UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (X) QUARTERLY REPORT UNDER SECTION 13 OR 5(d) OF THE SECURITIES ACT OF 1934: For the Quarterly Period ended September 30, 2001 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT For the transition period from __________________ to __________________ Commission file number 0-26919 CYBER MARK INTERNATIONAL CORP. ----------------------------------- (Name of Small Business Issuer in Its Charter) Delaware N/A - - ------------------------------- ----------------------------------- (State or Other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) One Gateway Center, Suite 2600 Newark, New Jersey 07012 - ----------------------------------------- --------------------- (Address of Principal Executive Offices) (Zip Code) Issuer's telephone number: (973) 645-0576 --------------- Indicate by check mark whether the registrant (1) has filed has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 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 X NO _____ APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES ____ NO _____ APPLICABLE ONLY TO CORPORATE ISSUERS As of September 30, 2001, 342,223,510 shares of the Issuer's Common Stock were outstanding. <Page> CYBER MARK INTERNATIONAL CORP. PART I. FINANCIAL INFORMATION Page No. Item 1. Unaudited Financial Statements Cyber Mark International Corp. Post-Reorganization September 30, 2001 Prepared by Management TABLE OF CONTENTS Page Number Unaudited Financial Statements (Post-Reorganization) Balance sheet 2 Income statement 3 Statement of stockholders' equity 4 Statement of cash flows 5 Notes to the Financial Statements 6 <Page> 1 CYBER MARK INTERNATIONAL CORP. UNAUDITED BALANCE SHEET (POST-REORGANIZATION) SEPTEMBER 30, 2001 <Table> September 30, 2001 ------------------ <s> <c> ASSETS Cash $ 400 Prepaid expenses 450 Deposits 150 ---------------- Total Assets $ 1,000 ================ LIABILITIES & STOCKHOLDERS; EQUITY Accounts payable $ 0 ---------------- Total Liabilities 0 Stockholders' Equity 21,630 Common stock issued and outstanding 3,455,891 Additional paid-in capital (3,476,521) ---------------- Total Stockholders' Equity 1,000 Total Liabilities and Stockholders' Equity $ 1,000 ================ </Table> The accompanying notes are an integral part of these financial statements <Page> 2 CYBER MARK INTERNATIONAL CORP. UNAUDITED INCOME STATEMENT (POST-REORGANIZATION) SEPTEMBER 30, 2001 <Table> From reorganization September 30, 2001 ------------------- <s> <c> Income $ 0 Expenses 0 --------------- Total Expenses 0 Net Loss $ 0 ================ Retained earnings, beginning of period $ (3,476,521) ---------------- Deficit accumulated $ (3,476,521) ================ </Table> The accompanying notes are an integral part of these financial statements <Page> 3 CYBER MARK INTERNATIONAL CORP. UNAUDITED STATEMENT OF STOCKHOLDERS' EQUITY (POST-REORGANIZATION) SEPTEMBER 30, 2001 <Table> Additional Common Paid-in Deficit Stock Capital accumulated Total ---------- ----------- ----------- --------- <s> <c> <c> <c> <c> Balance, pre-reorganization September 30, 2001 $ 21,629 $3,322,974 $(3,476,521) $ (131,918) Gain on exchange of equipment for discharge of accounts payable and loans from stockholders 0 131,918 0 131,918 Issuance of 10,000,000 shares at $.001 per share 1 999 0 1,000 ----------- ---------- ----------- ----------- Balance, post-reorganization September 30, 2001 $ 21,630 $3,455,891 $(3,476,521) $ 1,000 =========== ========== ============ =========== </Table> The accompanying notes are an integral part of these financial statements <Page> 4 CYBER MARK INTERNATIONAL CORP. UNAUDITED STATEMENT OF CASH FLOWS (POST-REORGANIZATION) SEPTEMBER 30, 2001 <Table> From reorganization September 30, 2001 ------------------- <s> <c> CASH FLOWS PROVIDED BY OPERATING ACTIVITIES Net Loss $ 0 Non-cash items included in net loss Adjustments to reconcile net loss to cash used by operating activity Prepaid expenses (increase) decrease (450) Deposits (increase) decrease (150) --------------- NET CASH PROVIDED BY OPERATING ACTIVITIES (600) CASH FLOWS FROM INVESTING ACTIVITIES 0 CASH FLOWS FROM FINANCING ACTIVITIES Sale of common stock 1 Paid-in capital 999 --------------- NET CASH PROVIDED BY FINANCING ACTIVTIES 1,000 NET INCREASE IN CASH $ 400 =============== </Table> The accompanying notes are an integral part of these financial statements <Page> 5 CYBER MARK INTERNATIONAL CORP. NOTES TO THE FINANCIAL STATEMENTS SEPTEMBER 30, 2001 NOTE A UNAUDITED STATEMENTS BY MANAGEMENT Information in these financial statements was prepared by management and has not been the subject of audit or review by an independent accountant. NOTE B REORGANIZATION SEPTEMBER 30, 2001 The Company was reorganized on September 30, 2001. The Company will continue in the entertainment business, subject to the preparation of a business plan and attainment of sufficient capital to support the plan. NOTE C EXCHANGE OF EQUIPMENT FOR SATISFACTION OF DEBT Coincident with the reorganization, accounts payable vendors and stockholders with outstanding loans to the Company agree to accept equipment with a net book value of $71,051 in full satisfaction of debt totaling $202,969. The result was a capital contribution of $131,918. NOTE D COMMON STOCK ISSUES On September 30, 2001 the Company sold 10,000,000 shares of its common stock at $.0001 per share for a total of $1,000. The proceeds were to be used for working capital. <Page> 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. There were no sales, no revenues, nor operating expenses this quarter. Management devotes this period to negotiating the disposition of depreciated equipment and remaining facilities. During this quarter the Company disposed of the depreciated equipment of $71,051 in full consideration for debt totaling $202,969 this resulted in a capital contribution of $131,918. During this quarter the Company also raised $1,000 from the sale of 10,000,000 shares at $.0001 per share, which are restricted under Section 144 of the Securities Act. New management considered that its main focus should be the preparation of a new business plan to enable the Company to continue in the entertainment business. There are no guarantees that the Company will be successful in raising any required and additional capital investment, nor implementing any proposed plan. PART II - OTHER INFORMATION Item 1. Legal Proceedings. None. Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS. Sales of Unregistered Securities On September 30, 2001 the Company sold 10,000,000 shares of its common stock at $.0001 per share for a total of $1,000. The proceeds were to be used for working capital. Item 3. Default Upon Senior Securities None. Item 4. Submission of matters To a Vote of Security Holders None. Item 5. Other Information. None. <Page> ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K Reports on Form 8-K: None Exhibits: None. Signatures In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CYBER MARK INTERNATIONAL CORP. Dated: November 19, 2001 By: /s/ Ian McIntyre Ian McIntyre Title: President <Page>