UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTELY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended December 31, 2001
-----------------
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from to
-------------------- --------------------
Commission File Number: 000-28033
Fuzzy Logic Software Corporation
(Exact name of registrant as specified in its charter)
Delaware 33-0880355
- -------- ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
505 Burrard Street, Suite 680, Vancouver, British Columbia, Canada V7X 1M4
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(604) 688-5180
(Registrant's Telephone Number, Including Area Code)
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date. As of February 5, 2002, there were
6,975,456 shares of the issuer's $.0001 par value common stock issued and
outstanding.
PART I - FINANCIAL INFORMATION
------------------------------
Item 1. Financial Statements
- ----------------------------
Fuzzy Logic Software Corporation
(A Development Stage Company)
Financial Statements
(Unaudited)
As of December 31, 2001 and
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000
and For The Period from August 25, 1997 (Inception) to December 31, 2001
F-1
Fuzzy Logic Software Corporation
(A Development Stage Company)
Index to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000
and For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
Financial Statements of Fuzzy Logic Software Corporation:
Balance Sheet, December 31, 2001 (Unaudited)......................F-3
Statements of Operations (Unaudited) for the each
of the three and six month periods ended
December 31, 2001 and 2000 and for the period
from August 25, 1997 (inception) to
December 31, 2001...........................................F-4
Statements of Shareholders' Deficit (Unaudited) for
the six month period ended December 31, 2001 and
for the period from August 25, 1997 (inception) to
December 31, 2001 ...........................................F-5
Statements of Cash Flows (Unaudited) for the each of the
three and six month periods ended December 31, 2001
and 2000 and for the period from August 25, 1997
(inception) to December 31, 2001.............................F-6
Notes to Financial Statements.....................................F-8
F-2
Fuzzy Logic Software, Inc.
(A Development Stage Company)
Balance Sheet
(Unaudited)
As of December 31, 2001
- --------------------------------------------------------------------------------
ASSETS
Cash $ 793
Notes receivable, net of allowance fo uncollectible nots
of $107,625 -
Accrued interest -
-----------
Total assets $ 793
===========
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
Accrued liabilities $ 7,500
Due to related party 259,367
-----------
Total liabilities 266,867
-----------
Shareholders' deficit:
Common stock, $.0001 par value; 30,000,000 shares
authorized; 6,975,456 shares issued and outstanding. 698
Preferred stock, $.0001 par value; 5,000,000 shares
authorized, none issued and outstanding -
Additional paid-in-capital 457,467
Deficit accumulated during the development stage (724,239)
-----------
Total shareholders' deficit (266,074)
-----------
Total liabilities and shareholders' deficit $ 793
===========
The accompanying notes are an integral part of the financial statements.
F-3
Fuzzy Logic Software, Inc.
(A Development Stage Company)
Statement of Operations
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000 and
For the Period from August 25, 1997 (inception) to December 31, 2001
- --------------------------------------------------------------------------------
For the For the For the For the Period from
Three Month Three Month Six Month Six Month August 25, 1997
Period Ended Period Ended Period Ended Period Ended (Inception) to
December 31, 2001 December 31, 2000 December 31, 2001 December 31, 2000 December 31, 2001
----------------- ----------------- ----------------- ----------------- -----------------
Revenues - - - - -
Cost of revenues - - - - -
--------------- --------------- --------------- --------------- ---------------
Gross profit - - - - -
--------------- --------------- --------------- --------------- ---------------
Consulting fees $ 25,000 $ 25,000 $ 50,000 $ 50,000 $ 480,860
Organizational costs - - - - 5,000
Legal and accounting - 25,072 - 25,072 94,217
Settlement expense - - - - 10,000
Provision for uncollectible
notes - - - - 115,125
Loss on investment - - - - 175
General and administrative 1,980 27 (3,936) 45 23,476
--------------- --------------- --------------- --------------- ---------------
Total operating expense 26,980 50,099 46,064 75,117 728,853
--------------- --------------- --------------- --------------- ---------------
26,980 50,099 46,064 75,117 728,853
Interest income - 5,502 - 5,502 10,982
--------------- --------------- --------------- --------------- ---------------
Net loss $ 26,980 $ 44,597 $ 46,064 $ 69,615 $ 717,871
=============== =============== =============== =============== ===============
Loss per common share -
basic and diluted $ 0.00 $ 0.01 $ 0.01 $ 0.02 $ 0.15
=============== =============== =============== =============== ===============
The accompanying notes are an integral part of the financial statements.
F-4
Fuzzy Logic Software, Inc.
(A Development Stage Company)
Statements of Shareholders' Deficit
(Unaudited)
For the Six Month Period Ended December 31, 2001 and
For the Period from August 25, 1997 (inception) to December 31, 2001
- --------------------------------------------------------------------------------
Price Additional
Preferred Preferred Common Per Common Paid in Accumulated
Shares Stock Shares Share Stock Capital (Deficit) Total
------ ----- ------ ----- ----- ------- --------- -----
Formation of corporation,
August 25, 1997 - - - - - - -
Common shares issued to
the founders of the Company 5,075,456 $ 508 $ 4,667 - $ 5,175
Purchase and retirement
of common stock - - (1,000,000) (100) (900) - (1,000)
Net loss - - - - - $ (111,636) (111,636)
--------- --------- ----------- ------ ---------- ------------ -----------
Balance, June 30, 1998 - - 4,075,456 408 3,767 (111,636) (107,461)
Net loss - - - - - (105,783) (105,783)
--------- --------- ----------- ------ ---------- ------------ -----------
Balance, June 30, 1999 - - 4,075,456 408 3,767 (217,419) (213,244)
Common shares issued in a
private placement offering,
net of offering costs - - 500,000 $ 0.50 50 213,940 - 213,990
Net loss - - - - - (192,441) (192,441)
--------- --------- ----------- ------ ---------- ------------ -----------
Balance, June 30, 2000 - - 4,575,456 458 217,707 (409,860) (191,695)
Common shares issued in a
private placement - - 2,400,000 $ 0.10 240 239,760 - 240,000
Net loss (268,315) (268,315)
--------- --------- ----------- ------ ---------- ------------ -----------
Balance, June 30, 2001 - - 6,975,456 $ 698 $ 457,467 $ (678,175) (220,010)
Net loss - - - - - (46,064) (46,064)
--------- --------- ----------- ------ ---------- ------------ -----------
Balance, December 31, 2001
(unaudited) - - 6,975,456 $ 698 $ 457,467 $ (724,239) $ (266,074)
========= ========= =========== ====== ========== ============ ===========
The accompanying notes are an integral part of the financial statements.
F-5
Fuzzy Logic Software, Inc.
(A Development Company)
Statements of Cashflows
(Unaudited)
For Each of the Six Month Periods Ended December 31, 2001 and 2000 and
For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
For the
For the For the Period from
Six Month Six Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2001 December 31, 2000 December 31, 2001
----------------- ----------------- -----------------
Cash flows from operating activities:
Net loss $ (46,064) $ (69,615) $ (717,871)
Adjustment to reconcile net loss to
net cash used in operating activities:
Shares issued to founders of the
Company - - 5,175
Provision for uncollectible notes receivable - - 115,125
Shares reacquired - - (1,000)
Increase (decrease) in liabilities: - - -
Accrued liabilities (8,868) 15,655 1,132
Due to related party 20,000 56,667 259,367
----------------- ----------------- -----------------
Cash used in operating activities (34,932) 2,707 (338,072)
----------------- ----------------- -----------------
Cash flows provided by investing activities
Increase in notes receiveable - (5,502) (115,125)
----------------- ----------------- -----------------
Cash provided by investing activities - (5,502) (115,125)
Cash flows provided by financing activities
Proceeds from the issuance of common
stock - - 453,990
----------------- ----------------- -----------------
Cash used in financing activities - - 453,990
----------------- ----------------- -----------------
Net increase (decrease) in cash (34,932) (2,795) 793
Cash at beginning of period 35,725 3,912 -
----------------- ----------------- -----------------
Cash at end of period $ 793 $ 1,117 $ 793
================= ================= =================
The accompanying notes are an integral part of the financial statements
F-6
Fuzzy Logic Software, Inc.
(A Development Company)
Statements of Cashflows
(Unaudited)
For Each of the Six Month Periods Ended December 31, 2001 and 2000 and
For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
Supplemental Disclosure of Cash flow Information
For the For the Period from
Six Month Six Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2001 December 31, 2000 December 31, 2001
------------------- ------------------- -------------------
Interest paid - - -
Income taxes paid - - -
Supplemental Schedule of Non-Cash Financing Activities
Repurchase of shares - - $ 1,000
Increase in payable - - $ (1,000)
Organizational expenses - - $ 5,175
Issuance of founders shares - - $ (5,175)
The accompanying notes are an integral part of the financial statements
F-7
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000
and For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
1. Basis of Presentation
---------------------
In the opinion of the management of Fuzzy Logic Software Corporation (a
development stage company) (the "Company"), the accompanying unaudited
condensed financial statements contain all adjustments, consisting of only
normal recurring adjustments, necessary to present fairly the financial
position as of December 31, 2001 and the results of operations for the
three and six month periods ended December 31, 2001 and 2000 for the period
from August 25, 1997 (inception) to December 31, 2001, the statements of
shareholders' deficit for the six month period ended December 31, 2001 and
for the period from August 25, 1997 (inception) to December 31, 2001, and
the statements of cash flows for the six month periods ended December 31,
2001 and 2000 and for the period from August 25, 1997 (inception) to
December 31, 2001. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted principles have been condensed or omitted pursuant to the rules
and regulations promulgated by the Securities and Exchange Commission. The
statements should be read in conjunction with the financial statements and
footnotes for the year ended June 30, 2001, included in the Company's Form
10KSB. The results of operations for the interim period are not necessarily
indicative of the results to be expected for the full year.
2. Development Stage Operations
----------------------------
The Company was incorporated in the state of Delaware on August 25, 1997.
It has no operating history, no revenues, no products nor technology. The
Company's initial business plan anticipated the development of computer
hardware and software. As such, the Company is subject to the risks and
uncertainties associated with a new business. The Company historically
relied on advances from Cascade, Inc., a related party (note 4) and sales
of the Company's equity securities to meet its cash flow requirements.
However, in the event Cascade, Inc. should be unable to continue to satisfy
the cash flow requirements or not be able to sell adequate amounts of
equity securities the Company's ability to continue as a going concern
could be adversely affected. The success of the Company's future operation
is dependent upon the Company's ability to successfully develop and market
its yet unidentified products, obtain the additional capital necessary to
implement operations and achieve profitability and/or merge with a
profitable operating entity with greater resources. There can be no
assurance that any of these potential alternatives will materialize. The
financial statements do not include any adjustments that might result from
the outcome of this uncertainty.
In this connection, during fiscal year ended June 30, 2000, the Company
entered into a letter of intent to acquire all of the issued and
outstanding shares of The Anvil Group, Inc. However, in September 2000, the
transaction was terminated due to the inability to obtain financing. The
Company plans to continue to seek other merger opportunities.
F-8
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000
and For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
2. Development Stage Operations, Continued
---------------------------------------
In December 2000, the Company executed a letter of intent to merge with
free Trade Medical Network, Inc. ("FTMN"). The merger was subject to
certain conditions and completion of due diligence by each company and
execution of the formal merger agreement documentation. On August 31, 2001,
the Company terminated the letter of intent and share purchase agreement
entered into with FTMN.
3. Related Party Transactions
--------------------------
The Company has an investor relations agreement (the "agreement") with
Cascade, Inc., a former major shareholder of the Company. Cascade, Inc. is
a related party as some of its principals are shareholders of the Company
and exercise control over the Company's activities. Under the terms of the
agreement, Cascade, Inc. receives an annual management fee of $100,000 plus
amounts for additional consulting services and reimbursement of Company
expenses paid by Cascade. In this connection, the Company paid Cascade,
Inc. approximately $50,000, $50,000, and $314,664, for the each of the
six-month periods ended December 31, 2001 and 2000 and for the period from
August 25, 1997 (inception) to December 31, 2001, respectively. At December
31, 2001, the Company owed Cascade, Inc. $259,367.
5. Income Taxes
------------
Reconciliation of the effective tax rate used in provision for income taxes
to the U.S. statutory rate is as follows:
For the For the
Three-Month Three-Month
Period Ended Period Ended
December 31, 2001 December 31, 2000
----------------- -----------------
Tax expense at U.S. statutory rate (34.0)% (34.0)%
Change in the valuation allowance 34.0 34.0
---------- ----------
Effective income tax rate - -
========== ==========
For the
For the For the Period from
Six-Month Six-Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2001 December 31, 2000 December 31, 2001
----------------- ----------------- -----------------
Tax expense at U.S. statutory rate (34.0)% (34.0)% (34.0)%
Change in the valuation allowance 34.0 34.0 34.0
--------- ---------- ----------
Effective income tax rate - - -
========= ========== ==========
F-9
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000
and For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
5. Income Taxes, Continued
-----------------------
The Company, based upon its history of losses and management's assessment
of when operations are anticipated to generate taxable income, has
concluded that it is more likely than not that none of the net deferred
income tax assets will be realized through future taxable earnings and has
established a valuation allowance for them.
6. Loss Per Common Share
---------------------
Basic and diluted loss per common share has been computed by dividing the
loss available to common shareholders by the weighted-average number of
common share for the period.
The computations of basic and diluted loss per common share for the three
and six month periods ended December 31, 2001 and 2000 and for the period
from August 25, 1997 (inception) to December 31, 2001 are as follows:
For the For the
Three-Month Three-Month
Period Ended Period Ended
December 31, 2001 December 31, 2000
----------------- -----------------
Basic loss per common share:
Net loss $ 26,980 $ 44,597
Weighted-average shares, basic
and diluted 6,975,456 4,408,789
----------------- -----------------
Basic and diluted loss per common share $ 0.00 $ 0.01
================= =================
For the
For the For the Period from
Six-Month Six-Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2001 December 31, 2000 December 31, 2001
----------------- ----------------- -----------------
Basic loss per common share:
Net loss $ 46,064 $ 69,615 $ 717,871
Weighted-average shares, basic
and diluted 6,975,456 4,575,456 4,201,720
----------------- ----------------- -----------------
Basic and diluted loss per common share $ 0.01 $ 0.02 $ 0.15
================= ================= =================
F-10
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2001 and 2000
and For The Period from August 25, 1997 (Inception) to December 31, 2001
- --------------------------------------------------------------------------------
7. Stock Transactions
------------------
In January 2001, the Company issued 2,400,000 common shares in a private
placement for proceeds of $240,000.
In December 2001, the Company entered into a share purchase agreement
whereby it would issue 4,000,000 shares of its common stock for all the
then issued and outstanding 4,000 shares of the common stock of Biosecure
Crops, Inc. ("Biosecure"). In addition, it would issue 7,500,000 shares of
its common stock for all the then issued and outstanding 7,500 shares of
the common stock of Growmax Technologies, Inc. ("Growmax") on the exercise
of a call option by the Company or a put option by the Growmax
shareholders. The completion of this transaction and the exercise of the
options is predicated on the satisfaction of certain conditions, including,
among others, that the Company raise additional capital of at least
$1,000,000 Canadian within six months and that the Research GroWarium (as
defined) be determined commercially viable within twelve months. In the
event these and other conditions are not satisfied within the specified
time limits, the consideration delivered to the escrow agent shall be
returned and the transaction terminated. The completion of the transaction
is contingent upon satisfactions of its conditions and, accordingly, has
not been recognized.
F-11
Item 2. Plan of Operation
- -------------------------
(begin boldface)
This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms. The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.
The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.
(end boldface)
Our Business. Fuzzy Logic Software Corporation, a Delaware corporation, was
- ------------
incorporated in the State of Delaware on or about August 25, 1997. Our executive
offices are located at 505 Burrard Street, Suite 680, Vancouver, British
Columbia, Canada. Our telephone number is 604.688.5180.
We were originally incorporated for the purpose of developing software programs
and manufacturing control boards and computer chips for "Fuzzy Logic" control
applications. Fuzzy Logic is a computer modeling language that recognizes
multi-valued states between zero and one, thereby allowing computers to
represent or manipulate terms with greater complexity; and to exercise
"human-like" judgment in the automation of sophisticated tasks. This system
eliminates the on/off rigidity typical of computer control systems and results
in more flexible and subtle process controls. On September 16, 1997, FZZ, Inc.,
a Colorado corporation ("FZZ") was merged into and with us. Prior to the merger,
FZZ had not conducted any operations. In July 1999, our management changed and
new management decided to establish an environmental remediation business.
We have continually sought merger or share exchange candidates because we
believe that acquisitions and joint ventures will be necessary to obtain the
proper expertise and complimentary services with firms able to provide services
which will support our future operations.
2
On December 7, 2001, we entered into a Share Purchase Agreement which was
amended in January, 2002. The Share Purchase Agreement provided, among other
things, that we would acquire 100% of the issued and outstanding shares of
Biosecure Crops, Inc. and, subject to certain performance criteria which are
conditions precedent, 100% of the issued and outstanding shares of GroWmax
Technologies, Inc. The Share Purchase Agreement further provided that we would
issue a total of 4,000,000 shares of our common stock to Biosecure Crops, Inc.'s
shareholders and a total of 7,500,000 shares of our common stock to GroWmax
Technologies, Inc.'s shareholders.
Biosecure Crops, Inc. is a biotechnology infrastructure company which has a
world-wide license from GroWmax Technologies, Inc. to commercially exploit
GroWmax Technologies, Inc.'s closed environment plant growing systems for use in
the emerging molecular farming industry. Molecular farming is the science of
using plants to "grow" high-value protein molecules that can be used to produce
antibodies and vaccines.
The share purchase with GroWmax Technologies, Inc.'s shareholders is conditioned
upon our raising a sum sufficient to build and operate a Research "GroWarium",
which is a facility for growing large quantities of genetically altered crops,
and further conditioned on that Research GroWarium being "commercially viable".
The parties estimated that such sum would be approximately CDN $1,000,000.
On February 5, 2002, we announced that the Share Purchase Agreement had closed
and that 100% of the issued and outstanding shares of Biosecure Crops, Inc. had
been delivered to the escrow agent.
Results of Operations. As of December 31, 2001, we have not yet realized any
- ---------------------
revenue from operations. The Statement of Operations for the three-month period
ending December 31, 2001 specifies a net loss of $26,980.
Liquidity. We have been in the development stage since August 25, 1997
- ---------
(inception). As of December 31, 2001, we had total assets of $793. We have
accumulated a deficit during the development stage of $724,239 and at December
31, 2001 we had a total shareholders' deficit of $266,074. We have uncollectible
notes of $107,625. Prior to a proposed transaction with The Anvil Group, Inc.,
we advanced $68,650 to The Anvil Group, Inc. and Anthony Humble and $36,024 to
Anthony Humble, individually, pursuant to two (2) promissory notes, each dated
June 27, 2000. The uncollateralized notes bear interest at ten percent (10%) and
the principal and interest were due on December 24, 2000. As of December 31,
2001, we have received payments of $20,833, however, the notes are still in
default. We believe that The Anvil Group, Inc. and Anthony Humble have the
financial capability to repay those notes. We are unsure if additional payments
will be received and cannot guaranty that those notes will be paid.
For the three-month period ended December 31, 2001, we had general and
administrative expenses of $1,980. We also incurred consulting fees during the
same period of $25,000, resulting in a net loss during the period of $26,980, as
we had no revenues.
At December 31, 2001, we had total liabilities of $266,867, the majority of
which is represented by $259,367 due to a related party, Cascade, Inc., which
was one of our former major shareholders. At inception, we entered into an
investor relations agreement with this former major shareholder. In connection
with this arrangement, a management fee of $100,000 is charged to us each year.
3
We are not aware of any trends, demands, commitments or uncertainties that will
result in our liquidity decreasing or increasing in a material way. We believe
that from our current cash resources of approximately $793 as of December 31,
2001, it is unlikely that we will be able to maintain our current operations.
Moreover, the Share Purchase Agreement we have entered into with GroWmax
Technologies, Inc.'s shareholders is conditioned upon our raising approximately
CDN $1,000,000 in equity capital or financing. Therefore, we will be required to
raise additional funds or arrange for additional financing over the next 12
months to adhere to our development schedule and satisfy our obligations
pursuant to the Share Purchase Agreement. We cannot guaranty that we will have
access to additional cash in the future, or that funds will be available on
acceptable terms to satisfy our cash requirements.
Our Plan of Operation For Next 12 Months. Attempting to obtain additional
- ----------------------------------------
financing to fulfill our obligations and continue our development plans will be
our main focus during the next 12 months. We are not currently conducting any
research and development activities. We do not anticipate conducting any other
such activities in the next twelve months. We do not anticipate that we will
purchase or sell any significant equipment in the next six to twelve months
unless we generate significant revenues. We do not anticipate that we will hire
any employees in the next six to twelve months, unless we generate significant
revenues. We believe our future success depends in large part upon the continued
service of our key personnel.
PART II -- OTHER INFORMATION
----------------------------
Item 1. Legal Proceedings.
- --------------------------
None.
Item 2. Changes in Securities.
- -------------------------------
None.
Item 3. Defaults Upon 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.
4
SIGNATURES
----------
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Fuzzy Logic Software Corporation,
a Delaware corporation
February 19, 2002 By: /s/ Michael Lynch
-----------------------------------
Michael Lynch, President, Director
5