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, 2003 [ ] 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: 0-32329 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 11, 2003, there were 1,000,000 shares of the Registrant's Common Stock outstanding. 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, 2003, and the results of its operations and changes in its financial position from May 10, 2000, through June 30, 2003, 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, 2002. 2 Alnilam Corporation (A Development Stage Company) Balance Sheet June September 30, 2003 30, 2002 ----------- ----------- Unaudited Assets Current Assets Cash $ - $ - ---------- ---------- Total Current Assets - - ========== ========== Liabilities and Stockholders' Equity Current Liabilities Accounts Payable $ 3,961 $ 4,241 Interest Payable 4,303 3,092 Note Payable - Related Party 16,786 14,835 ---------- ---------- Total Current Liabilities 25,050 22,168 Stockholders' Equity Common Stock Authorized; 100,000,000 Shares at $.001 Par Value; 1,000,000 Shares Issued and Outstanding 1,000 1,000 Capital In Excess of Par Value 9,000 9,000 Deficit Accumulated in the Development Stage (35,050) (32,168) ---------- ---------- Total Stockholders' Equity (25,050) (22,168) ---------- ---------- Total Liabilities & Stockholders' Equity $ - $ - ========== ========== See accompanying notes to financial statements. 3 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, 2003 30, 2002 30, 2003 30, 2002 30, 2003 ----------- ----------- ----------- ----------- ----------- Revenue $ - $ - $ - $ - $ - ---------- ---------- ---------- ---------- ---------- Expenses General & Administrative 1,212 1,327 1,669 6,861 30,745 ---------- ---------- ---------- ---------- ---------- Total Expenses 1,212 1,327 1,669 6,861 30,745 ---------- ---------- ---------- ---------- ---------- Income (Loss) From Operations (1,212) (1,327) (1,669) (6,861) (30,745) Other Income (Expenses) Interest Expense (469) (371) (1,213) (1,113) (4,305) ---------- ---------- ---------- ---------- ---------- Total Other Income (Expenses) (469) (371) (1,213) (1,113) (4,305) ---------- ---------- ---------- ---------- ---------- Income (Loss) Before Taxes (1,681) (1,698) (2,882) (7,974) (35,050) Taxes - - - - - ---------- ---------- ---------- ---------- ---------- Net Income (Loss) $ (1,681) $ (1,698) $ (2,882) $ (7,974) $ (35,050) ========== ========== ========== ========== ========== (Loss) Per Common Share $ - $ - $ - $ - Weighted Average Shares Outstanding 1,000,000 1,000,000 1,000,000 1,000,000 See accompanying notes to financial statements. 4 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, 2003 30, 2002 30, 2003 ------------ ------------- ------------ Cash Flows from Operating Activities Net Income (Loss) $ (2,882) $ (7,974) $ (35,050) Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities: Increase in Accounts Payable- Interest Payable 931 4,454 8,264 Increase in Stock Issued for Services - - 2,635 ---------- ----------- ---------- Net Cash Provided (Used) by Operating Activities (1,951) (3,520) (24,151) Cash Flows from Investing Activities - - - ---------- ----------- ---------- Cash Flows from Financing Activities Increase in Notes Payable 1,951 - 16,786 Issuance of Common Stock for Cash - - 7,365 ---------- ----------- ---------- Net Cash Provided (Used) by Financing Activities 1,951 - 24,151 ---------- ----------- ---------- Increase (Decrease) in Cash - (3,520) - Cash, Beginning of Period - 3,520 - ---------- ----------- ---------- Cash, End of Period $ - $ - $ - ========== =========== ========== Supplemental Cash Flow Information Interest $ - $ - $ - Income Taxes - - - See accompanying notes to financial statements. 5 Alnilam Corporation (A Development Stage Company) Notes to the Financial Statements June 30, 2003 NOTE 1 - CORPORATE HISTORY Alnilam Corporation (the "Company") was incorporated under the laws of the state 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 - SIGNIFICANT ACCOUNTING POLICIES 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. Earnings (Loss) Per Share - The Computation or income or (loss) per shares of common stock is based on weighted average number of shares outstanding at the date of the financial statements. 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 reported period. Actual results could differ from those estimates. NOTE 3 - INCOME TAXES The Company adopted Statement of Financial Standards No. 109 "Accounting for Income Taxes" in the fiscal year ended September 30, 2001. 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 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. 6 Alnilam Corporation (A Development Stage Company) Notes to the Financial Statements June 30, 2003 NOTE 3 - INCOME TAXES continued 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, 2003 and earlier periods, no deferred tax liabilities have been recognized. The Company has cumulative net operating loss carryforwards over $35,000 at June 30, 2003. 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, 2003 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 has issued two unsecured promissory notes bearing interest rates of 10% per annum, and are due and payable on demand. The notes were issued to a shareholder of the Company and a company whose president is a shareholder. At June 30, 2003, the accrued interest associated with the various notes was $4,303. June 30, September 30, The Company has the following note payable obligations: 2003 2002 ---------- ---------- Related party notes payable, due on demand, interest accrued at a rate of 10% per annum $ 14,835 $ 14,835 Related party notes payable, due on demand, interest accrued at a rate of 10% per annum $ 1,951 $ - --------- --------- Totals $ 16,786 $ 14,835 Less Current Maturities (16,786) (14,835) --------- --------- Total Long-Term Notes Payable $ - $ - ========= ========= Following are maturities of long-term debt for each of the next five years: Year Amount --------- ---------- 2003 $ 16,786 2004 - 2005 - 2006 - Thereafter - --------- Total $ 16,786 ========= 7 Alnilam Corporation (A Development Stage Company) Notes to the Financial Statements June 30, 2003 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. It is the intent of the Company to find additional capital funding and/or a profitable business venture to acquire or merge with. 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. Since inception the Company has borrowed funds from corporations related to the Company for operating expenses. Management estimates that the cash requirements for the year ending September 30, 2003, will be approximately $8,325, if no change in operations occurs during the year. Management anticipates that any additional needed funds will be loaned to the Company on the same or similar terms as those of other loans to the Company. There are no agreements with any of the companies and no assurance that all or a portion of these funds will be loaned to the Company. If the Company is unable to borrow such funds, management will seek other sources of funding which are currently unknown to management. There is no assurance that such funding would be available, or that if it is made available, it could be obtained on terms favorable to the Company. 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 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 9 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. ITEM 3. CONTROLS AND PROCEDURES Within 90 days prior to the filing date of this report, the Company's management conducted an evaluation, under the supervision and with the participation of the Company's President and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on this evaluation, the President and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective. There have been no significant changes in the Company's internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation. 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, 2003. 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, 2003 By: /s/ Jason Daggett Jason Daggett, President and Principal Financial and Accounting Officer 10 CERTIFICATION I, Jason Daggett, President and Chief Financial Officer of Alnilam Corporation, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Alnilam Corporation; 2. Based on my knowledge, this 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. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and I 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 me 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 my conclusions about the effectiveness of the disclosure controls and procedures based on my evaluation as of the Evaluation Date; 5. I have disclosed, based on my most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): 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 11 6. 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 my most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: August 13, 2003 /s/ Jason Daggett Jason Daggett, President and Chief Financial Officer 12