UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
for the quarterly period ended July 31, 2003
Commission File Number
0-49884
RESIDENTIAL RESALES, INC..
(Name of Small Business Issuer in its charter)
FLORIDA 75-3026967
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
270 NW 3rd Court 33432-3720
Boca Raton, Florida (Zip Code)
(Address of principal executive offices)
Issuer's Telephone: (561) 368-1427
------------------------------------------
APPLICABLE ONLY TO CORPORATE ISSUERS
As of July 31, 2003, there are 3,000,000 shares
of common stock outstanding. The issuer has no
other classes of stock authorized.
Transitional Small Business Format: No
----
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Unaudited financial statements for Residential Resales, as of the
fiscal quarter ended July 31, 2003 are submitted in compliance with Item 310(b)
of Regulation S-B.
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RESIDENTIAL RESALES, INC.
(F/K/A MEDIA ACQUISITIONS GROUP, INC.)
(A Development Stage Company)
CONDENSED BALANCE SHEET
JULY 31, 2003
(Unaudited)
ASSETS
CURRENT ASSETS
Cash $ 114
========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 3,162
Due to stockholder 4,791
--------
Total Current Liabilities 7,953
--------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $.001 par value, 50,000,000
shares authorized, 3,000,000 shares
issued and outstanding 3,000
Additional paid-in capital 6,500
Deficit accumulated during the development
stage (17,339)
--------
Total Stockholders' Equity (Deficit) (7,839)
--------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT) $ 114
========
Read accompanying Notes to Financial Statements.
F-1
RESIDENTIAL RESALES, INC.
(F/K/A MEDIA ACQUISITIONS GROUP, INC.)
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
Period From
June 29, 1998
Three Months (Inception)
Ended July 31, To July 31,
2003 2002 2003
---- ---- ----
REVENUES $ - $ - $ -
EXPENSES
General and administrative 3,232 2,776 17,339
----------- ----------- -----------
NET (LOSS) $ (3,232) $ (2,776) $ (17,339)
=========== =========== ===========
(LOSS) PER SHARE $ - $ -
=========== ===========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 3,000,000 3,000,000
=========== ===========
Read accompanying Notes to Financial Statements.
F-2
RESIDENTIAL RESALES, INC.
(F/K/A MEDIA ACQUISITIONS GROUP, INC.)
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
Period From
Three Three June 29,1998
Months Ended Months Ended (Inception)
July 31, July 31, to July 31,
2003 2002 2003
---- ---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) $ (3,232) $ (2,776) $(17,339)
Adjustments to reconcile net loss to
cash (used in) operating activities:
Common shares issued for services
rendered - - 5,000
Expiration of purchase option - - 500
Increase in accounts payable 3,162 - 3,162
-------- -------- --------
NET CASH (USED IN) OPERATING ACTIVITIES (70) (2,776) (8,677)
-------- -------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of option - real estate - - (500)
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock - - 1,000
Increase in amount due to stockholder - - 4,791
Repayment of stock subscriptions receivable - 3,500 3,500
-------- -------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES - 3,500 9,291
-------- -------- --------
NET INCREASE (DECREASE) IN CASH (70) 724 114
CASH - BEGINNING 184 909 -
-------- -------- --------
CASH - ENDING $ 114 $ 1,633 $ 114
======== ======== ========
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING
AND FINANCING ACTIVITIES:
Common shares issued for services rendered $ - $ - $ 5,000
======== ======== ========
Common shares issued for stock subscriptions
receivable $ - $ - $ 3,500
======== ======== ========
Read accompanying Notes to Financial Statements
F-3
RESIDENTIAL RESALES, INC.
(F/K/A MEDIA ACQUISITIONS GROUP, INC.)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
JULY 31, 2003
NOTE 1. ORGANIZATION
Residential Resales, Inc. (formerly known as Media
Acquisitions Group, Inc.) was incorporated on June 29,
1998 under the laws of the State of Florida originally to
provide media consulting services. The company is
currently engaged in the acquisition and renovation of
foreclosed or distressed residential homes for resale.
The company's headquarters is in Boca Raton, Florida.
The Company has no revenues to date. Since its inception, the
Company has been dependent upon the receipt of capital
investment or other financing to fund its continuing
activities. In addition to the normal risks associated with a
new business venture, there can be no assurance that the
Company's product development will be successfully completed
or that it will be a commercial success. Further, the Company
is dependent upon certain related parties to provide continued
funding and capital resources.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying condensed financial statements are unaudited.
These statements have been prepared in accordance with the
rules and regulations of the Securities and Exchange
Commission (SEC). Certain information and footnote disclosures
normally included in financial statements prepared in
accordance with generally accepted accounting principles have
been condensed or omitted pursuant to such rules and
regulations. In the opinion of management, all adjustments
(which include only normal recurring adjustments) considered
necessary for a fair presentation have been included. These
financial statements should be read in conjunction with the
Company's financial
F-4
RESIDENTIAL RESALES, INC.
(F/K/A MEDIA ACQUISITIONS GROUP, INC.)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
JULY 31, 2003
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Basis of Presentation (Continued)
statements and notes thereto for the year ended April 30,
2003, included in the Company's Form 10-KSB as filed with the
SEC.
(Loss) Per Share
(Loss) per share is computed by dividing net (loss) for the
year by the weighted average number of shares outstanding.
Use of Estimates
Management uses estimates and assumptions in preparing
financial statements in accordance with generally accepted
accounting principles. Those estimates and assumptions affect
the reported amounts of assets and liabilities, the disclosure
of contingent assets and liabilities, and the reported
revenues and expenses. Accordingly, actual results could vary
from the estimates that were assumed in preparing the
financial statements.
NOTE 3. CAPITAL STOCK
The Company had originally 5,000 common shares authorized,
issued and outstanding with a par value of $1 per share. On
September 17, 2001, the Articles of Incorporation were amended
to increase the number of authorized common shares to
50,000,000 and to decrease the par value to $.001 per share.
In addition, on March 1, 2002, the Board of Directors approved
a 150 to 1 stock split. As a result of the stock split, the
original 5,000 common shares issued and outstanding with a par
value of $1 per share as of the date of inception have been
F-5
RESIDENTIAL RESALES, INC.
(F/K/A MEDIA ACQUISITIONS GROUP, INC.)
(A Development Stage Company)
NOTES TO CONDENSED FINANCIAL STATEMENTS
JULY 31, 2003
NOTE 3. CAPITAL STOCK (CONTINUED)
retroactively adjusted to 750,000 common shares with a
par value of $.001 per share.
As of July 31, 2003, 3,000,000 common shares were issued and
outstanding.
F-6
ITEM 2. PLAN OF OPERATION
Residential Resales, Inc. has been unable to obtain the funding
necessary to implement active operation. As a consequence, the Company is
inactive at this time and will remain inactive until funding is received or an
alternate business course of action is pursued.
The Company has no present need for funds to continue on as an inactive
corporation. The Company has no debts and no requirement for operating funds at
this time.
ITEM 3. CONTROLS AND PROCEDURES
Jay Sanet is the President and is the sole director. He is the only
executive officer and all reports filed with the Securities and Exchange
Commission are signed by him alone. Consequently, it is the conclusion of the
sole executive officer that reports filed or submitted under the Act (as
specified in Regulation Section 240.13a-14(c) ) are his responsibility alone and
that no other disclosure controls and procedures are applicable.
There is no change in this Company's internal control over financial
reporting as specified in Regulation ss.228.308(c).
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PART II - OTHER INFORMATION
ITEMS 1- 5 - NOT REQUIRED
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits 3(i) and (ii) are incorporated into this filing by
reference to Exhibits 2(i) and 2 (iii) as filed in Part III of Form 10SB as
filed with the Securities and Exchange Commission.
(b) Reports on Form 8-K
None
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report be signed on its behalf by the undersigned, thereunto duly
authorized.
RESIDENTIAL RESALES, INC.
Date: September 10, 2003 By: /s/ Jay Sanet
------------------- ------------------------
Jay Sanet
President
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CERTIFICATION
I, JAY SANET, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Residential
Resales, Inc.
2. Based on my knowledge, the quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the period
covered by this quarterly report.
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in
this quarterly report.
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
have:
(a) designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the
period in which this quarterly report is being prepared:
(b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to
the filing date of this quarterly report (the "Evaluation
Date"); and
(c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based
on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and audit
committee of the registrant's board of directors (or persons performing
the equivalent functions.
(a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant's ability to record, process, summarize and report
financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and
(b)......any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrant's internal controls; and
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6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant
deficiencies and material weaknesses.
Date: September 10, 2003
/s/ Jay Sanet
- ---------------------------------------
Jay Sanet
President and Sole Certifying Officer
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