UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2002 [ ] 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: 000-32329 ALNILAM CORPORATION (Exact name of Registrant as specified in charter) NEVADA 91-2081398 State or other jurisdiction of I.R.S. Employer I.D. No. incorporation or organization 3857 BIRCH STREET, #606, NEWPORT BEACH, CA 92660 (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code: (949) 644-0095 Check whether the Issuer (1) has filed all reports required to be filed by section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such fling requirements for the past 90 days. (1) Yes [X] No [ ] (2) Yes [X] No [ ] State the number of shares outstanding of each of the Issuer's classes of common equity as of the latest practicable date: At August 8, 2002, there were 1,000,000 shares of the Registrant's Common Stock outstanding. Page 2 PART I ITEM 1. FINANCIAL STATEMENTS The condensed financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. 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, although the Company believes that the disclosures are adequate to make the information presented not misleading. In the opinion of the Company, all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the financial position of the Company as of June 30, 2002, and the results of its operations and changes in its financial position from May 10, 2000, through June 30, 2002, have been made. The results of its operations for such interim period are not necessarily indicative of the results to be expected for the entire year. These condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's annual report on Form 10-KSB for the year ended September 30, 2001. Page 3 Alnilam Corporation (A Development Stage Company) Balance Sheet June September 30, 2002 30, 2001 ----------- ----------- (Unaudited) Assets Current Assets Cash $ - $ 3,520 --------- --------- Total Assets $ - $ 3,520 ========= ========= Liabilities & Stockholders' Equity Current Liabilities Accounts Payable $ 3,541 $ 200 Interest Payable 2,721 1,608 Note Payable - Related Party 14,835 14,835 --------- --------- Total Current Liabilities 21,097 16,643 Stockholders' Equity Common Stock, 100,000,000 Shares Authorized at $.001 Par Value; 1,000,000 Shares Issued and Outstanding 1,000 1,000 Additional Paid In Capital 9,000 9,000 Deficit Accumulated in the Development Stage (31,097) (23,123) --------- --------- Total Stockholders' Equity (21,097) (13,123) --------- --------- Total Liabilities and Stockholders' Equity $ - $ 3,520 ========= ========= See accompanying notes to the financial statements. Page 4 Alnilam Corporation (A Development Stage Company) Statement of Operations (Unaudited) For the Period May 10, 2000 For the Three Months Ended For the Nine Months Ended (Inception) June June June June to June 30, 2002 30, 2001 30, 2002 30, 2001 30, 2002 ---------- ---------- ---------- ---------- ---------- Revenue $ - $ - $ - $ - $ - --------- --------- --------- --------- --------- Expenses General & Administrative 1,327 13,713 6,861 16,608 28,376 --------- --------- --------- --------- --------- Total Expenses 1,327 13,713 6,861 16,608 28,376 --------- --------- --------- --------- --------- Income (Loss) From Operations (1,327) (13,713) (6,861) (16,608) (28,376) Other Income (Expenses) Interest Expense (371) (371) (1,113) (742) (2,721) --------- --------- --------- --------- --------- Total Other Income (Expenses) (371) (371) (1,113) (742) (2,721) --------- --------- --------- --------- --------- Income (Loss) Before Taxes (1,698) (14,084) (7,974) (17,350) (31,097) Taxes - - - - - --------- --------- --------- --------- --------- Net Income (Loss) $ (1,698) $ (14,084) $ (7,974) $ (17,350) $ (31,097) ========= ========= ========= ========= ========= Loss Per Common Share $ - $ - $ - $ - Weighted Average Outstanding Shares 1,000,000 1,000,000 1,000,000 948,768 See accompanying notes to the financial statements. Page 5 Alnilam Corporation (A Development Stage Company) Statement of Cash Flows (Unaudited) For the Period May 10, 2000 For the Nine Months Ended (Inception) June June to June 30, 2002 30, 2001 30, 2002 ----------- ----------- ----------- Cash Flows from Operating Activities Net Income (Loss) $ (7,974) $ (17,350) $ (31,097) Adjustments to Reconcile Net Loss to Net Cash; Increase (Decrease) in Accounts Payable /Interest Payable 4,454 1,242 6,262 Stock Issued for Services - 495 2,635 --------- --------- --------- Net Cash Provided (Used) by Operating Activities (3,520) (15,613) (22,200) Cash Flows from Investing Activities - - - --------- --------- --------- Cash Flows from Financing Activities Issuance of Common Stock for Cash - 2,200 22,200 --------- --------- --------- Net Cash Provided (Used) by Financing Activities - 2,200 22,200 --------- --------- --------- Increase (Decrease) in Cash (3,520) (13,413) - Cash, Beginning of Period 3,520 19,985 - --------- --------- --------- Cash, End of Period $ - $ 6,572 $ - ========= ========= ========= Supplemental Cash Flow Information Interest $ - $ - $ - Income Taxes - - - See accompanying notes to the financial statements. Page 6 Alnilam Corporation (A Development Stage Company) Notes to the Financial Statements June 30, 2002 NOTE 1 - CORPORATE HISTORY Alnilam Corporation (the "Company") was incorporated under the laws of Nevada on May 10, 2000 as Alnilam Corporation for the purpose of seeking and consummating a merger or acquisition with a business entity organized as a private corporation, partnership, or sole proprietorship. The Company has yet to fully develop any material income from its stated primary objective and it is classified as a development stage company. All income, expenses, cash flows and stock transactions are reported since the beginning of development stage. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Income (Loss) Per Share The computation of income or (loss) per share of common stock is based on the weighted average number of shares outstanding at the date of the financial statements. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. NOTE 3 - INCOME TAXES The Company adopted Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" in the fiscal year ended September 30, 2000 and has applied the provisions of the statement to the current year which resulted in no significant adjustment. Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" requires an asset and liability approach for financial accounting and reporting for income tax purposes. This statement recognizes (a) the amount of taxes payable or refundable for the Page 7 Alnilam Corporation (A Development Stage Company) Notes to the Financial Statements June 30, 2002 NOTE 3 - INCOME TAXES - continued current year and (b) deferred tax liabilities and assets for future tax consequences of events that have been recognized in the financial statements or tax returns. Deferred income taxes result from temporary differences in the recognition of accounting transactions for tax and financial reporting purposes. There were no temporary differences at June 30, 2002 and earlier periods; accordingly, no deferred tax liabilities have been recognized for all years. The Company has cumulative net operating loss carryforwards over $31,000 at June 30, 2002. No effect has been shown in the financial statements for the net operating loss carryforwards as the likelihood of future tax benefit from such net operating loss carryforwards is not presently determinable. Accordingly, the potential tax benefits of the net operating loss carryforwards, estimated based upon current tax rates at June 30, 2002 have been offset by valuation reserves in the same amount. The net operating losses begin to expire in 2020. NOTE 4 - NOTE PAYABLE - RELATED PARTY The Company issued a promissory note in the amount of $14,835 to Mezzanine Capital Ltd., on September 1, 2000. The note is unsecured and carries an interest rate of 10% per annum. The principal and interest of the note shall be due and payable on September 1, 2002. The amount of principal and accrued interest as of June 30, 2002 is $17,556. NOTE 5 - GOING CONCERN The Company's financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. Currently, the Company does not have significant cash or other material assets, nor does it have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. Page 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The Company is a development stage company. Since its inception, the Company has had no operations. The Company was organized for the purpose of engaging in any lawful activity permitted under Nevada state law; however, the Company does not have any significant cash or other material assets, nor does it have an established source of revenues sufficient to cover operating costs and to allow it to continue as a going concern. The Company intends to take advantage of any reasonable business proposal presented which management believes will provide the Company and its stockholders with a viable business opportunity. The board of directors will make the final approval in determining whether to complete any acquisition, but will submit the proposal to the shareholders for final approval. The original shareholders contributed a total of $10,000 in cash and services as capital contributions for stock of the Company and Mezzanine Capital Ltd. loaned $14,835 to the Company at inception for operating expenses. The investigation of specific business opportunities and the negotiation, drafting, and execution of relevant agreements, disclosure documents, and other instruments will require substantial management time and attention and will require the Company to incur costs for payment of accountants, attorneys, and others. If a decision is made not to participate in or complete the acquisition of a specific business opportunity, the costs incurred in a related investigation will not be recoverable. Further, even if an agreement is reached for the participation in a specific business opportunity by way of investment or otherwise, the failure to consummate the particular transaction may result in a the loss to the Company of all related costs incurred. Currently, management is not able to determine the time or resources that will be necessary to locate and acquire or merge with a business prospect. There is no assurance that the Company will be able to acquire an interest in any such prospects, products, or opportunities that may exist or that any activity of the Company, regardless of the completion of any transaction, will be profitable. If and when the Company locates a business opportunity, management of the Company will give consideration to the dollar amount of that entity's profitable operations and the adequacy of its working capital in determining the terms and conditions under which the Company would consummate such an acquisition. Potential business opportunities, no matter which form they may take, will most likely result in substantial dilution for the Company's shareholders due to the likely issuance of stock to acquire such an opportunity. Page 9 PART II ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits. 99.1 Written Statement of the Chief Executive Officer and Chief Financial Officer with respect to compliance with Section 13(a) of the Securities Exchange Act of 1934. (b) Reports on Form 8-K: No reports on Form 8-K were filed during the third quarter of the fiscal year ending September 30, 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Alnilam Corporation Date: August 13, 2002 By: /s/ Jason Daggett Jason Daggett, President and Principal Financial and Accounting Officer