter ended September 30, 2002, MMI issued 500,000 of
$0.001 par value common stock for consultant services to be
rendered over the next year.
The fair value of these shares at the time of issuance was
$100,000. These shares were cancelled and then reissued in
November, 2002 because MMI made an error in recording the name
of the holder.
10
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
Muller Media is in the business of syndication of feature films to free
television networks, cable networks as well as independent stations throughout
the United States.
The Company was originally incorporated under the name Puppettown.com, Inc. on
July 1, 1999 with the filing of Articles of Incorporation with the Secretary of
State of the State of Nevada. On July 26, 1999, a Certificate of Amendment was
filed under which the Company's corporate name was changed to Business
Translation Services, Inc. ("BTS").
On November 12, 2001 there was a change in control of the Company. On the same
day the Company entered into a merger with Muller Media, Inc., a New York
corporation formed in 1982, under the terms of which the surviving entity was
BTS. On January 22, 2002, the Company filed a Certificate of Amendment with the
Secretary of State of the State of Nevada whereby the Company changed its
corporate name to Muller Media Inc.
Primarily, Muller represents independent film producers for purposes of
distribution of their product and content to the networks and broadcast
distribution companies. Muller acquires the U.S. television and cable
distribution rights from various independent producers for varying lengths of
time, ranging from 2 to 5 years by paying the producers a combination of
up-front fees and payments based on the number of times that films are shown.
Muller Media currently has under license the distribution rights in the United
States to over 100 feature films. Muller groups together from 10 to 20 feature
films designed to appeal to the 18 to 49 year old adult population and licenses
the broadcast distribution companies for exhibition of its films in compliance
with Muller's own licensing rights.
It is Muller's plan to continue to acquire the distribution broadcast rights to
independently produced films so as to expand its library and thus expand its
product offerings to clients. Muller is also seeking to acquire other firms with
film libraries that would be of appeal to its existing
client base. Although there have been initial discussions with several potential
firms, no understandings or arrangements have been reached, or made with any
firm at this time.
Although Muller has limited its distribution to U.S. markets until now, the
Company is considering expansion into international markets, beginning initially
with Europe. Subsequently the markets in Asia and South America will be targets
of opportunity for Muller. Plans are currently being formulated to determine how
and when Muller will expand into international markets
Muller's principal goal is to increase the content of its film library. This
will include primarily feature films, with a view toward other forms of
programming which can add to profitability.
11
Muller has carved out a niche which should cause the Company to continue to grow
profitably. Muller specializes in the syndication of movie content to the
national, local and cable television networks. As most major companies in the
industry are becoming increasingly integrated, with regard to production,
distribution and exhibition, some content is "falling through the cracks". Many
of the best creative projects are being forced into a secondary position. Some
of the content which will be added to Muller's library will come from this
segment.
As a relatively small company in an industry of giants, Muller has adopted less
costly, more innovative strategies, both in securing content and selling movie
or other packages. For the time being and until Muller has carved out a
larger niche within the industry, this methodology will continue. Over the
twenty years Muller has been in business, company executives have been
successful in developing relationships with key individuals in the motion
picture and television industries. Although Muller is not dependent upon one, or
a few major customers, much of its movie content is sold to several television
and cable networks. The amount of this content and the customer to whom it is
sold can vary from year to year, depending on what specific movie content is
available and what is desired by the individual networks.
The following discussion is intended to provide an analysis of Muller's
financial condition and should be read in conjunction with our financial
statements and the notes thereto. The matters discussed in this section that are
not historical and current facts deal with potential future circumstances and
developments. Such forward-looking statements include, but are not limited to,
the development plans for Muller's growth, trends in the results of the
Company's development, anticipated development plans, operating expenses and
anticipated capital requirements and capital resources. The Company's actual
results could differ materially from the results discussed in the
forward-looking statements.
Results of Operations
Revenue
- -------
Revenue for the three months and nine months ended September 30, 2002 compared
to the same periods in 2001 increased by approximately $462,000 and $486,000,
respectively.
This increase in revenue for both periods can be attributed to a release of a
new package of motion pictures in late 2001 and early 2002 which became
available for broadcast in 2002.
Cost of Revenue
- ---------------
Cost of revenue consists of percentage payment of license fees to the owners
(producers) of motion pictures that MMI distributes.
The cost of revenue for the three months and nine months ended September 30,
2002 compared to the same periods for 2001 increased by approximately $327,000
and $48,000, respectively.
12
The reason the cost of revenue only increased by $48,000 in the nine months
ended September 30, 2002 as compared to the same period 2001 can directly be
attributed to a sales agent fee MMI earned in 2002 that had no producer's fees
attached to it.
Selling, General and Administrative Expenses
- --------------------------------------------
Selling, general and administrative expenses for the three months and nine
months September 30, 2002 ended increased by $139,000 and $662,000 respectively.
This increase for both periods can be attributed to an increase in the
administrative staff of MMI.
In addition during the nine months ended September 30, 2002 of the $662,000
increase approximately $340,000 can be attributed to the issuance of common
stock for legal and consulting services.
Interest Income
- ---------------
Approximately 95% of the interest income reflected on MMI statement of
operations is a result of discounts earned on accounts receivable installment
agreements whose terms exceed more than one year.
As the terms near maturation the amount of discount earned from each installment
decreases.
During the nine months ended September 30, 2002 interest income deceased by
approximately $110,000 as compared to the same period for 2001 as more
installment agreements near maturation then in 2001.
Employees
- ---------
As of June 30, 2002, Muller employed eight people, of whom four are executive
and administrative personnel. None of our employees are covered by a collective
bargaining agreement. Muller considers its employee relations to be good.
Muller has entered into employment agreements as follows:
a) Two five-year agreements, each providing for an annual salary of
$125,000, expiring November 2006.
b) A three-year agreement, provided for an annual salary of $226,000
expiring June, 2004.
c) A renewable one-year agreement providing for an annual salary of $200,000
was not renewed on June 8, 2002 by mutual consent of the parties.
13
Muller has no material commitments for capital expenditures nor does it foresee
the need for such expenditures over the next year. In addition, management
believes that its current facilities will remain suitable as the main
administrative office and research facilities for the next twenty-four (24)
months. The Company has one additional executive office, and there are currently
no proposed programs for the renovation, improvement or development of the
properties currently being leased by the Company.
Market For Company's Common Stock
- ---------------------------------
On February 5, 2001, the Company's common stock was cleared for trading on the
OTC Bulletin Board system under the symbol "BTSV." When the Company changed its
name to Muller Media, Inc., it changed it symbol to "MULM." A limited market
exists for the trading of the Company's common stock.
Dividend Policy
- ---------------
The Company has never paid or declared any dividend on its Common Stock and does
not anticipate paying cash dividends in the foreseeable future.
14
Forward-Looking Statements
- --------------------------
This statement is being included, although we have been advised that the safe
harbor for forward looking statements does not apply to statements made by
companies that issue penny stock.
This Form 10-QSB includes "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures (including the amount and nature thereof), finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking statements.
These statements are based on certain assumptions and analyses made by the
Company in light of its experience and its perception of historical trends,
current conditions and expected future developments as well as other factors it
believes are appropriate in the circumstances. However, whether actual results
or developments will conform with the Company's expectations and predictions is
subject to a number of risks and uncertainties, general economic market and
business conditions; the business opportunities (or lack thereof) that may be
presented to and pursued by the Company; changes in laws or regulation; and
other factors, most of which are beyond the control of the Company.
This Form 10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar terms.
These statements appear in a number of places in this Registration and include
statements regarding the intent, belief or current expectations of the Company,
its directors or its officers with respect to, among other things: (i) trends
affecting the Company's financial condition or results of operations for its
limited history; (ii) the Company's business and growth strategies; and, (iii)
the Company's financing plans. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
significant risks and uncertainties, and that actual results may differ
materially from those projected in the forward-looking statements as a result of
various factors. Factors that could adversely affect actual results and
performance include, among others, the Company's operating history, potential
fluctuations in quarterly operating results and expenses, government regulation,
technological change and competition.
Consequently, all of the forward-looking statements made in this Form 10-QSB are
qualified by these cautionary statements and there can be no assurance that the
actual results or developments anticipated by the Company will be realized or,
even if substantially realized, that they will have the expected consequence to
or effects on the Company or its business or operations. The Company assumes no
obligations to update any such forward-looking statements.
15
PART II -- OTHER INFORMATION
ITEM 1. Legal Proceedings
The holder of the note signed by Muller in connection with the merger with and
into BTSV initiated legal proceeding which MMI is defending and counter claiming
rescission, disgorgement and damages.
ITEM 2. Changes in Securities and Use of Proceeds
None.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
During the quarter ended September 30, 2002, no matters were submitted to the
Company's security holders.
ITEM 5. Other Information
None.
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Certification Pursuant to Section 1350 to Chapter 63
of Title 18 of the United States Code as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
(b) Reports on Form 8K
None for the Quarter.
16
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: November 19, 2002 Muller Media, Inc.
/s/ John J. Adams
---------------------
Chairman of the Board
CEO and Director
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: November 19, 2002 Muller Media, Inc.
/s/ Clifford Postelnik
-------------------------------
Vice President, General Counsel,
Secretary and Director
17