- -------------------------------------------------------------------------------- SEC POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION 2334 (6 CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM 00) DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. - -------------------------------------------------------------------------------- UNITED STATES OMB SECURITIES AND EXCHANGE COMMISSION APPROVAL WASHINGTON D.C. 20549 OMB NUMBER: 3235-0416 EXPIRES: APRIL 30, 2005 FORM 10-QSB ESTIMATED AVERAGE BURDEN HOURS PER RESPONSE: 32.00 (Mark One) (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: 10-31-05 ------------------ [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from 08-01-2004 to 10-31-05 ---------- ----------- Commission File Number: ---------------- PREVENTION INSURANCE.COM - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) NEVADA 88-0126444 ------ ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2770 So. Maryland Pkwy. Las Vegas, NV 89109 - -------------------------------------------------------------------------------- (Address of principal executive offices) (702) 732-2758 - -------------------------------------------------------------------------------- (Issuer's telephone number) - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS 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 conformed by a court. Yes [ ] No [ ] PREVENTION INSURANCE.COM FINANCIAL STATEMENTS OCTOBER 31, 2005 (Unaudited) PREVENTION INSURANCE.COM BALANCE SHEETS (UNAUDITED) For the Six Months Ended For the Year Ended October 31, April 30, ASSETS 2005 2005 - ------------------------------------------------------------------- Current assets: Cash $ 3,688 $ 2,330 ----------- ------------ ----------- ------------ TOTAL CURRENT ASSETS $ 3,688 $ 2,330 =========== ============ LIABILITIES AND STOCKHOLDERS' (DEFICIT) - ------------------------------------------------------------------- Current liabilities: Accounts payable $ 18,646 $ 3,428 Bank Overdraft - - Advance from Officer / Shareholder 15,000 - ----------- ------------ TOTAL CURRENT LIABILITIES 33,646 3,428 Commitments Stockholders' (deficit): Preferred stock, par value $ .01, 2,000,000 shares authorized, no shares issued or outstanding - Common stock, $.01 par value, 100,000,000 shares authorized, 18,794,918 shares issued and outstanding 187,964 179,714 Additional paid in capital 3,570,811 3,537,811 Accumulated (deficit) (3,734,279) (3,664,169) ----------- ------------ 24,496 53,356 Less: Treasury stock, at cost (52,954) (52,954) Less: Stock Subscriptions Receivable (1,500) (1,500) ----------- ------------ Total Stockholder's (Deficit) (29,958) (1,098) ----------- ------------ Total Liabilities and Stockholder's Equity $ 3,688 $ 2,330 =========== ============ SEE NOTES TO FINANCIAL STATEMENTS 1 PREVENTION INSURANCE.COM STATEMENTS OF OPERATIONS Six Months Ended Three Months Ended October 31, October 31, ---------------------------------- ---------------------------------- (UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED) 2005 2004 2005 2004 ---------------------------------- ---------------------------------- Commission income $ 62,868 $ 62,662 $ 33,012 $ 33,337 General and administrative expenses 132,969 80,432 52,111 43,482 -------- -------- -------- -------- - - - (Loss) from operations (70,101) (17,770) (19,099) (10,145) - Interest expense 9 - 9 - -------- -------- -------- -------- - - (Loss) before income taxes (70,110) (17,770) (19,108) (10,145) - Income taxes - - - -------- -------- -------- -------- - - Net (loss) $(70,110) $(17,770) $(19,108) $(10,145) ======== ======== ======== ======== - - (Loss) per share $ (0.01) $ (0.01) $ (0.01) $ (0.01) ======== ======== ======== ======== SEE NOTES TO FINANCIAL STATEMENTS 2 PREVENTION INSURANCE.COM STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED OCTOBER 31, 2005 2004 ------------------------------------------------- Cash flows from operating activities: Net loss $ (70,110) $ (28,103) Adjustments to reconcile net loss to net cash used by operating activities: Changes in operating assets and liabilities: Stock issued for services and to settle debt 11,500 Increase / (Decrease) in accounts payable 15,218 (3,756) Increase / (Decrease) in accounts payable - related party - Increase / (Decrease) in advances from officer/shareholder - (641) ------------------------------------------------- Net cash used by operating activities (54,892) (21,000) Cash flows from investing activities: Purchase of property and equipment - - ------------------------------------------------- Net cash used by investing activities - - Cash flows from financing activities: Proceeds from issuance of common stock 41,250 21,000 Advance from Officer / Shareholder 15,000 - Bank Overdraft - - ------------------------------------------------- Net cash provided by financing activities 56,250 21,000 ------------------------------------------------- Net increase in cash 1,358 - Cash, beginning of period 2,330 - ------------------------------------------------- Cash, end of period 3,688 - ================================================= SEE NOTES TO FINANCIAL STATEMENTS 3 PREVENTION INSURANCE.COM NOTES TO FINANCIAL STATEMENTS 1. FINANCIAL STATEMENT PRESENTATION The financial statements have been prepared in accordance with Securities and Exchange Commission requirements for interim financial statements. Therefore, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended April 30, 2005 as filed with the Securities and Exchange Commission on July 27, 2005. The results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the full year. In the opinion of management, the information contained herein reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. 2. Stockholder's Equity During the three months ended October 31, 2005, the Company received cash of $25,375 for 525,000 shares of common stock (an average of approximately $.05 per share). 3. RELATED PARTY TRANSACTIONS During the three months ended July 31, 2005, the Company's founder advanced the Company cash of $15,000. There were no changes during the three months ended October 31, 2005. Officer Compensation for the three months ended October 31, 2005 totaled $28,784. MANAGEMENT DISCUSSION AUGUST 1, 05 _____________ NOVEMBER 30, 05 We are currently evaluating the LOI entered into with Health Imaging to merge. We are reviewing the Financials, Stock Structure, and the Lender of the financing to determine if it meets our requirements, and if the deal is sufficient for our shareholders. We are exploring all financing and merger options available to secure the best possible combination for our shareholders. We are unable to give a definitive projection of when a transaction might be completed until more information is provided to us by the Bankers involved. PREVENTION INSURANCE Management Discussion of Prevention Insurance Operations Preventions Ins Cash needs are being covered by periodic investments and our ATM sales. Insurance Division is looking to launch a new Low cost Health Insurance plan in the first Quarter of the year provided we get the State approvals necessary and funding is secured for the TV Marketing costs involved, if all is in place we feel we, will have a unique low cost value added new health Insurance to offer consumers who cannot afford the regular priced health Insurance being offered today. QUICK PAY ATM Our financial condition is at present under capitalized. We have been able to pay all of our payables as agreed due to the ATM sales revenue and periodic shareholder investments. We are planning to improve capital structure through a merger or by raising additional capital. FINANCIAL CONDITION Our condition is at present under capitalized. We have been able to pay all of our payables on an as agreed basis from revenue generated by the ATM division and share holder investments. We intend to improve our Capitalization structure through a merger or raising additional capital this coming year.