DEBTOR: In Store Media Systems, Inc. MONTHLY FINANCIAL REPORT CHAPTER 11 CASE NUMBER: 02-28289 MER For Period: January 1, 2005 to January 31, 2005 COVER SHEET Accounting Method Used: [X] Accrual Basis [ ] Cash Basis - -------------------------------------------------------------------------------- THIS REPORT IS DUE 15 DAYS AFTER THE END OF THE MONTH Mark One Box for Each Debtor must attach each of the following Required Document reports/documents unless the U.S. Trustee has waived the requirement in writing. File the original with the Clerk of Court. Submit a duplicate, with original signature, to the U.S. Trustee. - ------------------- -------------- ----------------------------------------------------- Report/Document Previously Attached Waived REQUIRED REPORTS/DOCUMENTS - ------------------- -------------- ----------------------------------------------------- [X] [ ] Cash Receipts and Disbursements Statement (Form 2-B) [X] [ ] Supporting Schedules (Form 2-C) [X] [ ] Balance Sheet (Form 2-D) [X] [ ] Profit and Loss (Form 2-E) [X] [ ] Quarterly Fee Summary (Form 2-F) [X] [ ] Narrative (Form 2-G) [X] [ ] Bank Statements for All Bank Accounts [X] [ ] Bank Statement Reconciliations for All Bank Accounts - ------------------- -------------- ----------------------------------------------------- I declare under penalty of perjury that the following Monthly Financial Report, and any attachments thereto, are true and correct to the best of my knowledge and belief. Executed on: March 1, 2005 Debtor(s): In Store Media Systems, Inc. By: /s/ William P. Stelt Position: Chief Financial Officer Form 2-A Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO. 02-28289 MER CASH RECEIPTS AND DISBURSEMENTS STATEMENT As of January 31, 2005 CASH RECONCILIATION 1. Beginning Cash Balance (Ending Cash Balance from last month's report) $ 6,808.89 2. Cash Receipts (From Cash Receipts Journal on next page) $13,000.00 3. Cash Disbursements (From Cash Disbursements Journal on next page) $14,686.05 4. Net Cash Flow (Line 2 minus Line 3) $(1,686.05) 5. Ending Cash Balance (To Form 2-D) $ 5,122.84 ========== CASH SUMMARY - ENDING BALANCE Amount Financial Institution Petty Cash $0.00 Regular Checking - New DIP $0.00 Regular Checking - Old DIP $0.00 Wells Fargo New DIP Checking $ 5,122.84 Wells Fargo Regular Checking - Payroll $0.00 Wells Fargo Short-Term Investments $0.00 Wells Fargo TOTAL (Must agree with line 5 above) $ 5,122.84 ============== Form 2-B Rev 10/01/01 In Store Media Systems, Inc. CASE NO. 02-28289 MER CASH RECEIPTS AND DISBURSEMENTS STATEMENT For Period January 1 to January 31, 2005 CASH RECEIPTS JOURNAL Date Description (Source) Amount - ---- -------------------- ------ Operating Account Activity 1/27/05 AFGV II Dip Loan Funding $13,000.00 Total Operating Account Activity (Receipts) $13,000.00 Payroll Account Activity Total Payroll Account Activity (Receipts) $ 0.00 Total Cash Receipts (to line 2 of Cash Reconciliation) $13,000.00 CASH DISBURSEMENTS JOURNAL Date Ck Nos. Payee Description (Purpose) Amount - ---- ------- ----- -------------------- ------ Operating Account Activity 01/05/05 BK Debit Wells Fargo Bank Bank Fees $10.65 01/11/05 2107 Corporate Stock Transfer Transfer Agent Fees $76.75 01/11/05 2108 Mini 4 Storage Rent $85.00 01/11/05 2109 Unites States Trustee Trustee Fees $250.00 01/11/05 2110 Vintage Filings LLC Regulatory Filing Fee $250.00 01/11/05 2111 William P. Stelt Contract Labor $1,013.65 01/11/05 3000 Singer Lewak Green, etc. Professional Fees $13,000.00 Total Operating Account Activity (Disbursements) $14,686.05 Other Account Activity Total Other Account Activity $0.00 Total Cash Disbursements (to line 3 of Cash Reconciliation) $14,686.05 =========== Less: Intra Company Disbursements Net Disbursements (to Schedule 2 F) $14,686.05 =========== Form 2-B Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO. 02-28289 MER SUPPORTING SCHEDULES For Period January 1 to January 31, 2005 POST-PETITION TAXES PAYABLE SCHEDULE The Debtor pays all taxes at the time of payroll processing to its Payroll Service (Wells Fargo Express Pay). Payments are made by ACH transfer the day before the payroll is due. Debtor pays payroll on the 15th and End of Month therefore at the end of each month, the debtor has paid all payroll taxes due to the Payroll Service. Beg Balance* Additions Pmts/Deposits Date Paid Check No. End Balance ------------ --------- ------------- --------- --------- ----------- Income Tax Withheld Federal $0.00 $0.00 State $0.00 $0.00 FICA Tax Withheld (SS & Medicare) $0.00 $0.00 Employer's FICA Tax (SS & Medicare) $0.00 $0.00 Unemployment Tax: Federal $0.00 $0.00 State $0.00 $0.00 Sales,Use & Excise Taxes $0.00 $0.00 Property Taxes $0.00 $0.00 Accrued Income Tax: Federal $0.00 $0.00 State $0.00 $0.00 Other: $0.00 $0.00 TOTALS (Post Petition End Bal to Form 2-D) $0.00 $0.00 $0.00 $0.00 * For first report, Beginning Balance will be $0; thereafter, Beginning Balance will be Ending Balance from prior report. INSURANCE SCHEDULE Carrier/Agent Amt of Coverag ePolicy Exp Date Prem Paid Date - ------------------ -------- ----------------------------------- -------------- None Required Form 2-C Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO. 02-28289 MER SUPPORTING SCHEDULES For Period January 1 to January 31, 2005 ACCOUNTS RECEIVABLE AND POST PETITION PAYABLE AGING Due Post Petition Accounts Rec Accounts Payable Under 30 Days $0.00 $ 1,503.57 30 to 60 Days $0.00 $ 0.00 61 to 90 Days $0.00 $ 0.00 91 to 120 Days $0.00 $ 0.00 Over 120 Days Total Post Petition $0.00 xxxxxxxxxxxxxxxxx Pre Petition Amts $0.00 xxxxxxxxxxxxxxxxx Total Accounts Receivable $0.00 xxxxxxxxxxxxxxxxx Less: Bad Debt Reserve $0.00 xxxxxxxxxxxxxxxxx Net Accounts Receivable (To Form 2-D) $0.00 xxxxxxxxxxxxxxxxx Total Post Petition Accounts Payable $ 1,503.57 (To Form 2-D) SCHEDULE OF PAYMENTS TO ATTORNEYS AND OTHER PROFESSIONALS Date of Estimated Amt Paid Court Approval Balance Due* -------- -------------- ------------ Debtor's Counsel $63,426.05 $0.00 Counsel for Unsecured Creditors' Com $0.00 Trustee's Counsel $0.00 Accountant $0.00 Other: Debtor's Corporate Counsel $39,747.52 $0.00 Brownstein, Hyatt and Farber $44,000.00 (Accrued not in A/P) *Balance due to include fees and expenses incurred but not yet paid. SCHEDULE OF PAYMENTS AND TRANSFERS TO PRINCIPALS/EXECUTIVES** Payee Name Position Nature of Payment Amount ---------- -------- --------------------- ------ **List payments and transfers of any kind and in any form made to or for the benefit of any proprietor, owner, partner, shareholder, officer or director. Form 2-C Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO. 02-28289 EEB BALANCE SHEET - As of January 31, 2005 ASSETS Current Assets: Cash (From Form 2-B, line 5) $ 5,122.84 Accounts Receivable $0.00 Inventory $0.00 Other Current Assets: $ 37,613,30 ----------- Total Current Assets $ 42,736.14 ----------- Fixed Assests: Land $0.00 Leasehold Improvements $0.00 Equipment, Furn & Fixtures $0.00 Total Fixed Assets $0.00 Less: Accumulated Depreciation $0.00 Net Fixed Assets $0.00 ----- Other Long Term Assets: Debt Issuance Costs $0.00 Patents (Net of Amortization) $79,091.33 $ 79,091.33 TOTAL ASSETS $121,827.44 ================== LIABILITIES Liabilities Not Subject to Compromise Current Liabilities Accounts Payable (from Form 2E) $1,503.57 Less: Pre-Petition $0.00 $ 1,503.57 Accrued Fees & Expenses $ 44,416.67 Total Post Petition Liabilities $ 45,920.24 Liabilities Subject to Compromise Pre-Petition Liabilities: Unsecured Debt $0.00 Total Pre-Petition Liabilities $0.00 TOTAL LIABILITIES $45,920.24 ============== OWNERS' EQUITY Capital Stock $81,764.71 Paid-In Capital $0.00 Preferred Stock $0.00 Stock Subscriptions $0.00 Treasury Stock $0.00 Retained Earnings Net Income/(Loss) ($5,857.48) TOTAL OWNERS' EQUITY $75,907.23 TOTAL LIABILITIES AND OWNERS' EQUITY $121,827.47 ================== Form 2-D Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO. 02-28289 MER PROFIT AND LOSS STATEMENT For Period January 1 to January 31, 2005 Gross Operating Revenue $0.00 Less: Discounts, Returns and Allowances $0.00 Net Operating Revenues $0.00 Cost of Goods Sold $0.00 Gross Profit $0.00 Operating Expenses: Salaries and Wages $0.00 Rents and Leases $85.00 Payroll Taxes $0.00 Advertising & Promotion $0.00 Auto Expense $0.00 Bank Charges $10.65 Contract Labor $1,000.00 Computer Repairs & Maintenance $0.00 Employee Incentives/Med Benefits $0.00 Equipment Rentals $0.00 Insurance Expense $0.00 Lender Expenses $0.00 Licenses & Fees $42.22 Miscellaneous and Other $0.00 Office Funishings & Supplies/Printing $24.00 Payroll Service $0.00 Press Releases $0.00 Regulatory Compliance Exp (SEC, etc.) $529.50 Sales and Property Taxes $0.00 Telephone/Fax/Internet $0.00 Transfer Agent Fees $163.92 Trash Removal & Utilities $0.00 Travel and Entertainment $0.00 Total Operating Expenses $1,855.29 Operating Income (Loss) (1,855.29) Legal and Professional Fees $1,041.14 Depreciation, Depletion and Amortization $700.00 Interest Expense $2,261.05 Net Operating Income (Loss) ($5,857.48) Reorganization Items: Legal and Professional Fees $0.00 Net Loss before Other Items & Taxes ($5,857.48) Non-Operating Income and Expenses Other Non-Operating (Expenses) $0.00 Gains (Losses) on Sale of Assets $0.00 Interest Income $0.00 Other Non-Operating Income $0.00 Net Non-Operating Income or (Expenses) $0.00 Net Income (Loss) Before Income Taxes ($5,857.48) Federal and State Income Tax Expense (Benefit) $0.00 NET INCOME (LOSS) ($5,857.48) ================== Form 2-E Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO. 02-28289 MER Quarterly Fee Summary (1) Month Ended January 31, 2005 Month Cash Disbursements (2) Quarterly Fee Due Check No. Date - ----- ---------------------- ----------------- --------- ---- January $14,686.05 February $0.00 March $0.00 Total 1st Qtr $14,686.05 $0.00 April $0.00 May $0.00 June $0.00 Total 2nd Qtr $0.00 $0.00 July $0.00 August $0.00 September $0.00 Total 3rd Qtr $0.00 $0.00 October $0.00 November $0.00 December $0.00 Total 4th Qtr $0.00 $0.00 (1) This summary is to reflect the current calendar year's information cumulative to the end of the reporting period. (2) Should agree with line 3, Form 2-B. Disbursements are net of transfers to other debtor in possession bank accounts. Form 2-F Rev 10/01/01 DEBTOR: In Store Media Systems, Inc. CASE NO: 02-28289 MER NARRATIVE For Period January 1 to January 31, 2005 1. The Debtor's plan of reorganization was approved on January 20, 2005. The appeal period for such approval expired on January 31, 2005. 2. The Debtor is still undergoing audit for 2002, 2003 and 2004 and upon completion of that work, will file appropriate 10K and 10Q reports with the Securities and Exchange Commission. 3. During the period, the Debtor adopted "Fresh Start" accounting and has adjusted its records accordingly. Form 2-G Rev 10/01/01 In Store Media Systems, Inc. Bank Reconciliation Worksheet Month of: January 2005 New Operating CIP Acct # 823-6331735 Acct # 1 Balance per Bank $19,721.49 Add: Deposit in Transit 0.00 Less: Checks Outstanding 01/11/05 2108 Mini U Storage $85.00 01/11/05 2109 United States Trustee $250.00 01/11/05 2110 Vintage Filings, LLC $250.00 01/11/05 2111 William P. Stelt $1,013.65 01/25/05 3000 Singer Lewak Greenbaum $13,000.00 Balance per Books $5,122.84