SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Guideline Capital, Inc. (Exact name of registrant as it appears in its charter) 000-32127 (Commission File Number) NEVADA 86-1004672 (State or jurisdiction of (I.R.S. Employer Incorporation or organization) Identification No.) 2100 N.E. 155th Street, Vancouver, Washington 98686 (Address of Principal Executive Office) (360) 574-4369 Registrant's telephone number, including area code Securities registered pursuant to Section 12 (b) of the Act: None Securities registered pursuant to Section 12 (b) of the Act: Class A Common Stock $0.001 Par Value Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 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 At the end of the quarter ending September 30, 2001 there were 10,250,000 issued and outstanding shares of the registrants common stock. There is no active market for the registrant's securities. <Page> PART I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS Guideline Capital, Inc. (A Development Stage Company) BALANCE SHEET <Table> Sept. 30, 2001 Dec. 31, 2000 -------------- ------------- (Unaudited) <s> <c> <c> ASSETS $ - $ - ========= ========== LIABILITIES AND STOCKHOLDER'S EQUITY Liabilities $ - $ - --------- ---------- STOCKHOLDER'S EQUITY Common stock, $0.001 par value; 50,000,000 shares authorized, 10,250,000 shares issued and outstanding 10,250 10,000 Additional paid-in capital 42,300 500 Deficit accumulated during the development stage (52,550) (10,500) --------- -------- Total stockholder's equity - - --------- -------- Total liabilities and stockholder's Equity $ - $ - ========= ======== </Table> The accompanying notes are an integral part of these financial statements. <Page> Guideline Capital, Inc. (A Development Stage Company) STATEMENT OF OPERATIONS <Table> Nine Months Three Months August 17, 2000 Ended Ended (inception) Sept. 30, 2001 Sept. 30, 2001 Sept.30, 2001 ------------------ ---------------- --------------- (Unaudited) (Unaudited) (Unaudited) <s> <c> <c> <c> Revenue $ - $ - $ - General and administrative expenses 42,050 42,450 52,550 ------------- -------------- ------------ Loss from operations before provision for income taxes (42,050) (42,450) (52,550) Provision for income taxes - - - ------------- -------------- ------------ Net loss $ (42,050) $ (42,450) $ (52,550) ============= =============== ============ Net loss per share - basic and diluted $ - $ - $ - ============= =============== ============ Weighted average number of common Shares outstanding 10,125,000 10,250,000 10,071,400 ============= =============== ============ </Table> The accompanying notes are an integral part of these financial statements. <Page> Guideline Capital, Inc. (A Development Stage Company) STATEMENT OF CASH FLOWS <Table> Nine Months August 17, 2000 Ended (inception) to Sept. 30, 2001 September 30, 2001 ---------------- ------------------ (Unaudited) (Unaudited) <s> <c> <c> CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (42,050) $ (52,550) Stock issued for services 41,250 51,250 Expense paid by shareholder 800 1,300 ------------- ------------ NET CASH USED IN OPERATING ACTIVITIES - - CASH AND CASH EQUIVALENTS - beginning of period - - ------------- ------------ CASH AND CASH EQUIVALENTS - September 30, 2001 $ - $ - ============= ============ </Table> SUPPLEMENTAL INFORMATION: During the initial period August 17, 2000 (inception) to September 30, 2001, the Company paid no cash for interest or income taxes. The accompanying notes are an integral part of these financial statements. <Page> Guideline Capital, Inc. (A Development Stage Company) STATEMENT OF STOCKHOLDER'S EQUITY AUGUST 17, 2000 (INCEPTION) TO SEPTEMBER 30, 2001 <Table> <Caption> Deficit Accumulated Additional During the Common Stock Paid-in Development Shares Amount Capital Stage Total ------------------- ---------- ----------- --------- </Caption> <c> <s> <s> <s> <s> <s> Balance, August 17, 2000 - $ - $ - $ - $ - Issuance of shares for services - August 17, 2000 10,000,000 10,000 - - 10,000 Expenses paid by shareholder - - 500 - 500 Net Loss - - - (10,500) (10,500) ---------- --------- ---------- ---------- --------- Balance, Dec. 31, 2000 10,000,000 $ 10,000 $ 500 $ (10,500) $ - Issuance of shares for services - April 8, 2001 (unaudited) 250,000 250 41,000 - 41,250 Expenses paid by shareholder (unaudited) - - 800 - 800 Net Loss (unaudited) - - - (42,050) (42,050) ----------- -------- ---------- --------- --------- Balance, September 30, 2001 (unaudited) 10,250,000 $ 10,250 $ 42,300 $ (52,550) $ - =========== ========= ========== ========== ========= </Table> The accompanying notes are an integral part of these financial statements. <Page> Guideline Capital, Inc. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2001 NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations Guideline Capital, Inc. (the "Company") is currently a development-stage company under the provisions of the Financial Accounting Standards Board ("FASB") Statement of Financial Accounting Standards ("SFAS") NO. 7. The Company was incorporated under the laws of the state of Nevada on August 17, 2000. Interim Financial Information The accompanying unaudited interim financial statements have been prepared by the Company, in accordance with generally accepted accounting principles pursuant to Regulation S-B of the Securities and Exchanges Commission. Certain information and footnote disclosures normally included in audited financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. Accordingly, these interim financial statements should be read in conjunction with the Company's financial statements and related notes as contained in Form 10-KSB for the year ended December 31, 2000. In the opinion of management, the interim financial statements reflect all adjustments, including normal recurring adjustments, necessary for fair presentation of the interim periods presented. The results of operations for the nine months ended September 30, 2001 are not necessarily indicative of results of operations to be expected for the full year. <Page> Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. Results of Operations The Company has had no operations during this quarter. PART II. OTHER INFORMATION Item 1. Legal Proceedings. None Item 2. Changes in Securities None Item 3. Default Upon Senior Securities None Item 4. Submission of matters To a Vote of Security Holders None Item 5. Other Information. None Item 6. Exhibits and Reports. 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. Dated: November 15, 2001 Guideline Capital, Inc. By: /s/ Thomas R. Platfoot Thomas R. Platfoot, President <Page>