UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
for the quarterly period ended January 31, 2004
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 Identification No.)
Incorporation or organization)
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 January 31, 2004, 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 January 31, 2004 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
JANUARY 31, 2004
(Unaudited)
ASSETS
CURRENT ASSETS
Cash $ --
========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Due to stockholder $ 10,135
--------
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 (19,635)
--------
Total Stockholders' Equity (Deficit) (10,135)
--------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT) $ --
========
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 Nine Months (Inception)
Ended January 31, Ended January 31, To January 31,
2004 2003 2004 2003 2004
----------- ----------- ----------- ----------- -----------
REVENUES $ -- $ -- $ -- $ -- $ --
EXPENSES
General and administrative 962 1,507 5,528 6,763 19,635
----------- ----------- ----------- ----------- -----------
NET (LOSS) $ (962) $ (1,507) $ (5,528) $ (6,763) $ (19,635)
=========== =========== =========== =========== ===========
(LOSS) PER SHARE $ -- $ -- $ -- $ --
=========== =========== =========== ===========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 3,000,000 3,000,000 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
Nine Nine June 29,1998
Months Ended Months Ended (Inception)
January 31, January 31, to January 31,
2004 2003 2004
-------- -------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) $ (5,528) $ (6,763) $(19,635)
Adjustments to reconcile net (loss) to
cash (used in) operating activities:
Common shares issued for services
rendered -- -- 5,000
Expiration of purchase option -- 500 500
-------- -------- --------
NET CASH (USED IN) OPERATING ACTIVITIES (5,528) (6,263) (14,135)
-------- -------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of option - real estate -- (500) (500)
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock -- -- 1,000
Increase in amount due to stockholder 5,344 2,500 10,135
Repayment of stock subscriptions receivable -- 3,500 3,500
-------- -------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES 5,344 6,000 14,635
-------- -------- --------
NET INCREASE (DECREASE) IN CASH (184) (763) --
CASH - BEGINNING 184 909 --
-------- -------- --------
CASH - ENDING $ -- $ 146 $ --
======== ======== ========
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
JANUARY 31, 2004
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 engaged in the
acquisition and renovation of foreclosed or distressed
residential homes for resale but is currently inactive. 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
JANUARY 31, 2004
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
JANUARY 31, 2004
NOTE 4. CAPITAL STOCK (CONTINUED)
retroactively adjusted to 750,000 common shares with a
par value of $.001 per share.
As of January 31, 2004, 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 continue 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, in the form of a joint venture.
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- 4 - NOT REQUIRED
ITEM 5. OTHER INFORMATION
(a) NOT APPLICABLE
(b) In respect to the requirements of Item 7(d)(2)(ii)(G) of Schedule
14A (Section 240.14a-101), this corporation does not have a nominating committee
because it has only one director. For this reason and because the majority of
voting stock is held in the name of one individual who is the former President
of the Company and who appointed the present President and sole director, there
is no business purpose whatsoever served by the use of a nominating committee.
Further, the corporation has never filed a Schedule 14A nor has any other party
filed a Schedule 14A.
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: March 8, 2004 By: /s/ Jay Sanet
------------------------ --------------------------
Jay Sanet
President
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CERTIFICATION
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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
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(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
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: March 8, 2004
/s/ Jay Sanet
- -------------------------------------
Jay Sanet
President and Sole Certifying Officer
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