U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment to
FORM 10-KSB
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002
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: 000-28083
NEXT GENERATION MEDIA CORP.
(Exact name of Company as specified in its charter)
Nevada 88-0169543
(State or jurisdiction of incorporation (I.R.S. Employer or
organization) Identification No.)
7644 Dynatech Court, Springfield, Virginia 22153
(Address of principal executive offices) (Zip Code)
Company's telephone number: (703) 644-0200
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the Company (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 Company was required to file such reports),
and (2) been subject to such filing requirements for the past 90
days. Yes X No___
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of Company's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-KSB or any amendment to this Form 10-KSB [ ].
The Company had $7,325,085 in revenue for the fiscal year ended on
December 31, 2002. The aggregate market value of the voting stock held
by non-affiliates of the Company as of April 4, 2003: Common Stock,
par value $0.001 per share -- $562,403. As of April 4, 2002, the
Company had 9,673,397 shares of common stock issued and outstanding,
of which 9,373,397 were held by non-affiliates.
Documents Incorporated By Reference
-----------------------------------
Portions of the Company's Form 10-KSB, filed on April 4, 2003, are
incorporated by reference, and with this Amendment, create a complete
filing by the Company.
EXPLANATORY NOTE
This Amendment is being filed to properly reflect that the Company is
a Section 15(d) company as opposed to being a Section 12(g) company,
as had been reported on the face page of its Form 10-KSB, filed on
April 4, 2003. The Company does not believe that the particular
subtleties between being a Section 15(d) company and a Section 12(g)
company are significant or will cause the Company's shareholders to be
any more or less informed about the Company. The Company does suggest
that any shareholders that are interested in learning more about the
subtleties between Section 15(d) and Section 12(g) should go to
http://www.law.uc.edu/CCL/sldtoc.html.
RISK FACTORS AND CAUTIONARY STATEMENTS
Forward-looking statements in this report are made pursuant to the
"safe harbor" provisions of the Private Securities Litigation Reform
Act of 1995. The Company wishes to advise readers that actual results
may differ substantially from such forward-looking statements.
Forward-looking statements include statements concerning underlying
assumptions and other statements that are other than statements of
historical facts. Forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied by the statements, including, but not
limited to, the following: the ability of the Company to provide for
its obligations, to provide working capital needs from operating
revenues, to obtain additional financing needed for any future
acquisitions, to meet competitive challenges and technological
changes, and other risks detailed in the Company's periodic report
filings with the Securities and Exchange Commission.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Next Generation Media Corp.
Dated: November 23, 2003 By: /s/ Darryl Reed
Darryl Reed, President
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the Company and in the capacities and on the date indicated:
Signature Title Date
/s/Darryl Reed President//CEO/Director November 23, 2003
Darryl Reed
/s/ Phillip Trigg Secretary/Treasurer November 23, 2003
Phillip Trigg
/s/Melissa Held Director November 23, 2003
Melissa Held
/s/ Fernandov Mathov Director November 23, 2003
Fernando Mathov
/s/ Leon Zajdel Director November 23, 2003
Leon Zajdel
Exhibit 99.1
In connection with the Report of Next Generation Media Corp. (the
"Company") on Form 10-KSB and Form 10-KSB/A for the period ending
December 31, 2002 as filed with the Securities and Exchange Commission
on the date hereof (the "Report"), I, Darryl Reed, President, certify,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes Oxley Act, that:
(1) The Report fully complies with Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
(2) The Information contained in the Report fairly represents, in all
material aspects, the financial condition and result of operations on
the Company.
By: /s/ Darryl Reed
Darryl Reed, President
Exhibit 99.2
In connection with the Report of Next Generation Media Corp. (the
"Company") on Form 10-KSB and Form 10-KSB/A for the period ending
December 31, 2002 as filed with the Securities and Exchange Commission
on the date hereof (the "Report"), I, Phillip Trigg, Treasurer,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes Oxley Act, that:
(1) The Report fully complies with Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
(2) The Information contained in the Report fairly represents, in all
material aspects, the financial condition and result of operations on
the Company.
By: /s/ Phillip Trigg
Phillip Trigg, Treasurer