U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to -------------- ------------------ Commission File No. 0-31377 COLE, INC. (Name of Small Business Issuer in its Charter) UTAH 87-0642556 (State or Other Jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 4848 South Highland Drive Box #140 Salt Lake City, Utah 84117 (Address of Principal Executive Offices) Issuer's Telephone Number: (310) 795-0252 (Former Name or Former Address, if changed since last Report) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 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. (1) Yes X No (2) Yes X No ---- ---- ---- ---- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS None, Not Applicable; APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date: JUNE 30, 2002 1,085,051 PART I - FINANCIAL INFORMATION Item 1.Financial Statements. The Financial Statements of the Registrant required to be filed with this 10-QSB Quarterly Report were prepared by management and commence on the following page, together with related Notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant. The Financial Statements have been reviewed and are on file with the Company's Auditor. COLE, INC. [A Development Stage Company] BALANCE SHEETS For the Period Ending June 30, 2002 and the Year Ended December 31, 2001 06/31/02 12/31/01 ------------- --------- [Unaudited] ASSETS Assets Cash $ 607 773 Property, Plant & Equipment 1,410 1,410 Less: Accumulated Depreciation (1,174) (939) ------------- --------- Total Assets $ 843 1,244 ============= ========= LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities: Accrued Liabilities $ 108 311 Payable to shareholder 3,500 1,500 Income Taxes Payable 100 100 ------------- --------- Total Current Liabilities 3,708 1,911 Total Liabilities 3,708 1,911 ------------- --------- Stockholders' Deficit: Common Stock, $.01 par value; authorized 50,000,000 shares; issued and outstanding, 1,085,051 shares and 1,085,051 respectively 10,850 10,850 Paid-in Capital 3,155 3,155 Accumulated Deficit (15,872) (14,672) ------------- --------- Total Stockholders' Equity (1,867) (667) ------------- --------- Total Liabilities and Stockholders' Equity $ 1,841 1,244 ============= ========= COLE, INC. Statements of Operations For the Three and Six Month Periods Ended June 30, 2002 and 2001 and for the period from inception through June 30, 2002 For the Period from For the For the For the For the Inception Three Months Six Months Three Months Six Months [11/03/99] Ended Ended Ended Ended through 6/30/02 6/30/01 6/30/02 06/30/01 06/30/02 --------------- ------------ ------------ ------------ ----------- Revenues $ 0 $ 106 $ 266 $ 106 $ 2,311 Cost of Sales 0 0 0 0 0 --------------- ------------- ------------ ------------ ----------- Gross Margin 0 106 266 106 2,311 General and Administrative Expenses 1,008 1,120 2,474 2,065 18,891 --------------- ------------- ------------ ------------ ----------- Net Loss from Operations (1,008) (1,014) (2,208) (1,959) (16,580) --------------- ------------- ------------ ------------ ----------- Net Loss Before Income Taxes (1,008) (1,014) (2,208) (1,959) (16,580) Provision for Income Taxes 0 0 0 0 300 --------------- ------------- ------------ ------------ ----------- Net Loss $ (1,008) $ (1,014) $ (2,208) (1,959) (16,880) =============== ============= ============ ============ =========== Loss Per Share $ (.01) $ (.01) $ (0.01) $ (.01)$ (.01) =============== ============= ============ ============ =========== Weighted Average Shares Outstanding 1,085,051 1,085,051 1,067,525 1,067,525 1,071,047 =============== ============= ============ ============ =========== COLE, INC. Statements of Cash Flows For the Three and Six Month Periods Ended June 30, 2002 and 2001 and for the period from inception through June 30, 2002 For the Period from For the For the For the For the Inception Three Month Six Month Three Month Six Month [11/03/99) Period Ending Period Ending Period Ending Period Ending through 06/30/02 06/30/01 06/30/02 06/30/01 06/30/02 Cash Flows Provided by/(Used for) Operating Activities -------------- ------------- ---------- ---------- ----------- Net Loss $ (1,008) $ (1,014) $ (2,208) $ (1,959) (16,880) Adjustments to reconcile net income to net cash provided by operating activities: Increase in Depreciation 117 117 234 117 1,173 Increase/(Decrease) in income taxes payable 0 0 0 (100) 100 Increase/(Decrease) in amount due to shareholder 0 691 0 0 2,191 Shares issued for expenses 0 0 0 5 3,505 Decrease/(Increase) in accrued liabilities 54 0 311 0 0 -------------- ------------ ---------- ---------- ----------- Net Cash Provided by/(Used for) in Operating Activities (945) (206) (1,663) (1,937) (7,184) Cash Flows Provided by Investing Activities Purchase of equipment 0 0 0 0 (1,410) -------------- ------------ ---------- ---------- ----------- Net Cash Used by Investing Activities 0 0 0 0 (1,410) Cash Flows Provided by Financing Activities Issued stock for cash 0 0 0 0 10,500 Increase in loan from shareholder 0 0 2,000 1,500 3,500 -------------- ------------ ---------- ---------- ----------- Net Cash Provided by Financing Activities 0 0 0 0 10,500 Net Increase(decrease) in Cash (837) (206) 337 (1,937) 1,906 Beginning Cash Balance 1,433 2,112 773 7,467 0 -------------- ------------ ---------- ---------- ----------- Ending Cash Balance $ 607 $ 1,906 $ 607 $ 5,530 $ 1,906 ============== ============ ========== ========== =========== COLE, INC. Notes to the Interim Financial Statements NOTE 1- BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Cole, Inc. have been prepared in accordance with generally accepted accounting principles and the rule of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements.. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for interim are not necessarily indicative of the results to be expected for the full year. Item 2.Management's Discussion and Analysis or Plan of Operation. Plan of Operation. The Company has created relationships with a limited number of clients. Furthermore, the Company plans on increasing its client base through advertisement and by broadening the services in which it currently provides. Results of Operations The Company's operations during the quarterly period ended June 30, 2002, resulted in $0 in revenues and incurred expenses of $1,008, stemming from costs related to general and administrative expenses. Liquidity At June 30, 2002, the Company had total current assets of $843 and total liabilities of $3,708. Management believes that its cash on hand of $607 may not be sufficient to allow it to continue its operations for the next three months and is currently seeking future funding. PART II - OTHER INFORMATION Item 1.Legal Proceedings. None; not applicable. Item 2.Changes in Securities. None; not applicable Item 3.Defaults Upon Senior Securities. None; not applicable. Item 4.Submission of Matters to a Vote of Security Holders. None; not applicable Item 5.Other Information. None; applicable Item 6.Exhibits and Reports on Form 8-K. None; not applicable (b)Reports on Form 8-K. None; Not Applicable. CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Cole, Inc., Inc. (the "Company") on Form 10-QSB for the period ending June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, James Doolin, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. Date:8/11/02 /S/JAMES DOOLIN James Doolin, Chief Executive Officer and Chief Financial Officer 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. COLE, INC. Date: 8/11/02 /S/ JAMES DOOLIN James Doolin, President and Director