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Creative Vistas Inc – ‘PRER14C’ on 3/6/02

On: Wednesday, 3/6/02 · Accession #: 1165527-2-500037 · File #: 0-30585

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 3/06/02  Creative Vistas Inc               PRER14C                1:37K                                    Global Financial Corp/FA

Revised Preliminary Proxy Information Statement — Schedule 14C
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: PRER14C     Amended Prel. Information Stmt of Creative Vistas     23     73K 

PRER14C 1st Page of 23 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14C INFORMATION

INFORMATION STATEMENT PURSUANT TO SECTION 14C OF THE
SECURITIES EXCHANGE ACT OF 1934 

[X] Filed by the Registrant       [ ] Filed by a Party other than the Registrant

Check the appropriate box:                                                      
[X] Preliminary Information Statement                                           
[ ] Definitive Information Statement Only                                       
[ ] Confidential, for Use of the Commission (as permitted by Rule 14c)          

 CREATIVE VISTAS, INC.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

Name of Person(s) Filing Information Statement, if other than Registrant:       

--------------------------------------------------------------------------------
Payment of Filing Fee (Check the appropriate box):                              

[X]  No fee required.                                                           
[ ] Fee computed on table below per Exchange Act Rules 14C-5(g) and 0-11.       

(1)  Title of each class of securities to which transaction applies:            

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(2)  Aggregate number of securities to which transaction applies:               

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(3)  Per unit price or other underlying value of transaction  computed  pursuant
     to Exchange  Act Rule 0-11 (Set forth the amount of which the filing fee is
calculated and state how it was determined):                          

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(4)  Proposed maximum aggregate value of transaction:                           

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(5)  Total fee paid:                                                            

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[ ] Fee paid previously with preliminary materials.                             

[ ] Check box if any part of the fee is offset as provided  by  Exchange  Act   
   Rule 0-11 (a) (2) and identify the filing for which the  offsetting fee was
   paid  previously.  Identify the previous filing by  registration  statement
number, or the Form or Schedule and the date of its filing.             

1)   Amount previously paid:                                            
                          ------------------------------------------
2)   Form, Schedule or Registration Statement No.:                      
                                                --------------------
3)   Filing Party:                                                      
                ----------------------------------------------------
4)   Date Filed:                                                        
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PRER14C 2nd Page of 23 TOC 1st Previous Next ↓Bottom Just 2nd
 CREATIVE VISTAS, INC.
4909 EAST McDOWELL ROAD, SUITE 100
 PHOENIX, ARIZONA 85008-4293
(602) 225-0504

 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS

 CREATIVE VISTAS, INC.

Dated as of March 12, 2002

To the Stockholders of Creative Vistas, Inc.:                                   

Pursuant to the provisions of the Arizona Revised Statutes, the       
undersigned, being the Secretary of Creative Vistas, Inc., provides that Notice 
is hereby given that a special meeting (the "Meeting") of the stockholders of   
Creative Vistas, Inc., (hereinafter referred to as "CVI" and/or the "Company"), 
an Arizona corporation, will be held at 4909 East McDowell Road, Phoenix,       
Arizona 85008 on April 5, 2002, at 9:00a.m., Mountain Standard Time (MST).      

  The purpose of this meeting is to consider, discuss, vote and act upon a
proposal to amend the Articles of Incorporation of the Company (the "Proposals")
to:                                                                             

1.   increase the authorized number of shares of common stock from    
1,000,000 to 100,000,000; and                               

2.   authorize 50,000,000 shares of preferred stock, no par value.    

    Certain officers, directors and affiliates of the Company cumulatively own
in excess of 94% of the Voting Shares of the Company and have advised the       
Company that they intend to vote in favor of the Proposals.                     

  We are not asking you for a proxy and you are requested not to send one.

  The Board of Directors of the Company believes that the Proposals are in
the best interest of CVI stockholders and recommends their adoption.            

If approved by a majority of the stockholders, it is expected that the
amendments to the Articles of Incorporation will filed with the Arizona         
Corporation Commission as soon as practical following the Special Meeting and   
will become effective upon filing (the "Effective Date").                       

The Company's principal executive office address is 4909 East McDowell
Road, Suite 100, Phoenix, Arizona 85008-4293.                                   

The Company will bear all of the costs of the preparation and       
dissemination of this Information Statement. No consideration has been or will  
be paid to any officer, director, or employee of the Company in connection with 
the proposed changes to the Articles of Incorporation.                          

    If there are any questions or further information is required with respect
to the Information Statement, please contact Mary A. Nance, Treasurer, at 4909  
East McDowell Road, Phoenix, Arizona 85008, 602-225-0504. By order of the Board 
of Directors,                                                                   

  By: /s/ Ronald E. Warnicke
             Ronald E. Warnicke, Secretary

PRER14C 3rd Page of 23 TOC 1st Previous Next ↓Bottom Just 3rd
 Information Statement Pursuant to Section 14C
of the Securities Exchange Act of 1934

 SPECIAL MEETING OF STOCKHOLDERS
To be held April 5, 2002

GENERAL INFORMATION                                                             

This Information Statement is furnished in connection with a Special  
Meeting of Stockholders called by the Board of Directors (the "Board") of       
Creative Vistas, Inc., to be held at 4909 East McDowell Road, Phoenix, Arizona  
85008, and at any and all postponements, continuations or adjournments thereof  
(collectively the "Meeting"). This Information Statement and the accompanying   
Notice of Special Meeting will be first mailed or given to CVI stockholders on  
or about March 12, 2002.                                                        

  All shares of CVI's common stock, par value $0.00 per share (the "Common
Stock"), represented in person will be eligible to be voted at the Meeting.     

WEARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED
 NOT TO SEND US A PROXY.

INTRODUCTION                                                                    

   On January 15, 2002, the Board of Director's approved an Amendment to the
Company's Articles of Incorporation to effectuate an increase in the authorized 
common stock from 1,000,000 shares with no par value to 100,000,000 with no par 
value and the authorization of 50,000,000 shares of no par value preferred      
stock. A copy of the amendment to the Articles of Incorporation is attached to  
this Information Statement as Appendix A.                                       

    There are currently outstanding 1,000,000 shares of voting common stock of
the Company. In order to approve the amendments, a majority of the outstanding  
shares of voting common stock must vote in favor of the amendments. The Board of
Directors anticipates that the majority owners of the Company's common stock    
will vote in favor of the amendments. The Board of Directors has set March 8,   
2002, as the record date for shareholders to vote on the amendments.            

 PURPOSE OF AMENDMENTS

   The Board of Directors believes that it is advisable and in the Company's
best interests to have available additional authorized but unissued shares of   
common and authorized but unissued preferred stock in an amount adequate to     
provide for the Company's future needs. The additional shares will be available 
for issuance from time to time by the Company at the discretion of the Board of 
Directors, normally without further stockholder action (except as may be        
required for a particular transaction by applicable law, requirements of        
regulatory agencies or by stock exchange rules), for any proper corporate       
purpose including, amount other things future mergers or acquisitions of other  
corporations, acquisitions of property or securities of other corporations, or  
any corporate action that would enhance stockholder value.                      

1 

PRER14C 4th Page of 23 TOC 1st Previous Next ↓Bottom Just 4th
EXCHANGE OF DEBT FOR SHARES                                                     

 The Board of Directors has approved the issuance of 9,000,000 shares of
common stock to Miller Capital Corporation and Tudor Investments, LTD Profit    
Sharing Plan, in exchange for administrative services provided to the Company by
Miller Capital Corporation and the cancellation of $51,100 in outstanding debt  
owed by the Company to Miller Capital Corporation and Tudor Investments, LTD    
Profit Sharing Plan that includes $13,700 in loans made to the Company by Miller
Capital Corporation and Tudor Investments, LTD Profit Sharing Plan subsequent to
December 31, 2001. The Company anticipates completing this exchange as soon as  
practicable following the effectiveness of the written consent action to approve
the amendments.                                                                 

NO OTHER ISSUANCES                                                              

    Other than the exchange of shares of common stock for outstanding debt, as
set forth above, the Company presently has no understandings or arrangement     
which would require the issuance of any of the additional shares of common stock
or preferred stock which are proposed to be authorized. Further, there are no   
definitive agreements at this time respecting any merger or consolidation with  
or acquisition of another business, or the sale or liquidation of the Company.  
However, management believes that the increase in the number of authorized      
shares of common stock and the authorization of preferred stock will provide the
Company with the flexibility of having a broader choice in the type and number  
of equity securities available to it for the above and other corporate purposes.

EFFECT ON OWNERSHIP PERCENTAGE OF COMMON STOCK                                  

The following tables briefly summarize the effect of the issuance of  
additional shares in exchange for the outstanding debt.                         

                                                        [Enlarge/Download Table]

                              BEFORE ISSUANCE OF NEW SHARES  AFTER ISSUANCE OF NEW SHARES
                              -----------------------------  ----------------------------
                                Outstanding    Percentage    Outstanding      Percentage 
                                  Shares        Interest        Shares         Interest  
                                  ------        --------        ------         --------  
                                                                                         
Miller Capital Corporation        419,751         41.97%       5,169,741         51.70%  
Tudor Investments LTD Profit                                                             
 Sharing Plan                     474,778         47.48%       4,724,778         47.25%  
Other Shareholders                105,471         10.55%         105,481          1.05%  
                               ----------        ------       ----------        ------   
TOTAL                           1,000,000        100.00%      10,000,000        100.00%  
                               ==========        ======       ==========        ======   

The Company has no operations and no revenue. In the quarter ended December 31, 
2001, the loss per share of common stock was $0.03. Giving effect to the        
issuance of the additional shares in exchange for administrative services and   
outstanding debt, the loss per share of common stock as of December 31, 2001,   
would have been $0.003.                                                         

2 

PRER14C 5th Page of 23 TOC 1st Previous Next ↓Bottom Just 5th
DESCRIPTION OF SECURITIES                                                       

   Each share of outstanding common stock is entitled to one vote. Shares of
common stock do not have preemptive rights.                                     

    The rights, preferences, privileges and limitations of the preferred stock
have not been established, and no series of preferred stock have been           
established. The rights, preferences, privileges and limitations of the         
preferred stock, in one or more series, may be established by the board of      
directors without the approval of the holders of the common stock.              

EFFECT OF ADDITIONAL AUTHORIZED BUT UNISSUED SHARES ON DELAY, DEFER OR          
PREVENT A CHANGE OF CONTROL                                                     

As a result of the amendments, the Company will have approximately    
99,000,000 shares of authorized but unissued and unreserved shares of common    
stock. In addition, the Company will have 50,000,000 authorized but unissued and
unreserved shares of preferred stock. Authorized but unissued common stock may  
be issued for such consideration as the Board of Directors determines to be     
adequate. Issuance of common stock could have a dilutive effect on certain      
shareholders. Shareholders may or may not be given the opportunity to vote on   
the issuance of common stock, depending upon the nature of any such             
transactions, applicable law, the rules and policies of the national securities 
exchange on which the common stock is then trading, if any, and the judgment of 
the Board of Directors. Shareholders have no preemptive rights to subscribe for 
newly issues shares of our capital stock. Having a substantial number of        
authorized an unreserved shares of common stock and preferred stock could have  
the effect of making it more difficult for a third party to acquire a majority  
of our outstanding voting stock. Management could use the additional shares to  
resist a takeover effort even if the terms of the takeover offer are favored by 
a majority of the independent shareholders. This could delay, defer, or prevent 
a change of control.                                                            

 SECURITIES OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT

PRINCIPAL STOCKHOLDERS OF THE COMPANY                                           

    The table below contains information regarding the beneficial ownership of
our common stock as of March 8, 2002, by each stockholder who owns beneficially 
five percent or more of our common stock.                                       

      Beneficial
                               Ownership of               Percent of
Name and Address                   Shares                 Class Owned 
----------------                   ------                 ----------- 

Miller Capital Corporation             419,751                    41.97%        
4909 E McDowell Road                                                            
Phoenix, AZ 85008-4293                                                          

Tudor Investments LTD                                                           
Profit Sharing Plan                    474,778                    48.25%        
1411  North 3rd                                                                 
Phoenix, AZ 85004                                                               

3 

PRER14C 6th Page of 23 TOC 1st Previous Next ↓Bottom Just 6th
BENEFICIAL OWNERSHIP BY MANAGEMENT                                              

  The following table sets forth, as of March 8, 2002, certain information
with respect to the beneficial ownership of shares of Common Stock of certain of
our directors and our President and all directors and executive officers as a   
group.                                                                          

Rudy R. Miller(1)                      419,751                    41.97%        
President, Director                                                             

Ronald E. Warnicke(2)                  474,778                    48.25%        
Vice President, Secretary, Director                                             

Mary A. Nance                           25,000                    .0025%        
Treasurer                                                                       

All directors and executive                                                     
officers as a group (3 people)         919,529                    91.95%        

----------                                                                      
(1)  Shares held of record by Miller Capital Corporation and beneficially owned 
by Rudy R. Miller.                                                    
(2)  Shares held of record by Tudor Investments LTD Profit Sharing Plan and     
beneficially owned by Ronald E. Warnicke                              

FINANCIAL STATEMENTS

   Financial Statements and schedules for the fiscal years ended September 30,
2001 and 2000, and for the fiscal quarter ended December 31, 2001, are set forth
below commencing on page F-1.                                                   

ADDITIONAL INFORMATION

Additional information concerning Creative Vistas, including its Form 
10-KSB statement, which has been filed with the Securities and Exchange         
Commission, may be accessed through the EDGAR archives, at www.sec.gov.         

DATED: Phoenix, Arizona                                                         
March 12, 2002                                                    

                     BY ORDER OF THE BOARD OF DIRECTORS:

                /s/  Rudy R. Miller, President

4 

PRER14C 7th Page of 23 TOC 1st Previous Next ↓Bottom Just 7th
APPENDIX A

ARTICLES OF AMENDMENT TO
ARTICLES OF INCORPORATION OF
 CREATIVE VISTAS, INC.

Pursuant to the provisions of Section  10-1001,  Arizona Revised  Statutes,  the
undersigned  corporation  adopts the  following  Articles  of  Amendment  to its
Articles of Incorporation:                                                      

1.   The name of the corporation is: Creative Vistas, Inc.                      

2.   Pursuant  to  Arizona  Revised  Statutes  Section  10-1003,  the  Board  of
     Directors and the  Shareholders  of the  Corporation  adopted the following
amendment to its Articles of Incorporation:                           

     Article IV, Authorized  Capital, is hereby amended by deleting such article
in its entirety and replacing the deleted Article IV with the following:        

     The  corporation  shall have  authority to issue:  (i) One hundred  million
(100,000,000)  shares of non-assessable  commons stock, having no par value; and
(ii) Fifty million  (50,000,000) shares of preferred stock, having no par value.
Such  shares  may be  issued  by the  Corporation  from  time to time  for  such
consideration as may be fixed by the Board of Directors.                        

     As to the Preferred Stock of the Corporation,  the Board of Directors shall
have the power to issue shares of Preferred Stock without  shareholder  approval
and the Board of Directors  shall determine the class or series of any class and
designations,  voting powers, preferences, and relative participating,  optional
or other rights,  if any, or the  qualifications,  limitations,  or restrictions
thereof.                                                                        

3.   The  amendment  to  the  Articles  of  Incorporation  was  adopted  by  the
     shareholders  of the  corporation  at a meeting on January 15, 2002, in the
manner prescribed by law.                                             

4.   The number of shares of stock  outstanding at the time of such adoption was
     1,000,000  shares,  and  the  number  of  shares  entitled  to  vote on the
amendment was 1,000,000 shares.                                       

5.   The  number of shares of each  class  entitled  to vote  thereon as a class
voted for or against such amendment, respectively, was:               

     CLASS              NUMBER FOR            NUMBER AGAINST
     -----              ----------            --------------
Common Stock            949,519                   zero    

6.   The number of shares of Common Stock cast for the amendment was  sufficient
for approval by that voting group.                                    

DATED: April 5, 2002                                                  

                               CREATIVE VISTAS, INC.

             By:
                                                --------------------------------
                                         Rudy R. Miller, President
ATTESTED                                                              

By:                                                                   
--------------------------------                                
Ronald E. Warnicke, Secretary                                   

5 

PRER14C 8th Page of 23 TOC 1st Previous Next ↓Bottom Just 8th
 FINANCIAL STATEMENTS FOR FISCAL YEAR ENDED SEPTEMEBER 30, 2001.

Independent Accountants' Report                                F-1    

Balance Sheets                                                 F-2    

Statements of Operations                                       F-3    

Statements of Changes in Stockholders' Equity                  F-4    

Statements of Cash Flows                                       F-5    

Notes to Financial Statements                                  F-6    

     The Company's financial statements for the fiscal years ended September 30,
2001 and 2000 have been  audited by the  Company's  independent  accountants  in
accordance with generally accepted auditing standards and prepared in accordance
with generally accepted accounting principles. The Company's quarterly financial
statement for the period ended  December 31, 2001 and 2000 have been reviewed by
the Company's independent accountants.                                          

6 

PRER14C 9th Page of 23 TOC 1st Previous Next ↓Bottom Just 9th
SEMPLE & COOPER, LLP
2700 North Central Avenue, Ninth Floor
Phoenix, Arizona 85004

 INDEPENDENT ACCOUNTANTS' REPORT

To The Stockholders and Board of Directors of Creative Vistas, Inc.             

We have audited the accompanying  balance sheets of Creative Vistas,  Inc. as of
September 30, 2001 and 2000, and the related  statements of operations,  changes
in  stockholders'  equity,  and cash  flows  for the  years  then  ended.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.                                                                     

We  conducted  our audits in  accordance  with  accounting  standards  generally
accepted in the United States of America.  Those standards  require that we plan
and  perform  the  audits to  obtain  reasonable  assurance  about  whether  the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall financial statement  presentation.  We believe our audits
provide a reasonable basis for our opinion.                                     

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Creative Vistas,  Inc. as of
September  30,  2001 and 2000,  and the  results of its  operations,  changes in
stockholders' equity, and its cash flows for the years then ended, in conformity
with accounting principles generally accepted in the United States of America.  

Phoenix, Arizona                                                                
October 18, 2001                                                                

F-1 

PRER14C 10th Page of 23 TOC 1st Previous Next ↓Bottom Just 10th
 CREATIVE VISTAS, INC.
BALANCE SHEETS
 September 30, 2001 and 2000

                                                         2001         2000
                                                         --------     --------
ASSETS

Current Assets:                                                                 
 Cash and cash equivalents (Note 1)                      $  1,091     $    962
                                                         --------     --------

      Total Assets                                       $  1,091     $    962
                                                         ========     ========

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities:                                                            
 Accounts payable                                        $     --     $  1,075
 Notes Payable - related parties (Note 3)                  14,900        7,700
                                                         --------     --------

      Total Current Liabilities                            14,900        8,775
                                                         --------     --------

Stockholders' Equity (Deficit):                                                 
Common stock - no par value; 1,000,000 shares                               
  authorized, issued and outstanding                        7,553        7,553
  Accumulated deficit                                      (21,362)     (15,366)
                                                         --------     --------

       Total Stockholders' Equity (Deficit)                (13,809)      (7,813)
                                                         --------     --------

      Total Liabilities and Stockholders' Equity         $  1,091     $    962
                                                         ========     ========

The Accompanying Notes are an Integral
Part of the Financial Statements

 F-2

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 CREATIVE VISTAS, INC.
STATEMENTS OF OPERATIONS
 For The Years Ended September 30, 2001 and 2000

                                                    2001            2000
                                                   -----------     -----------

Sales                                               $        --     $        -- 

General and Administrative Expenses                       5,996           7,901 
                                                   -----------     -----------

Net Loss from Operations                            $    (5,996)    $    (7,901)
                                                   ===========     ===========

Basic loss per share (Note 1)                       $     (0.01)    $     (0.01)
                                                   ===========     ===========

Weighted Average Common Shares Outstanding            1,000,000       1,000,000 
                                                   ===========     ===========

The Accompanying Notes are an Integral
Part of the Financial Statements

 F-3

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 CREATIVE VISTAS, INC.
 STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
For The Years Ended September 30, 2001 and 2000 

                                                                [Download Table]

                                    Common Stock                        Total     
                               -----------------------  Accumulated  Stockholders'
                                Shares         Amount     Deficit       Equity    
                               ---------     ---------   ---------    ---------   
                                                                                  
Balance at September 30, 1999  1,000,000     $   7,553   $  (7,465)   $      88   

Net loss for the year ended                                                       
 September 30, 2000                   --            --      (7,901)      (7,901)  
                               ---------     ---------   ---------    ---------   

Balance at September 30, 2000  1,000,000         7,553     (15,366)      (7,813)  

Net loss for the year ended                                                       
 September 30, 2001                   --            --      (5,996)      (5,996)  
                               ---------     ---------   ---------    ---------   

Balance at September 30, 2001  1,000,000     $   7,553   $ (21,362)   $ (13,809)  
                               =========     =========   =========    =========   

The Accompanying Notes are an Integral
Part of the Financial Statements

 F-4

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 CREATIVE VISTAS, INC.
STATEMENTS OF CASH FLOWS
For The Years Ended September 30, 2001 and 2000 

                                                          2001          2000
                                                          -------      -------
Increase (Decrease) in Cash and Cash Equivalents:                               

Cash flows from operating activities:                                           
  Net Loss                                                 $(5,996)     $(7,901)
 Decrease in accounts payable                              (1,075)       1,075
                                                          -------      -------

       Net cash used by operating activities                (7,071)      (6,826)
                                                          -------      -------
Cash flows from financing activities:                                           
 Proceeds from notes payable - related parties              7,200        7,700
                                                          -------      -------

      Net cash provided by financing activities             7,200        7,700
                                                          -------      -------

Net increase in cash and cash equivalents                      129          874 

Cash and cash equivalents at beginning of year                 962           88 
                                                          -------      -------

Cash and cash equivalents at end of year                   $ 1,091      $   962 
                                                          =======      =======

The Accompanying Notes are an Integral
Part of the Financial Statements

 F-5

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 CREATIVE VISTAS, INC.
 NOTES TO FINANCIAL STATEMENTS

--------------------------------------------------------------------------------
NOTE 1

 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, NATURE OF
OPERATIONS AND USE OF ESTIMATES 
--------------------------------------------------------------------------------

OPERATIONS                                                                      

Creative Vistas,  Inc., formerly known as Vista Financial  Services,  Inc., is a
Corporation  which was duly formed and organized  under the laws of the State of
Arizona on July 18, 1983. The principal  business  purpose of the Company was to
conduct  secondary  market mortgage loan brokerage  operations and consulting in
the southwestern  region of the United States.  The Company has been essentially
dormant since  approximately  December,  1996 after filing for  protection  from
creditors under Chapter 11 of the U.S. Bankruptcy Code (See Note 2).            

USE OF ESTIMATES                                                                

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent assets and liabilities at the date of the financial  statements,  and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.                               

CASH AND CASH EQUIVALENTS                                                       

For financial accounting  purposes,  cash and cash equivalents are considered to
be all highly liquid investments purchased with an initial maturity of three (3)
months or less.                                                                 

DEFERRED INCOME TAXES                                                           

Deferred  income taxes are provided on an assets and liability  method,  whereby
deferred tax assets are  recognized  for deductible  temporary  differences  and
operating  loss  carryforwards.  Deferred tax  liabilities  are  recognized  for
taxable  temporary  differences.  Deferred tax assets are reduced by a valuation
allowance  when it is more  likely than not that the  carryforwards  will not be
utilized.  Deferred tax assets and  liabilities  are adjusted for the effects of
changes in tax laws and rates on the date of enactment.                         

BASIC LOSS PER SHARE                                                            

Basic loss per share  includes  no dilution  and is computed by dividing  income
available  to  common  stockholders  by the  weighted  average  number of shares
outstanding  for the period.  Diluted  earnings per share reflects the potential
dilution of securities that could share in the earnings of the Company.  Diluted
earnings  per share are not  presented  as no dilutive  potential  common  stock
existed as of September 30, 2001 and 2000.                                      

 F-6

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PENDING ACCOUNTING PRONOUNCEMENTS                                               

In June 2001 the Financial  Accounting  Standards Board adopted Opinion No. 141,
Business Combinations,  and Opinion No. 142, Goodwill and Other Intangibles. The
pronouncements provide for the cessation of the pooling method of accounting for
business  combinations  as well as providing that goodwill and other  intangible
assets that have  indefinite  useful lives will not be amortized but rather will
be tested at least  annually  for  impairment.  The Company has yet to determine
what effect, if any, the adoption of these financial  standards will have on the
financial  statements.  The effective dates for Financial  Accounting  Standards
Nos. 141 and 142 are July 1, 2001 and for fiscal years  beginning after December
15, 2001, respectively.                                                         

In September 2001 the Financial  Accounting  Standards Board adopted Opinion No.
144,  Accounting  for the  Impairment  or Disposal  of  Long-Lived  Assets.  The
pronouncement provides a single,  comprehensive  accounting model for impairment
and disposal of long-lived  assets and discounted  operations.  The Company does
not expect  the  adoption  of the  standards  to have a  material  effect on the
financial statements. The standard is effective for fiscal years beginning after
December 15, 2001.                                                              

FAIR VALUE OF FINANCIAL INSTRUMENTS                                             

Accounts and notes payable are substantially current or bear reasonable interest
rates.  As  a  result,  the  carrying  values  of  these  financial  instruments
approximate fair value.                                                         

--------------------------------------------------------------------------------
NOTE 2
 REORGANIZATION UNDER CHAPTER 11
--------------------------------------------------------------------------------

The Bankruptcy Court confirmed an order approving the Company's Modified Plan of
Reorganization  on July 22,  1996.  An amended  order  approving  the  Company's
Modified  Plan of  Reorganization  was  confirmed  by the  Bankruptcy  Court  on
November 17, 1996.  For financial  reporting  purposes,  however,  the effective
confirmation  date  used  was July  22,  1996,  as the  amendment  to the  order
approving  the  Company's  Modified Plan of  Reorganization  did not  materially
modify the order.                                                               

The amended order approving the Modified Plan of Reorganization provided for the
following:                                                                      

     Assets and Post-Petition  Liabilities - The Company  transferred all assets
     and  post-petition  liabilities  to two (2)  individuals  in  exchange  for
$15,000.                                                              

     Unsecured  Creditors - All  unsecured  creditors  received  $15,000 in full
     satisfaction of all claims, and as such, all pre-petition  indebtedness was
fully satisfied and discharged.                                       

     Equity  Security  Holders - All the issued and  outstanding  common  stock,
     which was  previously  wholly-owned  by Century  Pacific  Corporation,  was
     cancelled  in exchange for two and  one-half  percent  (2.5%) of new common
     shares  issued.  Further,  additional  shares  comprising  two and one-half
     percent  (2.5%) of new  common  shares  issued  was  distributed  under the
     Century  Pacific  Plan  of   Reorganization.   The  remaining  new  shares,
     ninety-five  percent (95%) of new common shares issued, were issued to 4909
     East  McDowell  Joint  Venture in full  satisfaction  of rent which accrued
after September 30, 1996.                                             

 F-7

PRER14C 16th Page of 23 TOC 1st Previous Next ↓Bottom Just 16th
The Company has accounted for its reorganization  using fresh-start  accounting.
All assets and  liabilities  have been restated to reflect their  reorganization
values,  which approximates fair values at the  reorganization  date. Total debt
forgiven amounted to approximately $74,000. Total accumulated deficit eliminated
upon adoption of fresh-start accounting amounted to approximately $429,000.     

--------------------------------------------------------------------------------
NOTE 3
RELATED PARTY TRANSACTIONS
--------------------------------------------------------------------------------

During the years  ended  September  30, 2001 and 2000,  notes  payable - related
parties consists of the following:                                              

                                                       2001             2000
                                                       -------         -------
Note payable to a stockholder,  non-interest                          
      bearing, due on demand; unsecured                $ 7,550         $ 3,850

Note payable to a stockholder, non-interest                           
      bearing, due on demand; unsecured                  7,350           3,850
                                                       -------         -------

                                                       $14,900         $ 7,700
                                                       =======         =======

--------------------------------------------------------------------------------
NOTE 4
INCOME TAXES
--------------------------------------------------------------------------------

At September 30, 2001 and 2000, deferred tax assets consist of the following:   

                                                        2001            2000
                                                       -------         -------

    Net operating loss carryforwards                   $ 5,000         $ 3,600
     Less: valuation allowance                           (5,000)         (3,600)
                                                       -------         -------

                                                       $    --         $    --
                                                       =======         =======

At September 30, 2001 and 2000,  the Company  established a valuation  allowance
equal to the full amount of the  deferred tax assets due to the  uncertainty  of
the utilization of operating losses in future periods.                          

At September  30,  2001,  the Company had federal and state net  operating  loss
carryforwards  in the approximate  amount of $21,400  available to offset future
taxable income through 2021 and 2006, respectively.                             

 F-8

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 FINANCIAL STATEMENTS FOR FISCAL QUARTER ENDED DECEMBER 31, 2001

The Company's financial  statements and schedules for the quarter ended December
31, 2001 and 2000 are included herewith.                                        

Balance Sheets                                                F-10    

Statements of Operations                                      F-11    

Statements of Changes in Stockholders' Equity                 F-12    

Statements of Cash Flows                                      F-13    

Notes to Financial Statements                                 F-14    

 F-9

PRER14C 18th Page of 23 TOC 1st Previous Next ↓Bottom Just 18th
 CREATIVE VISTAS, INC.

BALANCE SHEETS

                                                        [Enlarge/Download Table]

                                                   December 31, 2001  September 30, 2001
                                                   -----------------  ------------------
                                                      (Unaudited)                       
                                                                                        
ASSETS                                                                                  

Current Assets                                                                          
 Cash and Cash Equivalents                             $    903             $  1,091    
                                                       --------             --------    

       Total Assets                                    $    903             $  1,091    
                                                       --------             --------    

LIABILITIES AND SHAREHOLDERS' EQUITY                                                    

Current Liabilities                                                                     
 Accounts Payable                                      $  3,403             $     --    
 Notes Payable- Related Entities                         37,400               14,900    
                                                       --------             --------    

       Total Liabilities                               $ 40,803             $ 14,900    
                                                       ========             ========    

Shareholders' Equity                                                                    
 Common stock, no par value; 1,000,000 shares                                           
  authorized, issued and outstanding                   $  7,553             $  7,553    
 Accumulated deficit                                    (47,453)             (21,362)   
                                                       --------             --------    
                                                        (39,900)             (13,809)   
                                                       --------             --------    
       Total Liabilities and Shareholders' Equity      $    903             $  1,091    
                                                       ========             ========    

F-10

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 CREATIVE VISTAS, INC.

STATEMENTS OF OPERATIONS
 For the Three Months Ended December 31, 2001 and 2000
 (Unaudited)

                                              Three Months Ended
                                                December 31,
                                               -------------------------------
                                                2001                2000
                                               -----------         -----------

Revenue                                         $        --         $        -- 
                                               -----------         -----------
Expenses                                                                        
 Printing                                              173                  --
 Legal                                              22,500                  --
 Accounting                                          3,229               3,085
 Fees                                                  119                 190
 Miscellaneous                                          70                  61
                                               -----------         -----------
      Total Expenses                                26,091               3,336

Net Loss                                        $   (26,091)        $    (3,336)
                                               ===========         ===========

Basic Loss per common share                     $     (0.03)        $        -- 
                                               ===========         ===========
Weighted average number of common shares                                        
outstanding                                      1,000,000           1,000,000
                                               ===========         ===========

F-11

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 CREATIVE VISTAS, INC.

 STATEMENT OF STOCKHOLDERS' EQUITY

                                                        [Enlarge/Download Table]

                                               Common Stock     Additional                  Total     
                                            ------------------   paid-in    Accumulated  Stockholders'
                                            Shares      Amount   capital      Deficit       Equity    
                                            ------      ------   -------      -------       ------    
                                                                                                      
Balance at September 30, 2001 (Audited)    1,000,000    $7,553   $    --     $(21,362)     $(13,809)  

Net loss for the three month period                                                                   
ended December 31, 2001 (Unaudited)               --    $   --   $   --      $(26,091)     $(26,091)  
                                          ----------    ------   -------     --------      --------   

Balance at December 31, 2001 (Unaudited)   1,000,000    $7,553   $    --     $(44,453)     $(39,900)  
                                          ==========    ======   =======     ========      ========   

F-12

PRER14C 21st Page of 23 TOC 1st Previous Next ↓Bottom Just 21st
 CREATIVE VISTAS, INC.

STATEMENTS OF CASH FLOWS
 (Unaudited)

                                                      For the Three Months
                                                        Ended December 31,
                                                       -----------------------
                                                        2001            2000
                                                       --------        -------
Cash Flows from Operating Activities:                                           
  Net Loss                                              $(26,091)       $(3,336)
                                                       --------        -------
Adjustments to Reconcile Net Loss to Net                                        
Cash Used by Operating Activities:                                            
 Increase in Accounts Payable                              3,403         (3,336)
                                                       --------        -------

       Net Cash Used in Operating Activities             (22,688)          (251)
                                                       --------        -------
Increase (Decrease) in Cash and Cash Equivalents:                               

Cash Flows from Financing Activities:                                           
Notes from related entities                              22,500             --
                                                       --------        -------

      Net cash provided by financing activities          22,500             --
                                                       --------        -------
Net increase (decrease) in cash and cash equivalents        (188)          (251)

Cash and cash equivalents at beginning of period           1,091            962 
                                                       --------        -------

Cash and cash equivalents at end of period              $    903        $   711 
                                                       ========        =======
Supplemental Information                                                        
 Income taxes paid                                     $    --         $    --
 Interest paid                                         $    --         $    --

F-13

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 CREATIVE VISTAS, INC.

 NOTES TO FINANCIAL STATEMENTS

NOTE 1 - History and organization of the Company                                

     The Company was  incorporated on July 18, 1983, under the laws of the State
of Arizona as Vista  Financial  Services,  Inc.  The Company was a  wholly-owned
subsidiary of Century Pacific Corporation ("Century Pacific").                  

     In 1993, the Company filed a petition for  reorganization  under Chapter 11
of the  United  States  Bankruptcy  Code (Case No.  B93-05704-PHX-GBN).  Century
Pacific also filed a petition for reorganization  under Chapter 11 of the United
States  Bankruptcy Code. The Bankruptcy  Court confirmed the Company's  modified
plan of reorganization  (the "Plan") on November 27, 1996. Pursuant to the Plan,
the Company's Common Stock previously owned by Century Pacific was exchanged for
two and one-half percent of the post-reorganization Common Stock of the Company.
An additional two and one-half percent of the  post-reorganization  Common Stock
of the Company was distributed  under the Century Pacific plan of reorganization
and the  remaining  ninety-five  percent  was  issued  in  satisfaction  of rent
obligations owing by the Company.                                               

     On March 12, 1997, the Company  changed its name to Creative  Vistas,  Inc.
The Company currently has no operations.                                        

NOTE 2 - Accounting Policies and Procedures                                     

     The unaudited interim consolidated  financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information  and with the  instructions  in Item 310(b) of Regulation
S-B. Accordingly,  they do not include all of the information and notes required
by generally accepted accounting  principles for complete financial  statements.
In the  opinion  of  management,  all  adjustments  (consisting  only of  normal
recurring accruals) considered necessary for a fair presentation have been made.
Operating  results for the  three-month  period ended  December 31, 2001 are not
necessarily  indicative  of the results that may be expected for the year ending
September 30, 2002.                                                             

     Loss per  share is  calculated  by  dividing  income  available  to  common
stockholders by the weighted average number of common shares outstanding.       

No dividends have been paid since inception.                          

NOTE 3 - Going Concern                                                          

     The  company's  financial  statements  are  prepared  using  the  generally
accepted accounting principles applicable to a going concern, which contemplates
the realization of assets and liquidation of liabilities in the normal course of
business.  However, the Company had no operating activities last quarter and has
no current source of revenue.                                                   

F-14

PRER14C Last Page of 23 TOC 1st Previous Next ↓Bottom Just 23rd
     Without  realization  of additional  capital,  it would be unlikely for the
Company to  continue  as a going  concern.  The  Company  currently  has limited
expenses other than legal,  accounting and commissions.  It is management's plan
to seek additional  capital through further equity financings and necessary bank
loans.                                                                          

NOTE 4 - Related Party Transactions                                             

     The Company neither owns nor leases any real or personal  property.  Office
services are provided without charge by an affiliate of the Company.  Such costs
are  immaterial  to the  financial  statements  and  accordingly,  have not been
reflected  therein.  The officers  and  directors of the Company are involved in
other  business  activities  and may,  in the future,  become  involved in other
business  opportunities.  If a specific business  opportunity becomes available,
such  persons  may face a conflict  in  selecting  between the Company and their
other  business  interests.  The  Company  has not  formulated  a policy for the
resolution of such conflicts.                                                   

F-15

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘PRER14C’ Filing	Date	First	Last	Other Filings

	9/30/02	22		10KSB, 10KSB/A
	4/5/02	2	7
	3/12/02	2	6	DEF 14C, PRE 14C
	3/8/02	3	6
Filed on:	3/6/02
	1/15/02	3	7
	12/31/01	4	22	10QSB
	12/15/01	15
	10/18/01	9
	9/30/01	6	20	10KSB
	7/1/01	15
	12/31/00	8	19	10QSB, 10QSB/A
	9/30/00	6	16	10KSB
	3/12/97	22
	11/27/96	22
	11/17/96	15
	9/30/96	15
	7/22/96	15
				List all Filings

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Filing Submission 0001165527-02-500037 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Creative Vistas Inc – ‘PRER14C’ on 3/6/02

On: Wednesday, 3/6/02 · Accession #: 1165527-2-500037 · File #: 0-30585

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Dates Referenced Herein and Documents Incorporated by Reference

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