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 period ended June 30, 2004 OR [ ] 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: 000-49622 CAP Central Access Point, Inc. - -------------------------------------------------------------------------------- (Exact Name of Small Business Issuer as Specified in Its Charter) Nevada 88-0504522 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (I.R.S. Employer Identification Number) of Incorporation or Organization) 1973 N. Nellis Blvd., Suite 114, Las Vegas, Nevada 89115 - -------------------------------------------------------------------------------- (Address of principal executive offices) (702)306-2135 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) n/a - -------------------------------------------------------------------------------- (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) -i- Indicate by check whether 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 for 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. Yes [X] No [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by the court. Yes [ ] No [ ] N/A APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of August 1, 2004: 13,065,851 -ii- PART I -- FINANCIAL INFORMATION Item 1. Financial Statements The unaudited financial statements of CAP Central Access Point, Inc., as of and for the nine month period ended June 30, 2004, follow. In the opinion of management, the financial statements fairly present the financial condition of the Company. -1- CAP CENTRAL ACCESS POINT, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEETS (Unaudited) (Unaudited) ASSETS June 30, 2004 ------------ Current Assets: Cash $ 560 ------------ Total Current Assets 560 ------------ Total Assets $ 560 ============ LIABILITIES & STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $ 690 Advances from Officers 3,297 ------------ Total Current $ 3,987 Liabilities - Stockholders' Equity: Common stock, $.001 par value; authorized 50,000,000 shares, issued and outstanding 13,065,851 shares at June 30, 2003. 13,066 Paid-In Capital 24,827 Deficit Accumulated During Development Stage (41,320) ------------ Total Stockholders' Equity (3,427) ------------ Total Liabilities and Stockholders' Equity $ 128 ============ See Accompanying Notes to the Financial Statements. -2- CAP CENTRAL ACCESS POINT, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS Nine Months Nine Months From Inception Ended Ended (August 8, 2001) to June 30, 2004 June 30, 2003 June 30, 2004 -------------- -------------- ---------------- (Unaudited) (Unaudited) (Unaudited) Income: $ - $ - $ - -------------- -------------- -------------- Total Income - - Expenses: Organizational costs $ - $ - $ 6,500 General and adminstrative 1,303 2,742 16,512 Consulting - 10,000 10,000 Professional fees 1 538 708 8,309 -------------- -------------- -------------- Total Expenses 2,840 13,833 41,320 -------------- -------------- -------------- Net Loss $ (2,840) $ (13,833) $ (41,320) ============== ============== ============== Net Loss Per Common Share (basic and fully dilutive) $ (0.00) $ (0.00) ============== ============== Weighted Average Shares Common Stock Outstanding 13,065,851 13,065,851 ============== ============== See Accompanying Notes to the Financial Statements. -3- CAP CENTRAL ACCESS POINT, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF STOCKHOLDERS' EQUITY FROM INCEPTION (AUGUST 8, 2001) THROUGH JUNE 30, 2004 (Unaudited) Common Common Stock Stock Paid-In Accumulated Total Shares Amount Capital Deficit Equity --------------- ----------- ---------- ------------ ----------- August 8, 2001; common stock issued for services; valued at $.001 (par value) 2,500,000 $ 2,500 $ 100 $ - $ 2,600 September 7, 2001; common stock issued in connection with its initial offering at $.00167 per share 10,200,000 10,200 6,800 - 17,000 Contribution to capital by founders - - 100 - 100 Net loss from inception (August 8, 2001) through September 30, 2001 - - - (6,528) (6,528) August 19, 2002; common stock issued in connection witha private placement; at $.05 per share ($18,293) 365,851 366 17,927 - 18,293 Net loss for the year ended September 30, 2002 Net loss for the year ended September 30, 2003 - - - (14,595) (14,595) Net loss for the nine months ended June 30, 2004 - - - (2,840) (2,840 --------------- ----------- ---------- ------------ ----------- Balances at June 30, 2004 13,065,851 $ 13,066 $ 24,827 $ (41,320) $ (3,427) =============== =========== ========== ============ =========== See Accompanying Notes to the Financial Statements. -4- CAP CENTRAL ACCESS POINT INC. (A Development Stage Company) STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Nine Months From Inception Ended Ended (August 8, 2001) to June 30, 2004 June 30, 2003 June 30, 2004 ----------------- ----------------- ------------------- Cash Flows Used In Operating Activities: Net Loss $ (2,840) $ (13,833) $ (41,320) Expenses not requiring cash: Common stock issued for services - - 2,500 Adjustments to Reconcile Net Los to Cash Flows used in Operations: Increase (decrease) in prepaid expenses - - - (Increase) decrease in accounts payable 690 (360) 690 -------------- -------------- -------------- Net Cash used in operating activities (2,150) (14,193) (38,130) Cash Flows provided by Financing Activities: Increase (decrease) in loans from officers 3,297 - 3,297 Contributions to capital from Company Stockholders (1,000) - 100 Common stock issued for cash - - 35,293 -------------- -------------- -------------- Net Cash Provided by Financing Activities 2,297 - 38,690 -------------- -------------- -------------- Net Decrease in Cash 147 (14,193) 560 Cash at Beginning of Period 413 14,368 - -------------- -------------- -------------- Cash at End of Period $ 560 $ 175 $ 560 ============== ============== ============== See Accompanying Notes to the Financial Statements. -5- CAP CENTRAL ACCESS POINT, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS June 30, 2004 1. ORGANIZATION AND ACCOUNTING POLICIES CAP Central Access Point, Inc. (the Company), was organized on August 8, 2001 as a Nevada corporation, for the purpose of designing, manufacturing and marketing an "Internet Connection Kiosk" (ICK). CAP Central Access Point, Inc. is a development stage company and is currently in process of structuring the Company's marketing plan, as well as designing and engineering the "ICK". The Company's accounting policies are as follows: forming 1. The Company uses the accrual method of accounting. 2. Earnings per share is computed using the weighted average number of shares of common stock outstanding. 3. The Company has not yet adopted any policy regarding payment of dividends. No dividends have been paid since inception. The Securities Exchange Commission (SEC) recently issued Financial Reporting release No. 60, "Cautionary Advice Regarding Disclosure about Critical Accounting Policies". The SEC defines the most critical accounting policies as those that are most important to the portrayal of a company's financial condition and operating results, and which require management to make its most difficult and subjective judgments, often as a result from the need to make estimates of matters that are inherently uncertain. Based on this definition and the fact that the Company is a "development stage company" and has only recently begun minimal operations, the Company's most critical accounting policies would include the valuation of stock transactions for services and capital obtained through the sale of common stock. Both transactions are reflected in the Statement of Stockholders' Equity. The Company will need to obtain sufficient financial resources to carry out its intended plan of operations. Realization of asset values will eventually be impacted by its ability to raise capital or commence commercially profitable operations. 2. COMMON STOCK On August 8, 2001, 2,500,000 shares were issued to the Company's founders for services rendered in connection with preparation of the initial registration statement and organization activities performed on behalf of the Company. Currently the Company has authorized 50,000,000 shares common stock with 13,065,851 shares issued and outstanding. 3. PRIVATE PLACEMENT OF COMMON STOCK On September 9, 2001, the Company completed a private placement, wherein 10,200,000 shares were issued at $.00167 per share; $17,000 was raised, all of which was used for expenses related to the registration statement filed on November 2, 2001. On August 19, 2002, the Company issued 365,851 shares of common stock at $.05 per share ($18,293), finalizing their second private placement. Proceeds have since been used for the Company's continued development, as well as minimal general and administrative costs incurred. The Company anticipates raising future capital in the same manner. Proceeds generated through future private placement of the Company's common stock will be utilized as financial resources needed to sustain continual operational development until a level capable of revenue production is reached. 4. STOCK-BASED COMPENSATION The Company accounts for stock-based compensation arrangements in accordance with the provisions of Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees". In addition, the Company complies with the disclosure provisions of SFAS No. 123, "Accounting for Stock-Based Compensation" and SFAS No. 148, "Accounting for Stock-Based Compensation, Transition and Disclosure." Equity instruments issued to non-employees are accounted for in accordance with the provisions of SFAS No. 123, SFAS 148 and Emerging Issues Task Force ("EITF") Issue No. 96-18, which requires the award to be recorded at its fair value. 5. J. MEUSE CONSULTING AGREEMENT In connection with the a recent decision to widen their securities marketing opportunities, the Company entered into a consulting agreement with J. Meuse, a consultant specializing in the education and assistance in meeting public company requirements. In accordance with the contractual terms, the agreement was finalized on June 1, 2003, when the Company's payment of $10,000 in exchange for Meuse's promise to educate and assist the Company in acquiring "Public Company" status. 6. RECENT ACCOUNTING PRONOUNCEMENTS In May 2003, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity." SFAS No. 150 requires that certain financial instruments, which under previous guidance could be accounted for as equity, be classified as liabilities in statements of financial position. SFAS No. 150 is effective for financial instruments entered into or modified after May 31, 2003, and is otherwise effective for the Company in the first quarter of 2004. The Company does not expect the adoption of SFAS No. 150 to have a significant impact on the Company's results of operations or financial position. ITEM 3. CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures Within the 90 days prior to the filing date of this report, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation was done under the supervision and with the participation of the Company's Chairman, President and General Counsel and Secretary. Based upon that evaluation, they concluded that the Company's disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to satisfy the Company's disclosure obligations under the Exchange Act. Changes in Internal Controls There were no significant changes in the Company's internal controls or in other factors that could significantly affect those controls since the most recent evaluation of such controls. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None. ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS. None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES. None. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. None. ITEM 5. OTHER INFORMATION. None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. None. -8- SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CAP CENTRAL ACCESS POINT, INC. Date: August 13, 2004 By: /s/ Mark Svensson --------------------------- Mark Svensson President, Treaurer and a Director Date: August 13, 2004 By: /s/ Michael Lee --------------------------- Michael Lee Secretary and a Director