U.S. SECURITIES AND EXCHANGE
COMMISSION
Washington, D. C. 20549
Form 10-QSB
(Mark One)
[ X ] Quarterly report under section 13 or 15(d) of the Securities Exchange Act
of 1934 for the quarterly period - ended: June 30, 2003
-------------
[ ] Transition report under section 13 or 15(d) of the Securities Exchange Act
of 1934 for the transition period from__________________ to
______________________.
Commission File No: 33-9640-LA
LOGISTICS MANAGEMENT RESOURCES, INC.
(Name of small business in its charter)
Colorado 68-0133692
-------- ----------
(State or other jurisdiction of incorporation) (IRS Employer Id. No.)
10602 Timberwood Circle, Suite 9
Louisville, KY 40223
(Address of Principal Office including Zip Code)
Issuer's telephone Number: (502) 339-4000
Applicable only to issuers involved in bankruptcy proceedings during the past
five years:
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 after the
distribution of securities under a plan confirmed by a court. Yes [ ] No [ ].
Applicable only to corporate issuers:
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
Common Stock, no par value, 52,285,438 shares at June 30, 2003
-----------------
Transitional Small Business Disclosure Format (Check one): Yes [ ] NO [ X ]. -
LOGISTICS MANAGEMENT RESOURCES, INC.
FORM 10-QSB - QUARTER ENDED JUNE 30, 2003
INDEX
Page
PART I FINANCIAL INFORMATION..............................................2
Item 1. Financial Statements..............................................2
Balance Sheets at June 30, 2003 and December 31, 2002.............3
Statements of Operations for the Six Months and
Three Ended June 30, 2003 and June 30, 2002.....................4
Statement of Stockholders' Equity (Impairment)
For the Period January 1, 2002 through June 30, 2003............5
Statements of Cash Flows for the Six Months Ended
June 30, 2003 and June 30, 2002.................................6
Notes to the Condensed Financial Statements.......................7
Item 2. Management's Discussion and Analysis..............................9
Item 3. Controls and Procedures .........................................10
PART II OTHER INFORMATION................................................10
Item 1. Legal Proceedings................................................10
Item 6. Exhibits and Reports on Form 8-K.................................13
SIGNATURES.......................................................13
CERTIFICATIONS...................................................14
EXHIBITS.........................................................17
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The unaudited balance sheet of the Registrant as of June 30, 2003, the
audited balance sheet at December 31, 2002, and the unaudited statements of
operations for the six month and three month periods ended June 30, 2003 and
June 30, 2002 follow. The financial statements reflect all adjustments that are,
in the opinion of management, necessary to a fair statement of the results for
the interim periods presented.
LOGISTICS MANAGEMENT RESOURCES, INC.
BALANCE SHEETS
June 30, 2003 December 31,
Assets [unaudited] 2002
----------- -----------
Equipment $ 4,094 $ 5,367
----------- -----------
$ 4,094 $ 5,367
Total Assets =========== ===========
Liabilities and Stockholders' Equity (Impairment)
Current Liabilities
Accrued expenses $ 64,436 $ 63,908
Accrued interest 5,609,010 5,609,010
Due to related parties 2,796,706 2,589,615
Loans payable 2,544,000 2,544,000
Convertible debentures 5,198,460 5,198,460
Net liabilities of discontinued operations 4,601,504 4,601,504
--------- ----------
Total Current Liabilities 20,814,116 20,606,497
---------- ----------
Commitments and contingencies
Stockholders' Equity (Impairment)
Preferred stock, no par value;
(10,000,000 shares authorized)
Series A (999,000 shares outstanding) 762 762
Series B (2,000 shares outstanding) 2,000,000 2,000,000
Series C (450,000 shares outstanding) 135,000 135,000
Series D (950 shares outstanding) 950,000 950,000
Series E (2,300 shares outstanding) 2,300,000 2,300,000
Common stock, no par value; 75,000,000
shares authorized, -- --
52,285,438 shares issued and outstanding
Additional paid-in capital 14,592,571 14,592,571
Accumulated (deficit) (40,788,355) (40,579,463)
----------- -----------
Total Stockholders' Equity (Impairment) (20,810,022) (20,601,130)
------------ ------------
Total Liabilities and
Stockholders' Equity (Impairment) $ 4,094 $ 5,367
=========== ===========
The accompanying notes are an integral part of these financial statements
LOGISTICS MANAGEMENT RESOURCES, INC.
STATEMENTS OF OPERATIONS
[Unaudited]
Six Months Ended Three Months Ended
June 30, June 30,
2003 2002 2003 2002
---- ----- ---- ----
Net Revenue $ -- $ -- $ -- $ --
-------- ------- ------- -----
Operating Expenses:
Depreciation and amortization 1,273 886 637 443
Interest expense 54,406 612,335 27,591 --
Administrative expenses 153,213 26,832 152,685 17,672
-------- ------- --------- ------
Total operating expenses 208,892 640,053 180,913 18,115
-------- ------- --------- ------
Operating loss (208,892) (640,053) (180,913) (18,115)
Gain on discontinued operations,
net of tax benefit of $ -0- -- 74,349 -- 74,349
--------- -------- --------- ------
Net income (loss) $ (208,892) $ (565,704) $ (180,913) $ 56,234
========= ========= ========= ========
Net loss per common share
- basic and fully-diluted $(0.00) $ (0.00) $ (0.00) $(0.00)
========= ======= ====== =======
Weighted average number of
common shares outstanding 52,285,438 43,250,465 52,285,438 43,250,465
========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements
LOGISTICS MANAGEMENT RESOURCES, INC.
STATEMENT OF STOCKHOLDERS' EQUITY (IMPAIRMENT)
Preferred Preferred Preferred
Stock Stock Stock
----- ------ -----
Series A Series B Series C
-------- -------- --------
Shs Amt Shs Amt Shs Amt
--- --- --- --- --- ---
Balance,
January 1, 2002 999,000 $762 2,000 $2,000,000 450,000 $135,000
Net income - - - - - -
------- ---- ---- --------- ------ -------
Balance,
December 31, 2002 999,000 $ 762 2,000 $2,000,000 450,000 $135,000
[2003 unaudited]
Net loss - - - - - -
------- ---- ---- ------- ----- -------
Balance,
June 30, 2003 999,000 $762 2,000 $2,000,000 450,000 $135,000
======= === ===== ========= ======= =======
Preferred Preferred
Stock Stock
----- ------
Series D Series E Common Stock
-------- -------- ------------
Shs Amt Shs Amt Shs Amt
--- --- --- --- --- ---
Balance,
January 1, 2002 950 $950,000 2,300 $2,300,000 52,285,438 $ -
Net income - - - - - -
------- ------- ----- --------- ---------- ---
Balance,
December 31, 2002 950 $950,000 2,300 $2,300,000 52,285,438 -
[2003 unaudited]
Net loss - - - - - -
------- -------- ------ ---------- ----------- ---
Balance,
June 30, 2003 950 $950,000 2,300 $2,300,000 52,285,438 -
======= ======= ====== ========= ========== ==
LOGISTICS MANAGEMENT RESOURCES, INC.
STATEMENT OF STOCKHOLDERS' EQUITY (IMPAIRMENT)
Additional Retained Stockholders'
Paid In Earnings Equity
Capital (Deficit) (Impairment)
------- ---------- --------------
Balance,
January 1, 2002 $14,592,571 $(50,749,951) $(30,771,618)
Net income - 10,170,488 10,170,488
----------- ----------- ----------
Balance, December 31, 2002 $14,592,571 $(40,579,463) $(20,601,130)
[2003 unaudited]
Net loss - (208,892) (208,892)
------------ ----------- ------------
Balance, June 30, 2003 $14,592,571 $(40,788,355) $(20,810,022)
=========== ============ =============
The accompanying notes are an integral part of these financial statements
LOGISTICS MANAGEMENT RESOURCES, INC.
STATEMENTS OF CASH FLOWS
Six Months Ended June 30,
------------------------
2003 2002
---- ----
[unaudited] [unaudited]
---------- -----------
Cash flows from operating activities
Net loss $ (208,892) $ (565,704)
Adjustments to reconcile net loss
to net cash used by operating activities
Depreciation and amortization expense 1,273 886
Gain on disposal of discontinued operation (74,349)
Loss on investment 17,672
Increase (decrease) in Liabilities
Accrued expenses 528 --
Accrued interest 54,406 612,335
-------- --------
Net cash used by operating activities (152,685) (9,160)
-------- --------
Cash flows from financing activities
Net proceeds from related parties 152,685 9,160
--------- --------
Net cash provided by financing activities 152,685 9,160
--------- --------
Net change in cash -- --
Cash at beginning of period -- --
Cash at end of period $ -- $ --
========== ===========
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
Accrued interest reclassified to Convertible
Note due to related parties $ 54,406 $ --
The accompanying notes are an integral part of these financial statements
LOGISTICS MANAGEMENT RESOURCES, INC.
NOTES TO THE FINANCIAL STATEMENTS
Note 1 - Basis of presentation
The interim financial statements included herein are presented in accordance
with United States generally accepted accounting principles and have been
prepared by the Registrant, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission (the "SEC"). Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, although the Registrant believes
that the disclosures are adequate to make the information presented not
misleading.
These statements reflect all adjustments, consisting of normal recurring
adjustments, which, in the opinion of management, are necessary for fair
presentation of the information contained therein. The Registrant's operating
results for the three months ended June 30, 2003, and 2002 are not necessarily
indicative of the results that may be or were expected for the years ended
December 31, 2003, and 2002. It is suggested that these interim financial
statements be read in conjunction with the audited financial statements and
notes thereto of the Registrant included in its Form 10-KSB for the period ended
December 31, 2002.
Since November 2000, principally as a result of the Registrant's inability to
continue the operations of its failing freight transportation service, the
Registrant has not had any revenue from operations. During this period, the
Registrant has been primarily involved in resolving the claims of its creditors
and other investors. In connection with the Registrant's settlement with GE
Credit Corp. in September 2002, the Registrant formally disposed of its
remaining interest in its former transportation unit, freeing the Registrant to
consider searching for a profitable, privately-owned company with which to seek
a business combination. Accordingly, and despite the fact that management does
not consider the Registrant to be a development stage company, it is possible
that the Registrant could be considered to be a blank check company. As defined
in Section 7(b) (3) of the Securities Act of 1933, as amended, a "blank check"
company is one that has no specific business plan or purpose or has indicated
that its business plan is to engage in a merger or an acquisition with an
unidentified company or companies and is issuing "penny stock" securities as
defined in Rule 3(a) (51) of the Securities Exchange Act of 1934, as amended, in
that connection. The Securities and Exchange Commission and many states have
enacted statutes, rules and regulations limiting the sale of securities of blank
check companies.
Note 2 - Redirection of the Registrant's Activities
By virtue of the conversion rights granted in a September 27, 2002, agreement
with Brentwood Capital Corp., a privately owned New York merchant banking
corporation ("Brentwood"), as amended on March 31, 2003, Brentwood became a
principal (17.5%) stockholder of the Registrant. Similarly, Midwest Merger
Management, LLC, a Kentucky limited liability company engaged in the business of
identifying, acquiring and financing business operations for more than five
years ("MMM"), became a principal (17.5%) stockholder of the Registrant in 2001.
Accordingly, Brentwood and MMM may materially influence and exercise effective
control over the Registrant's affairs, including but not limited to, the
election of directors and the selection and/or approval of any business
combination partner. Although both Brentwood and MMM are actively seeking a new
business operation for the Registrant, no assurances can be given that either of
their plans of redirection can be executed in a timely and seamless manner, or
that any such plan(s) will achieve meaningful success.
Note 3 - Related Party Transactions
During September 2002, and as previously reported in the Registrant's From
10-KSB Annual Report of the fiscal year ended December 31, 2002, the Registrant
consolidated $856,916 previously owed to Brentwood Capital Corp. with an
additional $875,000 into a September 27, 2002, 6%, secured convertible
promissory note in the aggregate principal amount of $1,731,906 (the "Note").
The additional $875,000 was utilized by the Registrant to fund its September 27
2002, settlement of the GE Capital Corporation litigation. Brentwood Capital
Corp., is a privately owned New York merchant banking corporation that by virtue
of the conversion rights to 183,936,812 shares under the Note may be deemed to
be a principal stockholder of the Registrant ("Brentwood"). The Note is payable
in 60 equal monthly installments of $33,287 together with 6% interest on the
first day of each month commencing December 2002, through November 2007. The
Convertible Note is secured by all of the Registrant's assets, and all or any
portion of the balance due under the Note may be converted into common shares at
any time prior to October 1, 2007, at $.01 per share.
At March 31, 2003, the Registrant was unable to make any of the scheduled
payments to Brentwood. Accordingly, and pursuant to a written amendment
agreement of even date: (i) the due date of the Note was extended one year to
October 1, 2008; (ii) the commencement of principal payments was deferred to
December 1, 2003; and (iii) Brentwood forgave the Registrant's obligation to pay
interest owed prior to September 27, 2002. The amendment agreement further
provided that: (i) all interest due and owing from September 27, 2002, through
September 27, 2003, shall be due and payable by the Registrant in one lump sum
on October 1, 2003; and (ii) all additional interest shall be due and payable
monthly, in arrears commencing on November 1, 2003. Accrued interest applicable
to the Note during the three months ended June 30, 2003, was $27,591.
Note 4 - Per Share Results
The common share equivalents associated with the Registrant's issued and
outstanding convertible notes and Preferred Stock were not included in computing
per share results as their effects were anti-dilutive.
Note 5 - Income Taxes (Benefits)
At December 31, 2002, the Registrant had available approximately $23,000,000 of
net operating loss carryforwards, which expire between December 31, 2008 and
December 31, 2021, that may be used to reduce future taxable income.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
The following discussion contains forward-looking statements regarding the
Registrant, its business, prospects and results of operations that are subject
to certain risks and uncertainties posed by many factors and events that could
cause the Registrant's actual business, prospects and results of operations to
differ materially from those that may be anticipated by such forward-looking
statements. Factors that may affect such forward-looking statements include,
without limitation, the Registrant's ability to resolve the affairs of its
creditors and other investors; or to locate and thereafter negotiate and
consummate a business combination with a profitable privately owned company.
When used in this discussion, words such as "believes," "anticipates,"
"expects," "intends," and similar expressions are intended to identify
forward-looking statements, but are not the exclusive means of identifying
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date of this
report. The Registrant undertakes no obligation to revise any forward-looking
statements in order to reflect events or circumstances that may subsequently
arise. Readers are urged to carefully review and consider the various
disclosures made by us in this report and other reports filed with the SEC that
attempt to advise interested parties of the risks and factors that may affect
the Registrant's business.
Six Month Periods Ended June 30, 2003 and 2002:
Revenues. - As a direct result of the Registrant's inability to continue its
failing freight transportation services beyond November 2000, the Registrant had
no revenues during either the six month period ended June 30, 2003 ("6M3") or
the six month period ended June 30, 2002 ("6M2"). The Registrant continues
working through the restructure of its debt and the mitigation of outstanding
litigation.
Expenses and Income Taxes - General and administrative expenses for 6M3 were
$153,213 compared to $152,685 for 6M2. This increase is consistent with the
Registrant's strategy of redirecting its focus toward becoming a candidate to
acquire or merge with a profitable, privately-held business operation.
Accordingly, the Registrant's recurring administrative expenses include: (i)
professional fees (legal and accounting) associated with the resolution of the
Registrant's affairs with its former creditors and investors, and the
maintenance of its reporting requirements and good standing, (ii) interest on
its outstanding convertible note due to Brentwood (commencing on October 1,
2003), (iii) other ancillary expenses, and (iv) the payment of minimum franchise
taxes.
Operating Loss - As a result of the foregoing the Registrant experienced a loss
from operations of $208,892 for 6M3 compared to $640,053 for 6M2.
Gain on Settlement - During 6M2 the Registrant realized a $74,349 gain upon the
settlement of certain claims which arising from its inability to continue its
failing freight transportation services business beyond November 2000. No
similar gains were realized during 6M3.
Net Income (Loss) - Accordingly, the Registrant experienced a net loss of
$208,892 for 6M3 compared to a net loss of $565,704 for 3M2. When related to the
weighted average number of common shares outstanding during 6M3 and 6M2 per
share loss results were $0.00 and $0.00, respectively.
Quarters Ended June 30, 2003 and 2002:
Revenue - As a direct result of the Registrant's inability to continue its
failing freight transportation services beyond November 2000, the Registrant had
no revenues during either the second quarter June 30, 2003 ("2Q3") or the second
quarter ended June 30, 2002 ("2Q2"). The Registrant continues working through
the restructure of its debt and the mitigation of outstanding litigation.
Expenses and Income Taxes - General and administrative expenses for 2Q3 were
$152,685 compared to $17,662 for 2Q2. This increase is consistent with the
Registrant's strategy of redirecting its focus toward becoming a candidate to
acquire or merge with a profitable, privately-held business operation.
Accordingly, the Registrant's recurring administrative expenses include: (i)
professional fees (legal and accounting) associated with the resolution of the
Registrant's affairs with its former creditors and investors, and the
maintenance of its reporting requirements and good standing, (ii) interest on
its outstanding convertible note due to Brentwood (commencing on October 1,
2003), (iii) other ancillary expenses, and (iv) the payment of minimum franchise
taxes.
Operating Loss - As a result of the foregoing the Registrant experienced a loss
from operations of $180,913 for 2Q3 compared to $18,115 for 2Q2.
Gain on Settlement - During 2Q2 the Registrant realized a $74,349 gain upon the
settlement of certain claims which arose from its inability to continue its
failing freight transportation services business beyond November 2000. No
similar gains were realized during 6M3.
Net Income (Loss) - Accordingly, the Registrant experienced a net loss of
$180,913 for 2Q3 compared to a net income of $56,234 for 2Q2. When related to
the weighted average common shares outstanding during each period, per share
results were $0.00 and $0.00, for 2Q3 and 2Q2, respectively.
Liquidity and Capital Resources.
The Registrant does not have any capital resources. Consistent with the
inability to continue its failing freight transportation services business
beyond November 2000, and its subsequent disposition in connection with
arranging the funding of the GE Credit Corp. settlement in September 2002, the
Registrant's principal activity has been centered in resolving the claims of its
former creditors so it may seek a business combination. In this connection, MMM
and Brentwood have agreed to provide Registrant with reasonable legal,
accounting and administrative resources to resolve its affairs and conduct its
search for a business combination candidate.
Accordingly, the Registrant is entirely dependent upon: (i) MMM providing the
Registrant with certain advisory services in connection with the resolution of
its affairs on favorable terms; (ii) the willingness of Brentwood to provide the
Registrant with certain office and administrative facilities and to fund
virtually all of the Registrant's settlements with its creditors; and (iii) the
Registrant's successfully implementing a business combination with a profitable
operating company. There can be no assurances that Midwest will be successful in
resolving all or substantially all of Registrant's affairs, that Brentwood will
fund any further settlements, or that the combined efforts of Midwest and
Brentwood will lead to a successful business combination.
ITEM 3. Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
The Registrant maintains controls and procedures designed to ensure that
information required to be disclosed in the reports that the Registrant files or
submits under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
rules and forms of the Securities and Exchange Commission. Based upon their
evaluation of those controls and procedures performed within 90 days of the
filing date of this report, the Chief Executive and Chief Financial officers of
the Registrant concluded that the Registrant's disclosure controls and
procedures were adequate.
(b) Changes in Internal Controls
The Registrant made no significant changes in its internal controls or in other
factors that could significantly affect these controls subsequent to the date of
the evaluation of those controls by the Chief Executive and Chief Financial
officers.
PART II - OTHER INFORMATION
ITEM 3. LEGAL PROCEEDINGS
As previously disclosed in the Registrant's Form 10-QSB Quarterly Report for the
three months ended March 31, 2003, and the Registrant's Form 10-KSB for the
fiscal year ended December 31, 2002, the Registrant is and has been a party to
14 threatened or pending litigation matters. However, and during the three
months ended June 30, 2003, no new litigation matter was initiated, and no
litigation matter was terminated or materially modified.
As previously disclosed in the Registrant's Form 10-QSB Quarterly Report for the
three months ended March 31, 2003, and the Registrant's Form 10-KSB for the
fiscal year ended December 31, 2002, the Registrant has been the subject of a
first quarter 2002 private investigation by the SEC pertaining to the aborted
transaction between the Registrant and Professional Transportation Group, Ltd.,
a publicly held corporation. During the three months ended June 30, 2003, the
Registrant has not received any communication from the SEC concerning this
matter. As previously reported, the Registrant has provided documents and
members of management have given testimony in connection with the SEC's
investigation. Based upon advice of counsel, the Registrant does not believe
that it committed any violations of the Federal securities laws, and intends to
cooperate fully with the SEC and its staff.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
99.1 - Certification Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
99.2 - Certification Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
(b) Reports on Form 8-K: None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
LOGISTICS MANAGEMENT RESOURCES, INC.
Dated: August 12, 2003
By: /s/Danny L. Pixler
Danny L. Pixler, Chief Executive
and Financial Officer, and Director
EXIBIT 99.1
CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Danny L. Pixler, the Registrant's Chief Executive Officer, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Logistics
Management Resources, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
Registrant as of, and for, the periods presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules
3a-15(f) and 15d-15(f)) for the Registrant and have:
a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under my supervision, to
ensure that material information relating to the Registrant, including its
consolidated subsidiaries, is made known to me by others within those entities,
particularly during the period in which this quarterly report is being prepared;
b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under my supervision,
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles;
c) Evaluated the effectiveness of the Registrant's disclosure controls and
procedures and presented in this report my conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered
by this report based on such evaluation; and
d) Disclosed in this report any change in the Registrant's internal control
over financial reporting that occurred during the Registrant's most recent
fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially
affect, the Registrant's internal control over financial reporting; and
5. I have disclosed, based on my most recent evaluation of internal control
over financial reporting, to the Registrant's auditors and the audit committee
of Registrant's board of directors:
a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the Registrant's ability to record, process,
summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the Registrant's internal control over
financial reporting.
Dated: August 12, 2003
/s/ Danny L. Pixler
Chief Executive Officer
--------------------------------------------------------------------------------
I, Danny L. Pixler, the Registrant's Chief Financial Officer, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Logistics
Management Resources, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
Registrant as of, and for, the periods presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and
internal control over financial reporting (as defined in Exchange Act Rules
3a-15(f) and 15d-15(f)) for the Registrant and have:
a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under my supervision, to
ensure that material information relating to the Registrant, including its
consolidated subsidiaries, is made known to me by others within those entities,
particularly during the period in which this quarterly report is being prepared;
b) Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under my supervision,
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles;
c) Evaluated the effectiveness of the Registrant's disclosure controls and
procedures and presented in this report my conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered
by this report based on such evaluation; and
d) Disclosed in this report any change in the Registrant's internal control
over financial reporting that occurred during the Registrant's most recent
fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially
affect, the Registrant's internal control over financial reporting; and
5. I have disclosed, based on my most recent evaluation of internal control
over financial reporting, to the Registrant's auditors and the audit committee
of Registrant's board of directors:
a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the Registrant's ability to record, process,
summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the Registrant's internal control over
financial reporting.
Dated: August 12, 2003
/s/ Danny L. Pixler
-----------------------
Chief Financial Officer
EXHIBIT 99.2
LOGISTICS MANAGEMENT RESOURCES, INC.
CERTIFICATION PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Logistics Management Resources,
Inc. on Form 10-Q for the quarterly period ended June 30, 2003, as filed with
the Securities and Exchange Commission on August 12, 2003 (the "Report"), the
undersigned, in the capacities and on the dates indicated below, each hereby
certify pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with 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 results of operations of
Logistics Management Resources, Inc.
Dated: August 12, 2003
/s/ Danny L. Pixler
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Chief Executive Officer
Dated: August 12, 2003
/s/ Danny L. Pixler
--------------------
Chief Financial Officer
Note: The certification the registrant furnishes in this exhibit is not deemed
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that Section. Registration
Statements or other documents filed with the Securities and Exchange Commission
shall not incorporate this exhibit by reference, except as otherwise expressly
stated in such filing.