(Mark
One)
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[X] QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the quarterly period ended: September 30,
2008
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Or
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[ ] TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the transition period from ____________ to
_____________
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Commission
File Number: 333-153826
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FASHION
NET, INC.
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(Exact
name of registrant as specified in its charter)
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Nevada
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26-0685980
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(State
or other jurisdiction of incorporation or organization)
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(I.R.S.
Employer Identification No.)
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11088 Arcadia Sunrise Drive, Henderson,
Nevada
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89052
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(Address
of principal executive offices)
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(Zip
Code)
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(702) 524-1091
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(Registrant's
telephone number, including area code)
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(Former
name, former address and former fiscal year, if changed since last
report)
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Large
accelerated filer [ ]
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Accelerated
filer [ ]
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Non-accelerated
filer [ ]
(Do
not check if a smaller reporting company)
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Smaller
reporting company [X]
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Common
Stock, $0.001 par value
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10,710,000
shares
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(Class)
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(Outstanding
as at November 14, 2008)
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Page
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PART
I – FINANCIAL INFORMATION
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3
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Unaudited
Financial Statements
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3
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Condensed
Balance Sheets
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4
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Condensed
Statements of Operations
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5
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Condensed
Statements of Cash Flows
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6
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Notes
to Condensed Financial Statements
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7
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Management's
Discussion and Analysis and Results of Operation
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9
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Controls
and Procedures
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12
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PART
II – OTHER INFORMATION
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13
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Unregistered
Sales of Equity Securities
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13
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Exhibits
and Reports on Form 8-K
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13
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SIGNATURES
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14
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September
30,
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December
31,
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|||||||
2008
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2007
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|||||||
(Unaudited)
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(Audited)
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|||||||
Assets
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||||||||
Current
assets:
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Cash
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$ | 4,821 | $ | 200 | ||||
$ | 4,821 | $ | 200 | |||||
Liabilities
and Stockholders’ Equity
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||||||||
Current
liabilities:
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||||||||
Accounts
payable and accruals
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$ | 460 | $ | 460 | ||||
Total
current liabilities
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460 | 460 | ||||||
Stockholders’
equity
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||||||||
Common
stock, $0.001 par value, 75,000,000 shares
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||||||||
authorized,
10,170,000 and 10,000,000 shares
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||||||||
issued
and outstanding as of 9/30/08 and 12/31/07
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10,170 | 10,000 | ||||||
Additional
paid-in capital
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13,209 | 3,119 | ||||||
(Deficit)
accumulated during development stage
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(19,018 | ) | (13,379 | ) | ||||
4,361 | (260 | ) | ||||||
$ | 4,821 | $ | 200 |
Three
Months Ended
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Nine
Months Ended
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August
7, 2007
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||||||||||||||||||
September
30,
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September
30,
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(Inception)
to
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||||||||||||||||||
2008
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2007
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2008
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2007
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September
30, 2008
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||||||||||||||||
Revenue
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$ | - | $ | - | $ | - | $ | - | $ | - | ||||||||||
Expenses:
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Executive
compensation
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- | 10,000 | - | 10,000 | 10,000 | |||||||||||||||
General
and administrative expenses
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5,000 | 3,379 | 5,639 | 3,379 | 9,018 | |||||||||||||||
Total
expenses
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5,000 | 13,379 | 5,639 | 13,379 | 19,018 | |||||||||||||||
(Loss)
before provision for income taxes
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(5,000 | ) | (13,379 | ) | (5,639 | ) | (13,379 | ) | (19,018 | ) | ||||||||||
Provision
for income taxes
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- | - | - | - | - | |||||||||||||||
Net
(loss)
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$ | (5,000 | ) | $ | (13,379 | ) | $ | (5,639 | ) | $ | (13,379 | ) | $ | (19,018 | ) | |||||
Weighted
average number of
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||||||||||||||||||||
common
shares outstanding – basic and fully diluted
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10,170,000 | 10,000,000 | 10,104,726 | 10,000,000 | ||||||||||||||||
Net
(loss) per share – basic and fully diluted
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) |
Nine
months ended
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August
7, 2007
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September
30,
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(Inception)
to
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|||||||||||
2008
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2007
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September
30, 2008
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Cash
flows from operating activities
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||||||||||||
Net
(loss)
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$ | (5,639 | ) | $ | (13,379 | ) | $ | (19,018 | ) | |||
Adjustments
to reconcile net (loss) to
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||||||||||||
Net
cash (used) by operating activities:
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Shares
issued for executive compensation
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- | 10,000 | 10,000 | |||||||||
Changes
in operating assets and liabilities:
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Increase
in accounts payable
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- | 879 | 460 | |||||||||
Net
cash (used) by operating activities
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(5,639 | ) | (2,500 | ) | (8,558 | ) | ||||||
Cash
flows from financing activities
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Donated
capital
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- | 2,700 | 3,119 | |||||||||
Issuances
of common stock
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10,260 | - | 10,260 | |||||||||
Net
cash provided by financing activities
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10,260 | 2,700 | 13,379 | |||||||||
Net
increase (decrease) in cash
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4,621 | 200 | 4,821 | |||||||||
Cash
– beginning
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200 | - | - | |||||||||
Cash
– ending
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$ | 4,821 | $ | 200 | $ | 4,821 | ||||||
Non-cash
transactions:
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Shares
issued for executive compensation
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$ | - | $ | 10,000 | $ | 10,000 | ||||||
Number
of shares issued for executive compensation
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- | 10,000,000 | 10,000,000 |
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1.
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In
August 2007, we issued 10,000,000 shares of our common stock to Evelyn
Meadows, our sole officer and director, in exchange for services performed
valued at $10,000.
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2.
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In
April 2008, we sold 170,000 shares of our common stock to twenty-eight
non-affiliated purchasers for cash in the amount of $8,500, in an offering
made under Regulation D, Rule 505, of the Securities Act of 1933, as
amended.
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3.
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Through
June 30, 2008, Ms. Meadows has contributed cash in the amount of $4,897 to
us for operating capital. The funds were donated and are not
expected to be repaid.
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1.
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Finalize a fully-operational
website: We believe that developing a website is
critical to reaching prospective customers and generating awareness of our
brand and proposed service offerings. We have reserved the
domain name www. fashionnetonline.com and have published a working and
interactive preliminary website. The site is not a
fully-operational and does not currently portray the fashion-related and
e-commerce capabilities we plan to implement by the end of fiscal year
2008. As we obtain clients, our site will be updated with
content and media related to the clients’ product offerings. At
this time, we have no customers.
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2.
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Develop and implement a
marketing strategy: We believe that generating awareness
of our company will drive fashion industry executives to utilize our
marketing consulting services. In order to do so, we must
develop and implement an effective promotional strategy. Our
current plan is to develop and implement a marketing plan by utilizing
search engine placement and keyword submission optimization services to
increase the visibility of our website to our target
market. Additionally, we plan to contact individual designer
houses and retailers via telephone or personal contact in an effort to
explain our services and attract a client base. However, we
expect to continuously assess new marketing strategies; thus, we cannot
predict whether the actual marketing and advertising efforts we implement
will remain in its current form or not. To date, we have not
developed or implemented any marketing
strategy.
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Exhibit
Number
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Name
and/or Identification of Exhibit
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3
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Articles
of Incorporation & By-Laws
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(a)
Articles of Incorporation *
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(b)
By-Laws *
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31
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Rule
13a-14(a)/15d-14(a) Certifications
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32
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Certification
under Section 906 of the Sarbanes-Oxley Act (18 U.S.C. Section
1350)
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* Incorporated
by reference herein filed as exhibits to the Company’s Registration
Statement on Form S-1 previously filed with the SEC on October 3,
2008.
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FASHION
NET, INC.
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||
(Registrant)
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Signature
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Title
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Date
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/s/
Evelyn Meadows
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President,
CEO and Director
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November
14, 2008
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Evelyn
Meadows
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/s/
Evelyn Meadows
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Chief
Financial Officer
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November
14, 2008
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Evelyn
Meadows
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/s/
Evelyn Meadows
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Chief
Accounting Officer
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November
14, 2008
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Evelyn
Meadows
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