UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2004
or
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from N/A to N/A
Commission File Number: 0-5014
AEROTELESIS, INC.
(Name of Small Business Issuer in its charter)
Delaware 95-2554669
- -------- ----------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
1554 S Sepulveda Blvd. Suite 118, Los Angeles, CA 90025
(Address of principal executive offices)(Zip Code)
Issuer's telephone number: (310) 235-1727
Indicate by check mark if the registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or 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. [X] Yes [_] No
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 confirmed by a court. [_] Yes [_] No
APPLICABLE ONLY TO CORPORATE ISSUERS
State number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
Class Outstanding at December 31, 2004
Common Stock, $.00008 83,363,556 shares
par value -----------------
Outstanding Securities
Transitional Small Business Disclosure Format (check one): Yes [_] No [X]
AEROTELESIS, INC.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
BASIS OF PRESENTATION
The accompanying unaudited financial statements are presented in accordance with
generally accepted accounting principles for interim financial information and
the instructions to Form 10-QSB and Item 310 under subpart A of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
The accompanying statements should be read in conjunction with the audited
financial statements for the year ended March 31, 2004. In the opinion of
management, all adjustments (consisting only of normal occurring accruals)
considered necessary in order to make the financial statements not misleading,
have been included. Operating results for the three months ended December 31,
2004 are not necessarily indicative of results that may be expected for the year
ending March 31, 2005. The financial statements are presented on the accrual
basis.
AEROTELESIS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
BALANCE SHEETS
(UNAUDITED)
DECEMBER 31 MARCH 31
2004 2004
----------- -----------
A S S E T S
Current Assets:
Cash $ 1,997 $ 10,687
Accounts Receivable 3,535 --
Inventory 4,383 --
Prepaid Expenses -- 1,463
----------- -----------
Total Current Assets 9,915 12,150
Fixed Assets:
Furniture & Equipment, net 66,749 37,239
Other Assets:
Deposit 18,468 17,832
License, net 2,631,311 2,698,781
----------- -----------
Total Other Assets 2,649,779 2,716,613
----------- -----------
Total Assets $ 2,726,443 $ 2,766,002
=========== ===========
L I A B I L I T I E S A N D S T O C K H O L D E R S ' E Q U I T Y
Current Liabilities
Accounts Payable and Accrued Expenses $ 166,016 $ 61,283
----------- -----------
Total Current Liabilities 166,016 61,283
Commitments and Contigencies -- --
Stockholders' Equity
Preferred Stock, $.0001 par value, 2,000,000 shares -- --
authorized; none issued and outstanding
Common stock, $.00008 par value, 200,000,000 shares 6,231 6,065
authorized; 83,363,556 and 81,288,688 shares issued and
outstanding
Additional paid-in capital 3,760,433 3,280,338
Accumulated deficit during the development stage (1,206,237) (581,684)
----------- -----------
Total Stockholders' Equity 2,560,427 2,704,719
----------- -----------
Total Liabilities and Stockholders' Equity $ 2,726,443 $ 2,766,002
=========== ===========
See accompanying notes to Financial Statements.
2
AEROTELESIS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended Nine Months Ended CUMULATIVE
December 31 December 31 December 31 December 31 DURING THE
--------------------------------------------------------------- DEVELOPMENT
2004 2003 2004 2003 STAGE
------------ ------------ ------------ ------------ ------------
Revenues: -- -- -- --
Revenue $ 93,301 $ 30,000 $ 319,846 $ 90,000 $ 379,846
------------ ------------ ------------ ------------ ------------
Total revenues 93,301 30,000 319,846 90,000 379,846
Operating Expenses:
Cost of Revenues 7,763 -- 13,645 -- 13645
Legal & Professional Fees 143,616 26,120 416,997 92,741 685,596
Impairment Loss 67,470 67,470 67,470
Rent 29,005 -- 87,192 -- 143,314
Salaries 86,268 -- 205,926 -- 444,317
Travel 1,609 -- 52,415 -- 60,121
General and Administrative 30,817 12,920 100,754 22,839 185,265
------------ ------------ ------------ ------------ ------------
366,548 39,040 944,399 115,580 1,586,083
------------ ------------ ------------ ------------ ------------
Income (Loss) from operations (273,247) (9,040) (624,553) (25,580) (1,206,237)
------------ ------------ ------------ ------------ ------------
Provision for Income Taxes:
Income Tax Benefit (Expense) -- -- -- -- --
Net Income (Loss) $ (273,247) $ (9,040) $ (624,553) $ (25,580) $ (1,206,237)
============ ============ ============ ============ ============
Loss per common share:
From operations $ (0.00) $ (0.00) $ (0.01) $ (0.00) $ (0.01)
------------ ------------ ------------ ------------ ------------
Weighted average common shares outstanding 83,202,962 80,474,826 81,350,676 42,974,526 80,508,159
============ ============ ============ ============ ============
See accompanying notes to Financial Statements.
3
Deficit
Accumulated
Preferred Common During the
Common Preferred $0.0001 $0.00008 Paid-In Development Accumulated Stockholders'
Shares Shares Par Value Par Value Capital Stage Deficit Equity
---------- ---------- ---------- ---------- --------- ----------- ----------- -------------
Balance, April 1, 2002 5,474,826 -- -- 438 973,017 (979,515)# (6,060)
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
Net Income 82,946 82,946
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
Balance, March 31, 2003 5,474,826 -- -- 438 973,017 (896,569)# 76,886
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
Prior capital replaced by (438) (16,102) (16,540)
aeroTelesis Philippines
capital under reverse
takeover accounting
Transferred to Additional (912,671) 912,671 --
Paid in Capital
Current capital replaced by 75,000,000 6,000 1,606,225 1,612,225
aeroTelesis Philippines
capital upon consolidation
under reverse
takeover accounting
March 1, 2004
Stock Issued for
License Agreements 200,000 16 999,984 1,000,000
March 31, 2004
Stock Issued for Debt 613,832 49 613,783 613,832
Net Loss (581,684) -- (581,684)
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
Balance, March 31, 2004 81,288,658 6,065 3,280,338 (581,684) -- 2,704,719
========== ========== ========== ========== ========== ========== ========== ==========
June 16, 2004
Stock Dividend 1,626,369 130 (130) --
June 30, 2004
Stock Issued for Debt 187,113 15 187,098 187,113
July 12, 2004
Stock Issued for Services 2,168 0 10,000 -- 10,000
Sept 20, 2004
Stock Issued for Services 6,000 0 30,000 30,000
Sept 30, 2004
Stock Issued for Debt 89,016 6 89,010 89,016
December 31, 2004
Stock Issued for Debt 164,232 15 164,116 164,132
Net Loss (624,553) (624,553)
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
Balance, December 31, 2004 83,363,556 6,232 3,760,432 (1,206,237) -- 2,560,427
========== ========== ========== ========== ========== ========== ========== ==========
4
AEROTELESIS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Nine Months Ended Cumulative
December 31 December 31 During the
------------------------------- Development
2004 2003 Stage
----------- ----------- -----------
Cash Flows from Operating Activities:
Net Income $ (624,553) $ (25,580) $(1,206,237)
Stock Issued for Services 40,000 -- 40,000
Impairment Loss 67,470 67,470
Depreciation 17,525 -- 19,215
Adjustments to Reconcile net loss to
net cash provided by (used in)
operating activities:
Changes in operating assets
and liabilities:
Accounts Receivable (3,535) 28,500 50,465
Inventory (4,383) (4,383)
Accounts Payable 104,733 35,491 153,977
Prepaid Expenses 1,463 18,105
Deposit (636) (8,850) (18,468)
----------- ----------- -----------
Net Cash provided by (used in)
Operating Activities $ (401,916) $ 29,561 $ (879,856)
Cash Flows from Investing Activities:
Licenses (76,458) (86,286)
Fixed Assets (47,035) -- (86,234)
----------- ----------- -----------
Net Cash provided by (used in)
Investing Activities $ (47,035) $ (76,458) $ (172,520)
Cash Flows from Financing Activities:
Debt Converted to Common Stock 440,261 101,000 1,054,093
----------- ----------- -----------
Net Cash provided by (used in)
Financing Activities $ 440,261 $ 101,000 $ 1,054,093
Net Increase (Decrease) in cash and
cash equivalents (8,690) 54,103 1,717
Cash at beginning of period $ 10,687 $ 12,989 $ 280
=========== =========== ===========
Cash at end of period $ 1,997 $ 67,092 $ 1,997
=========== =========== ===========
Supplemental disclosure:
Total interest paid $ -- $ -- $ --
=========== =========== ===========
Stock Issued for Services $ 40,000 $ -- $ 40,000
=========== =========== ===========
See accompanying notes to Financial Statements.
5
AeroTelesis, Inc.
Notes to Financial Statements
December 31, 2004
NOTE 1- BASIS OF PRESENTATION
GENERAL
The consolidated unaudited interim financial statements of the Company as of
December 31, 2004 and for the three and nine months ended December 31, 2004 and
2003, included herein have been prepared in accordance with the instructions for
Form 10QSB under the Securities Exchange Act of 1934, as amended, and Article 10
of Regulation S-X under the Securities Act of 1933, as amended. The March 31,
2004 Balance Sheet was derived from audited financial statements, but does not
include all disclosures required by generally accepted accounting principles.
Certain information and note 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 relating
to interim consolidated financial statements.
In the opinion of management, the accompanying unaudited interim financial
statements reflect all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the financial position of the Company
at December 31, 2004 and March 31, 2004, and the results of their operations for
the three and nine months ended December 31, 2004 and 2003, and their cash flows
for the three months ended December 31, 2004 and 2003.
The results of operations for such periods are not necessarily indicative of
results expected for the full year or for any future period. These financial
statements should be read in conjunction with the audited financial statements
as of March 31, 2004 and related notes included in the Company's Form 10-KSB
filed with the Securities and Exchange Commission
ORGANIZATION
AeroTelesis, Inc. ("the Company") was incorporated under the laws of the State
of Delaware in 1968 for the purpose to promote and carry on any lawful business
for which a corporation may be incorporated under the laws of the State of
Delaware. The company has a total of 200,000,000 authorized common shares with a
par value of $.00008 and 2,000,000 preferred shares with a par value of $.001
per share and with 83,363,556 common shares issued and outstanding and no
preferred shares issued and outstanding as of December 31, 2004. The Company
filed an amendment of its Certificate of Incorporation with the State of
Delaware to increase the authorized shares from 20,000,000 authorized common
shares to 200,000,000 authorized shares and to change its par value from $.0001
to $.00008 in March 2003. Also, on September 12, 2003, the Company approved a
one-to-two forward stock split of the common stock shares. Additionally, the
Company, on October 22, 2003, filed an amendment to the Articles of
Incorporation with the State of Delaware to change the name of the Company to
AeroTelesis, Inc.
BASIS OF PREPARATION AND PRESENTATION:
The accompanying consolidated financial statements have been prepared to reflect
the legal acquisition on October 2, 2003 of aeroTelesis Philippines Inc ("ATP")
by aeroTelesis Inc.. formerly Pacific Realm Inc. ("Company") (the
"Acquisition"). The consolidated financial statements of the Company give effect
to the Acquisition under which the shareholders of ATP exchanged all of their
common shares of ATP for common shares of the Company.
Notwithstanding its legal form, the Acquisition has been accounted for as a
reverse takeover, as the former shareholders of ATP own in aggregate
approximately 90% of the common shares of the Company, and so are now the
majority shareholders of the Company. Also, as the Company was a company with
nominal net non-monetary assets, the Acquisition has been accounted for as an
6
AeroTelesis, Inc.
Notes to Financial Statements
December 31, 2004
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CON'T)
BASIS OF PREPARATION AND PRESENTATION (CON'T)
issuance of stock by the Company accompanied by a recapitalization
As required under reverse takeover accounting, these financial statements have
been issued under the name of the Company and reflect the share capital
structure of ATP. However, they reflect the financial statements of ATP and
account for the Acquisition as an acquisition of the Company by ATP.
The consolidated financial statements therefore include:
(a) a consolidated balance sheet prepared from the unaudited balance
sheets of the Company and ATP at December 31, 2004 and March 31,
2004.
(b) consolidated statements of operations, cash flows and changes in
shareholders' equity (deficit) prepared from the unaudited
statements of operations, cash flows and changes in shareholders'
equity (deficit) of the Company for the three and nine months ended
December 31, 2004 and the three and nine months ended December 31,
2003 for ATP. The results of operations and cash flows changes in
shareholders' equity (deficit) of the Company and ATP are included
commencing October 3, 2003, the date of the Acquisition.
ACCOUNTING METHOD
The Company's financial statements are prepared using the accrual method of
accounting. Revenues are recognized when consulting engagements have been earned
and completed and expenses when incurred on the related consulting engagements.
Since the consulting engagements are usually less than one year, the Company
recognizes its revenues when the engagements are completed. This method is used
because the typical contract is completed in six months or less and does not
contain a refund provision in the contract. An engagement is considered complete
when all costs except significant items have been incurred. Revenues from time
contracts are recognized currently as the work is performed. Losses on contract
are recognized by expenses the actual expenses on the completed job.
EARNINGS PER COMMON SHARE
The Company adopted Financial Accounting Standards (SFAS) No. 128, "Earnings Per
Share," which simplifies the computation of earnings per share requiring the
restatement of all prior periods.
Basic earnings per share are computed on the basis of the weighted average
number of common shares outstanding during each year.
Diluted earnings per share are computed on the basis of the weighted average
number of common shares and dilutive securities outstanding. Dilutive securities
having an anti-dilutive effect on diluted earnings per share are excluded from
the calculation.
7
AeroTelesis, Inc.
Notes to Financial Statements
December 31, 2004
NOTE 2 - COMMON STOCK
The company has a total of 200,000,000 authorized common shares and 2,000,000
preferred shares with a par value of $.00008 per share and with 83,183,129
common shares issued and outstanding and no preferred shares issued and
outstanding as of December 31, 2004.
The Company issued a stock dividend effect June 16, 2004. A total of 1,610,174
shares were issued. The shares were recorded at par value since the retained
earnings is at a deficit.
On December 31, 2004, the Company agreed to issue 164,232 shares of common stock
to Nations Mobile Network Ltd. ("Nations"). to convert the outstanding balance
of the advances for the quarter ended December 31, 2004 on the line of credit
along with accrued interest to equity.
NOTE 3 - LONG TERM DEBT
On September 25, 2003, the Company entered into a loan agreement with Nations
for a line of credit up to $1,000,000 for a period of twelve months as a working
capital loan. The loan agreement contained an interest provision of 7% to be
accrued quarterly. The Company issued warrants (at fair vaule on the commitment
date) to Nations for 1,000,000 shares to be used to convert the debt to common
stock at the rate of $1.00 per share. These warrants were valued using the Black
Scholes option pricing model; the relative fair value was insigificant when
granted. On December 31, 2004, the Company issued 164,232 shares of common stock
for the outstanding principle and accrued interest for the quarter ended..
NOTE 4 - COMMITMENT AND CONTINGENCIES
The Company has not recognized any commitments or contingencies at this time.
[THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY]
Item 2. Management's Discussion and Analysis or Plan of Operation
Except for disclosures that report the Company's historical results, the
statements set forth in this section are forward-looking statements. Actual
results may differ materially from those projected in the forward-looking
statements. Additional information concerning factors that may cause actual
results to differ materially from those in the forward-looking statements are in
the Company's annual report on Form 10-KSB for the year ended March 31, 2004 and
in the Company's other filings with the Securities and Exchange Commission.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. The Company assumes no
obligation to update any forward-looking statements or comments on the reasons
why actual results may differ there from.
Results of Operations
The Company realized a net loss of ($273,247) from operations for the
three month period ended December 31, 2004 compared to a net loss of ($9,040)
for the three month period ended December 31, 2003. The difference in results
for this three month period as compared to the prior year is due to the
Company's increased operating expenses for the quarter compared to the prior
year as well as an impairment loss of approximately $67,500 that the Company
recorded for the quarter. For the three month period ended December 31, 2004,
the Company had revenue of approximately $93,301, composed of consulting and
equipment sales income compared to $30,000 in revenues for the three month
period ended December 31, 2003. The net loss per share for the three month
period ended December 31, 2004 was nil per share compared to a net loss per
share of nil for the three month period ended December 31, 2003.
The Company had costs and expenses of approximately $367,000 for the three
month period ended December 31, 2004 compared to costs and expenses of
approximately $39,000 for the three month period ended December 31, 2003. The
Company's expenses consist of legal and professional fees, including consulting
fees, of approximately $144,000, rent of approximately $29,000, salary expenses
of approximately $86,000, travel expenses of approximately $1,600, general and
administrative expenses of approximately $31,000, and cost of revenues of
approximately $7,800.
The Company realized a net loss of ($624,553) from operations for the nine month
period ended December 31, 2004 compared to a net loss of ($25,580) for the nine
month period ended December 31, 2003. For the nine month periods ended December
31, 2004 and 2003, the Company had revenues of $319,846 and $90,000
respectively, composed of equipment sales and consulting income. The net loss
per share for the nine month period ended December 31, 2004 was ($.01) compared
to a net loss of nil for the nine month period ended December 31, 2003.
8
The Company had costs and expenses of approximately $945,000 for the nine month
period ended December 31, 2004 compared to costs and expenses of approximately
$116,000 for the nine month period ended December 31, 2003. The Company's
expenses consist of legal and professional fees and general and administrative
expenses. The increase in expenses is due to the increased costs of operating as
the Company's revenues have increased along with increased professional expenses
due to the Company's resumption of periodic reporting under the Securities
Exchange Act of 1934. The Company has also incurred expenses in setting up its
operations, including salaries and rent expenses.
The Company's assets at December 31, 2004 were $2,726,443 compared to
assets of $2,766,002 at March 31, 2004. The difference is due to the Company
recording an impairment in connection with the license it acquired in connection
with USM(TM) technology. At December 31, 2004, the Company's current assets were
comprised of cash of approximately $2,000, accounts receivable of $3,500, and
$4,400 in inventory, compared to cash of approximately $11,000 and $1,463 in
prepaid expenses at March 31, 2004. The Company's fixed assets at December 31,
2004 are furniture and equipment of approximately $67,000. The Company's Other
Assets are a deposit of $18,468 and a license of approximately $2,631,000
compared to fixed assets at March 31, 2004 that included furniture and equipment
of approximately 37,000 and Other Assets that included a deposit of $17,832 and
a license of approximately $2,700,000.
The Company's liabilities at December 31, 2004 were approximately
$166,000, comprised of accounts payable and accrued expenses. The Company's
liabilities at March 31, 2004 were approximately $61,000. The increase in
liabilities is due to the Company's increased operating expenses.
Total shareholders' (deficit) increased from ($581,684) at March 31, 2004
to ($1,206,237) at December 31, 2004.
Liquidity and Capital Resources
As of December 31, 2004, the Company had negative working capital of
approximately ($156,000) consisting of approximately $10,000 in current assets
and $166,000 in current liabilities. The Company had negative working capital of
approximately ($49,000) at March 31, 2004 consisting of current assets of
approximately $12,000 and $61,000 in current liabilities. The Company has a line
of credit of $1,000,000 available to it to pay its operating and other expenses.
As a result, the Company believes that it has adequate working capital for its
current operations. However, the Company may seek additional sources of
financing, including seeking to raise capital, to fund its operations for the
fiscal year. The Company also intends to identify, locate and acquire operating
companies with a positive cash flow during the next calendar year.
In connection with its line of credit, the Company issued 164,232 shares
of its common stock during the quarter ended December 31, 2004 to its majority
shareholder, Nations Mobile Networks, Inc., representing the conversion of the
debt outstanding to Nations as of December 31, 2004 into shares of the Company's
common stock.
Effect of Inflation
9
The Company's results of operations have not been affected by inflation
and management does not expect inflation to have a significant effect on its
operations in the future.
New Accounting Pronouncements
In April 2002, the FASB approved for issuance Statements of Financial
Accounting Standards No. 145, "Rescission of FASB Statements No. 4, 44 and 64,
Amendment of SFAS 13, and Technical Corrections" ("SFAS 145"). SFAS 145 rescinds
previous accounting guidance, which required all gains and losses from
extinguishment of debt be classified as an extraordinary item. Under SFAS 145
classification of debt extinguishment depends on the facts and circumstances of
the transaction. SFAS 145 is effective for fiscal years beginning after May 15,
2002 and is not expected to have a material effect on the Company's financial
position or results of its operations.
In July 2002, the FASB issued Statements of Financial Accounting Standards
No. 146, "Accounting for Costs Associated with Exit or Disposal Activities"(SFAS
146). SFAS 146 requires companies to recognize costs associated with exit or
disposal activities when they are incurred rather than at the date of a
commitment to an exit or disposal plan. Examples of costs covered by SFAS 146
include lease termination costs and certain employee severance costs that are
associated with a restructuring, discontinued operation, plant closing, or other
exit or disposal activity. SFAS 146 is to be applied prospectively to exit or
disposal activities initiated after December 31, 2002. The adoption of SFAS 146
is not expected to have a material effect on the Company's financial position or
results of its operations.
In December 2002, the FASB issued Statements of Financial Accounting
Standards No. 148 "Accounting for Stock-Based Compensation--Transition and
Disclosure--an amendment of FASB Statement No. 123." This Statement amends FASB
Statement No. 123, Accounting for Stock-Based Compensation, to provide
alternative methods of transition for a voluntary change to the fair value based
method of accounting for stock-based employee compensation. In addition, this
Statement amends the disclosure requirements of Statement 123 to require
prominent disclosures in both annual and interim financial statements about the
method of accounting for stock-based employee compensation and the effect of the
method used on reported results. The adoption of SFAS 148 is not expected to
have a material effect on the Company's financial position or results of its
operations.
ITEM 3. CONTROLS AND PROCEDURES
Based on the evaluation of the Company's disclosure controls and procedures by
Mr. Joseph Gutierrez, president and chief accounting officer of the Company, as
of a date within 90 days of the filing date of this quarterly report, such
officer has concluded that the Company's disclosure controls and procedures are
effective in ensuring that information required to be disclosed by the Company
in the reports that it files or submits under the Securities and Exchange Act of
1934, as amended, is recorded, processed, summarized and reported, within the
time period specified by the Securities and Exchange Commission's rules and
forms.
There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
10
PART II OTHER INFORMATION
Items 1, 2, 3, 4 and 5 are Inapplicable
Item No. 6 - Exhibits and Reports on Form 8-K
(a) A report on Form 8-K was filed on December 6, 2004 and was subsequently
amended on December 21, 2004 and December 22, 2004. These were the only reports
on Form 8-K filed during the three months ended December 31, 2004.
(b) Exhibits
None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AEROTELESIS, INC.
By/s/ Joseph Gutierrez
Joseph Gutierrez, President, CFO
11