As filed with the Securities and Exchange Commission on May 20, 2002
Registration No. _______________
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
------------------------------------------------
For quarter ended March 31, 2002
Commission File Number 0-29195
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
(Name of Small Business Issuer in Its Charter)
Colorado (7310) 84-1463284
--------------------------------------------------------------------------------
(State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification No.)
200 9th Avenue North, Suite 210
Safety Harbor, Florida 34695
(727) 797-6664
(Address and Telephone Number of Principal Executive Offices and Principal Place
of Business)
John D. Thatch, President
New Millennium Media International, Inc.
200 9th Avenue North, Suite 210
Safety Harbor, Florida 34695
(Name, Address and Telephone Number of Agent for Service)
Indicate by check mark 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 [ ]
As of March 31, 2002 there were 9,152,047 shares of the Company's common stock
issued and outstanding.
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
INDEX
Page
Part I Financial Information.................................................3
Item 1 Financial Statements ........................................3
Condensed Balance Sheet......................................3
Condensed Statement of Operations............................4
Condensed Statement of Cash Flows............................5
Notes to the Condensed Financial Statements..................6
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations................8
Overview.....................................................8
Critical Accounting Policies.................................8
Liquidity and Capital Resources..............................9
Material Changes in Financial Condition......................9
Results of Operations........................................9
Net Loss....................................................10
Trends and Events...........................................10
Item 3 Quantitative and Qualitative Disclosures
About Market Risk...........................................11
Part II Other Information....................................................11
Item 1 Legal Proceedings...........................................11
Item 2 Changes in Securities and Use of Proceeds...................11
Common Stock Transferred....................................11
Warrants Issued.............................................12
Use of Proceeds.............................................12
Item 3 Defaults Upon Senior Securities....................12
Item 4 Submission of Matters to a Vote of Security Holders.........12
Item 5 Other Information............................................12
Item 6 Exhibits and Reports on Form 8-K............................13
Signatures....................................................................13
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
CONDENSED BALANCE SHEETS
March 31, December 31,
2002 2001
(Unaudited) (Audited)
------------ ------------
ASSETS
Current Assets
Cash $ 6,906 $ 47,239
Accounts receivable 51,254 23,395
Prepaid expenses 14,227 47,227
------------ ------------
Total Current Assets 72,387 117,861
------------ ------------
Property and Equipment
Property and Equipment - net 1,418,458 1,461,824
------------ ------------
Other Asssets
Intangible assets - net 100,000 665,095
Other assets 16,314 13,986
------------ ------------
Total Other Assets 116,314 679,081
------------ ------------
$ 1,607,159 $ 2,258,766
============ ============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued expenses $ 537,907 $ 520,377
Notes and loans payable $ 605,875 $ 612,697
Related party payables 774,886 809,554
------------ ------------
Total Current Liabilities 1,918,668 1,942,628
------------ ------------
Long-term Liabilities -- --
Stockholders' (Deficit) Equity
Common stock, par value $.001; 15,000,000 shares
authorized, 9,152,047 and 8,610,047 shares issued
and outstanding, respectively, 2002 and 2001 9,152 8,610
Common stock warrants; 242,274 exercisable at $1.50 69,290 69,290
Common stock options; 50,000 and 25,000 issued and outstanding,
respectively, 2002 and 2001 exercisable at $.005 per option 2,305 1,175
Preferred stock, par value $.001; 10,000,000 shares authorized,
no shares issued and outstanding -- --
Additional paid in capital 5,595,232 5,336,697
Deficit (4,154,113) (3,266,259)
------------ ------------
1,521,866 2,149,513
Less common stock subscribed (1,833,375) (1,833,375)
------------ ------------
Total stockholders' (deficit) equity (311,509) 316,138
------------ ------------
$ 1,607,159 $ 2,258,766
============ ============
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
CONDENSED STATEMENT OF OPERATIONS
(UNAUDITED)
For the For the
quarter ended quarter ended
3/31/02 3/31/01
------------ ------------
Revenue $ 211,427 $ 143,750
Costs and Expenses:
General and administrative 461,010 253,638
Interest expense 29,809 11,184
Depreciation 43,367 35,116
------------ ------------
Total costs and expenses 534,186 299,938
------------ ------------
Loss before cumulative effect of change
in accounting principle (322,759) (156,188)
Cumulative effect of change in accounting principle (565,095) --
------------ ------------
Net Loss $ (887,854) $ (156,188)
============ ============
Basic and Diluted Loss Per Common Share:
Loss before cumulative effect of change
in accounting principle $ (0.036) $ (0.027)
Cumulative effect of change in
accounting principle (0.064) --
------------ ------------
Net Loss $ (0.100) $ (0.027)
============ ============
Weighted average common shares outstanding 8,881,047 5,843,493
============ ============
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
CONDENSED STATEMENT OF CASH FLOWS
(UNAUDITED)
For the For the
quarter ended quarter ended
3/31/02 3/31/01
------------ ------------
Cash Flows from Operating Activities:
Net income (loss) $ (887,854) $ (156,188)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Cumulative effect of change in accounting principle 565,095 --
Depreciation and Amortization 43,367 35,116
Fair value of shares issued for services 114,650 51,685
Fair value of options issued for services 3,457 --
(Increase) decrease in accounts receivable (28,209) (76,232)
(Increase) decrease in prepaid expenses 30,673 --
Increase (decrease) in accounts payable and accrued expenses 15,056 42,518
Increase (decrease) in related party payables 48,082 60,934
------------ ------------
Net cash provided by (used in) operating activities (95,683) (42,167)
------------ ------------
Cash Flows from Investing Activities
Purchase of property and equipment -- (4,705)
------------ ------------
Net provided by (used in) investing activities -- (4,705)
------------ ------------
Cash Flows from Financing Activities
Proceeds from loans payable 55,000 --
Proceeds from common stock transactions -- 50,000
Proceeds from exercise of common stock options 350 --
------------ ------------
Net cash provided by (used in) financing activities 55,350 50,000
------------ ------------
Increase (Decrease) in cash and cash equivalents $ (40,333) $ 3,128
Cash and cash equivalents at beginning of period 47,239 --
------------ ------------
Cash and cash equivalents at end of period $ 6,906 $ 3,128
============ ============
Supplemental disclosure of cash flow information:
Cash paid during the year for interest -- --
Cash paid during the year for income taxes -- --
Supplemental schedule of noncash investing and financing activities:
Conversion of short-term debt to equity $ 142,098 $ --
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. Basis of Presentation
----------------------
The accompanying unaudited condensed statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information in accordance with rules and regulations of the
Securities and Exchange Commission, including the instructions to Form
10-Q. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements and should be read in conjunction with the Company's Annual
Report (Form 10-KSB) for the year ended December 31, 2001. In the opinion
of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. The
results of operations for the three months ended March 31, 2002 are not
necessarily indicative of the operating results for the full fiscal year or
any future period.
2. Going Concern Uncertainty
-------------------------
The financial statements are presented assuming the Company will continue
as a going concern. The Company has incurred recurring operating losses and
negative cash flows and has negative working capital. The Company has
financed itself primarily through the sale of its stock and related party
borrowings. These conditions raise substantial doubt about the Company's
ability to continue as a going concern.
There can be no assurance that the Company will be successful in
implementing its plans, or if such plans are implemented, that the Company
will achieve its goals. Further, the Company has not received approval from
the SEC concerning filing of its Post Effective Amendment of an SB-2, which
is necessary for the Company to effect its agreement with Swartz Private
Equity and obtain necessary funding for operations.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern and do not include any adjustments
to reflect the possible future effect on the recoverability and
classification of assets or the amount and classification of liabilities
that might result from the outcome of this uncertainty.
3. Effect of Recent Accounting Pronouncements
------------------------------------------
In June 2001, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 141, Business
Combinations, and (SFAS) No. 142, Goodwill and Other Intangible Assets.
SFAS No. 141 requires that the purchase method of accounting be used for
all business combinations and prohibits the use of the pooling-of-interests
method. Further, Statement No. 141 changes the criteria to recognize
intangible assets apart from goodwill. The adoption of Statement No. 141
did not have a material effect on the company's financial position or
results of operations.
SFAS No. 142 changes the accounting for goodwill from an amortization
method to an impairment-only approach. Thus, amortization of goodwill,
including goodwill recorded in past business combinations, will cease upon
adoption of this statement. Those intangible assets that will continue to
be classified as goodwill or as other intangibles with indefinite lives are
no longer amortized. Finite lived intangibles will continue to be amortized
over their estimated useful lives.
Under Statement No. 142, all intangible assets, including goodwill that
results from business combinations, are periodically (at least annually)
evaluated for impairment, with any resulting impairment loss being charged
against earnings. Any impairment loss that is recognized as a result of
completing the transitional impairment testing in the year of adoption is
treated as a cumulative effect of a change in accounting principle and
recognized in these interim financial statements. Statement No. 142
prescribes a two-step process for impairment testing of goodwill: (i) the
determination of impairment, based upon the fair value of a reporting unit
as compared to its carrying value, and (ii) if there is an impairment, this
step measures the amount of impairment loss by comparing the implied fair
value of goodwill with the carrying amount of that goodwill. The Company
completed its step one impairment analysis during the current quarter,
which indicated that the carrying value was greater than the fair value and
that an impairment existed. The Company also completed step two of the
testing during the first quarter allocating the fair value of the reporting
unit considering the sources of recognized goodwill in making the initial
assignment as well as the reporting units to which the related acquired net
assets were assigned. As a result of using the fair value approach, an
impairment charge of $565,095 has been recognized.
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
Effect of Recent Accounting Pronouncements Continued
In according with Statement No. 142, the effect of this change is reflected
prospectively. The following table reflects the results of operations
adjusted as though the adoption of SFAS No. 141 and 142 occurred as of
January 1, 2001:
Three Months Ended
March 31,
-----------------------------
2002 2001
------------ ------------
Net loss before cumulative effect of
accounting change:
As reported $ (322,759) $ (156,188)
Goodwill amortization -- 11,298
------------ ------------
$ (322,759) $ (144,890)
============ ============
Basic and diluted loss per common share before
cumulative effect of accounting change:
As reported $ (0.036) $ (0.027)
============ ============
As adjusted $ (0.036) $ (0.025)
============ ============
4. Fair value information
----------------------
Fair value of shares issued as indicated in accordance with FASB No. 123 as
restated consists of:
NO. OF THREE MONTHS ENDED
SHARES / MARCH 31,
--------------------------------------------
OPTIONS 2002 2001
------------ ------------ ------------
COMMON STOCK:
Conversion of short-term debt to equity 225,000 $ 142,098 $ --
Shares issued for services 267,000 114,650 --
------------ ------------
$ 256,748 $ --
============ ============
COMMON STOCK OPTIONS:
Options issued for services 50,000 $ 3,457 $ --
============ ============
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
GENERAL
Management's discussion and analysis contains various "forward looking
statements." Such statements consist of any statement other than a recitation of
historical fact and can be identified by the use of forward-looking terminology
such as "may," "expect," "anticipate," "estimate," or "continue" or use of
negative or other variations or comparable terminology.
We caution that these statements are further qualified by important factors that
could cause actual results to differ materially from those contained in the
forward-looking statements, that these forward-looking statements are
necessarily speculative, and there are certain risks and uncertainties that
could cause actual events or results to differ materially from those referred to
in such forward-looking statements.
OVERVIEW
New Millennium Media International, Inc. (NMMI) is engaged in activities in the
advertising business. The primary activity of the Company currently involves
several types of visual advertising: The Illumisign-Eyecatcher front-lit movable
display board, "EyeCatcher Powered by Insight" back-lit movable display boards,
plasma screens and LED display boards. NMMI sells advertising space on these
display boards on a contractual yearly basis, payable monthly, or in the case of
the LED boards, on an event basis. In certain instances we sell and continue to
sell motion display boards. The criteria that determines the sale rather than
leasing the displays is two fold: (i) sales in foreign countries where recovery
of the displays in the event of non-payment would be a major expense and
recovery of the display economically impractical and, (ii) sales to customers in
large quantity where leasing the displays is determined to be nearly impossible
and the customer retaining the displays for its own benefit and the customer
intending to place the displays in non-competition with the business model of
the Company. The Company is continuing to devote substantially all of its
present efforts to implementing its operational and marketing plans designed to
establish new business accounts for its mobile LED boards and the motion display
boards.
NMMI continues to incur significant losses from operations. We incurred losses
from operations of $322,759 for the quarter ended March 31, 2002 and $156,188 in
2001. As of March 31, 2002, we had an accumulated deficit of $ 4,154,113.
CRITICAL ACCOUNTING POLICIES
Our financial statements and related financial information are based on the
application of accounting principles generally accepted in the United States
(GAAP). The preparation of financial statements under GAAP requires management
to make estimates and assumptions that affect the reported amount of revenue and
expenses during the periods. We believe our use of estimates and underlying
accounting assumptions adhere to GAAP and are consistently and conservatively
applied. Estimates have been made by management in several areas including, but
not limited, to accounts receivable allowances, valuation of long-lived and
intangible assets including goodwill. We have based our estimates on historical
experience and on various other assumptions that we believe to be reasonable
under the circumstances and review valuations based on estimates for
reasonableness and conservatism on a consistent basis. Actual results may differ
materially from these estimates under different assumptions or conditions.
As discussed in Note 3 to the financial statements, we adopted FASB No. 142,
Goodwill and Other Intangible Assets, as of January 1, 2002 and have performed
the required impairment tests of goodwill and indefinite intangible assets and
have recognized an impairment loss of $565,095 resulting from the cumulative
effect of the change in accounting principle during the quarter ended March 31,
2002.
LIQUIDITY AND CAPITAL RESOURCES
Since inception, we have funded our operations and investments in equipment
primarily through equity financings and borrowing from related parties that are
not necessarily isolated transactions; however, there is no assurance that there
will be proceeds from such transactions in the future.
MATERIAL CHANGES IN FINANCIAL CONDITION
As shown on the attached Condensed Balance Sheet, the Property and Equipment net
has decreased only slightly, 3%, during the interim 3 months period of 2002 due
to depreciation expense; however, the Total Other Assets shows a decrease of
$562,767, 83%. This is primarily because of the $565,095 of Intangible Assets
decrease to zero that was caused by the impairment of goodwill under a recent
Financial Accounting Standards Board Statement. A detailed explanation of this
issue is included in Note 3, Effect of Recent Accounting Pronouncements in the
Notes to the Condensed Financial Statements attached hereto. The decrease in
Total Current Liabilities during this first quarter of 2002 is relatively
insignificant, $23,958, approximately 1%. The Total Stockholders' Deficit
decreased $627,647, a decrease of 198.54% for this 3 months period.
RESULTS OF OPERATIONS
Revenue
The comparative revenue for the first three months of 2002 compared to the same
period for 2001 shows an increase of $67,677, 47%. This increase id due
primarily to the contract rental of the mobile LED unit and the increase of
advertising revenue generated by the EyeCatcher motion displays. The Company
continues lease the motion displays and to sell the displays on a limited basis,
see the section captioned "Overview" above. The Graphic Arts Department
continues to be a revenue source for the Company for both the lease and sale of
the motion displays. The Company retains the rights to print the display posters
for the motion displays whether they are leased or sold. As the Company installs
additional display boards, additional advertisements are sold. Generally, this
is cumulative, i. e., as the display boards are placed, the advertisements are
sold for a term of several months or a yearly. Even though the advertisement
contracts expire, many are renewed with a minimal amount of sales effort and the
display board continues to produce revenue with no additional effort necessary
to place the display board because it remains in place at the host venue so long
as it continues to produce revenue for the host venue.
General and Administrative Costs and Expenses
There was an increase in the General and Administrative Costs and Expenses of
$207,372, 82%, for the first quarter comparison of 2002 and 2001. This increase
is due primarily to the Company being operational.
Interest Expense
Interest Expense increased by $18,625, 167%, for the first three months of 2002
compared to the same period of 2001. This interest expense increased primarily
as a result of the Company continuing to finance its operation through borrowing
funds.
Depreciation
Depreciation and amortization increased by $8,251, 23%, primarily as a result of
additional advertising boards being available for lease.
Total Costs and Expenses
The Total Costs and Expenses have increased by $234,248, an increase of 78% in
this first quarter of 2002 when compared to the first quarter of 2001. This is
the effect of the Company continuing to grow and add EyeCatcher motion displays
and support personnel. Many of these costs and expenses are non-recurring
startup expenses.
Loss Before Cumulative Effect of Change in Accounting Principle
This loss more than doubled when compared to the same first quarter for 2001.
This operational loss is principally due to the continuing Company growth which
requires additional display boards and equipment as well as the in-house
personnel necessary to provide operational support.
Cumulative Effect of Change in Accounting Principle
For a detailed explanation of this issue please see Note 3, Effect of Recent
Accounting Pronouncements, in the Notes to the Condensed Financial Statements
attached hereto.
Basic and Fully Diluted Loss Per Common Share
The Basic Loss Per Common Share before cumulative effect of change in accounting
principle for the first quarter of 2002 compared to the same quarter of 2001
increased from $(0.027) to $(0.036), a comparative Basic Loss Per Common Share
decrease of approximately 33%. This loss per common share is a function of the
Costs and Expenses versus Income. As stated above, a major portion of the Costs
and Expenses are non-reoccurring start-up costs. Compared to a year ago, we are
now fully staffed and beginning to produce income. We are continuing to
concentrate on establishing new business and increasing sales relating to the
IllumiSign EyeCatcher, the "EyeCatcher Powered by Insight" backlit display board
and the LED display sign truck.
Cumulative Effect of Change in Accounting Principle
The $(0.064) Cumulative Effect of Change in Accounting Principle cannot be
compared to any earlier period. For a detailed analysis of this principle,
please see Note 3, Effect of Recent Accounting Pronouncements, in the Notes to
the Condensed Financial Statements attached hereto.
Net Loss and Weighted Average Common Shares Outstanding
The Net Loss has increased 3.7 times that shown for the first three months of
2001. This marked increase is a direct function of the Change in Accounting
Principle as described above. The Weighted Average Common Shares Outstanding
increased by 3,037,554 shares for the comparison of the first quarter of 2001 to
2002.
TRENDS AND EVENTS
Over the past approximately three months we have been engaged in a slight change
in our operations model primarily in that we have agreed to sell EyeCatcher
motion displays in limited circumstances. This change in Company policy is
described above in the section entitled "Overview". Management feels that this
is a positive change in that the Company now has the opportunity to earn
additional revenue in foreign countries as well as certain United States based
advertising entities that otherwise would purchase from competitors of the
Company or not use motion displays at all. Thus far, all purchasers have agreed
to purchase all of the advertising posters from the Company. This sale of
in-house printed posters is an additional source of Company revenue.
Although forward looking with no real assurance that the future will unfold as
anticipated by management, the Company management certainly feels that the
current trend of the Company is toward an increased number of motion displays in
place and a continuing increase in the number of bookings for the mobile LED
unit. In the opinion of management, the cumulative effect of these events is a
positive trend. Thus far the Company has continued to grow at a slow, but steady
pace, there is, however, no real assurance that this positive trend will
continue.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Registrant is a Small business issuer as defined by these Regulations and need
not provide the information required by this Item 3.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
None.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
COMMON STOCK TRANSFERRED
The company relied on Section 4(2) of the Securities Act of 1933 as the basis
for an exemption from registration regarding the following transfers to
accredited investors because they did not involve a public offering.
February 11, 2002 the Company transferred an aggregate of 50,000 shares of not
registered common stock to seven Accredited Investors (as that term is defined
in Regulation D promulgated under the Securities Act of 1933, as amended) in
consideration for their respective loans to the Company of $250,000. The
essential terms of the loan agreement are that the Company will pay 5% per annum
interest and if the loans are not repaid within 60 days, then for each $25,000
loaned to the Company, the Company shall transfer to the lender 5,000 shares of
not registered common stock for $25. Because these shares are considered as
partial interest payment, for accounting purposes they are valued at $2,078.
Although the loans were made at different dates, the dates range from April 4,
2001 through June 14, 2001 and the issued shares are accounted for accordingly.
Pursuant to the terms of a lawsuit settlement, 65,000 shares of restricted
common stock were transferred on January 15, 2002 to the Plaintiff, Joseph
Maenza, an accredited investor (as that term is defined in Regulation D
promulgated under the Securities Act of 1933, as amended), as final and full
settlement of the lawsuit. For this purpose, these shares were valued at
$29,348.
October 2, 2000 San Rafael Consulting Group, LLC loaned to the Company one
hundred thousand dollars evidenced by a demand payment promissory note
obligating the Company to pay interest at an annual rate of twelve percent
(12%). In January 2002 the Company and the note holder, San Rafael Consulting
Group, LLC reached an agreement to convert the principal and all accrued
interest to one hundred sixty thousand (160,000) shares of Company restricted
common stock. This agreement was fully consummated January 2002 and the shares
were issued pursuant thereto.
January 21, 2002 the Company entered into an Investment Banking Agreement with
Platinum Capital North America, S. A.., a Swiss investment firm, to assist the
Company in raising capital through a private placement. Pursuant to this
agreement the Company issued 100,000 shares of common stock.
February 14, 2002 the Company issued 67,000 shares of Employees Stock Option
Plan shares to a business consultant in consideration for consulting services
relating to business strategy, financial public relations, including introducing
the Company to broker-dealers, market makers, banks, financial advisor,
underwriters, financial institutions and potential investors, both in the United
States and Europe. This consulting service is without further consideration
and/or other remuneration to the consultant.
March 18, 2002 the Company issued 100,000 shares of restricted common stock to
AMS Controls, Inc., the supplier of the "EyeCatcher Powered by Insight" back-lit
motion displays according to a security arrangement for payment of displays.
WARRANTS ISSUED None in the first quarter of 2002.
USE OF PROCEEDS
The proceeds from these transactions (Common Stock Transferred) were used for
working capital and general corporate purposes, including acquisitions, funding
anticipated operating losses, sales and marketing expenses, purchase of
additional inventory, working capital and to fund payment obligations for
contemplated acquisitions, corporate partnering arrangements and lawsuit
settlement. We reserve the right to vary the use of proceeds among these
categories because our ability to use the proceeds is dependent on a number of
factors, including the extent of market acceptance of our variety of display
boards, unexpected expenditures for further technical development, sales and
marketing efforts and the effects of competition.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None
ITEM 5. OTHER INFORMATION.
On March 19, 2002 the Company filed an amended Form 10-KSB/A for year-end 2001
and filed a second amended Post Effective Amendment to Form SB-2 Registration
Statement for Small Business Issuers the original of which was filed September
13, 2000. On April 22, 2002 the Securities and Exchange Commission commented on
the second amended Post Effective Amendment. A third amended Post Effective
Amendment to Form SB-2 Registration Statement for Small Business Issuers is
currently in process.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (SECT. 249.308 OF THIS CHAPTER).
Financial Statements are incorporated in the body of this report.
No reports on Form 8-K have been filed during the quarter for which this report
is filed.
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.
Signed and submitted this 20th day of May 2002.
New Millennium Media International, Inc.
(Registrant)
by: /s/ John Thatch
------------------------------------
John Thatch as President/CEO