<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2002

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                         COMMISSION FILE NUMBER: 0-27729

                               ZAP.COM CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


        STATE OF NEVADA                                    C-76-0571159
   (State or other jurisdiction of                        (I.R.S. Employer
   incorporation or organization)                        Identification No.)


 100 MERIDIAN CENTRE, SUITE 350
          ROCHESTER, NY                                      14618
(Address of principal executive offices)                   (Zip Code)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (585) 242-2000

INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS REQUIRED
TO BE FILED BY SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING
THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS
REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING
REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO__.

NUMBER OF SHARES OUTSTANDING (LESS TREASURY SHARES) OF THE REGISTRANT'S COMMON
STOCK, PAR VALUE $0.001 PER SHARE, ON MAY 1, 2002: 50,004,474
<PAGE>
                               ZAP.COM CORPORATION
                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
<S>                                                                                                  <C>
PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

         Condensed Balance Sheets as of March 31, 2002 (Unaudited) and
          December 31, 2001.......................................................................... 3

         Unaudited Condensed Statements of Operations for the Three Months Ended
          March 31, 2002 and 2001.................................................................... 4

         Unaudited Condensed Statements of Cash Flows for the Three Months Ended
          March 31, 2002 and 2001.................................................................... 5

         Notes to Unaudited Condensed Financial Statements........................................... 6

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
 CONDITION AND RESULTS OF OPERATIONS................................................................. 8

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK................................. 11


PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.........................................................................  12
ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.................................................  12
ITEM 3.  DEFAULTS UPON SENIOR SECURITIES...........................................................  12
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.......................................  12
ITEM 5.  OTHER INFORMATION.........................................................................  12
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K..........................................................  12

SIGNATURES.........................................................................................  13

EXHIBITS...........................................................................................  14
</TABLE>


                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS AND NOTES

                               ZAP.COM CORPORATION

                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                        MARCH 31,         DECEMBER 31,
                                                                                          2002               2001
                                                                                      ------------       ------------
                                                                                       (Unaudited)
<S>                                                                                   <C>                <C>
ASSETS:
Current assets:
   Cash and cash equivalents ...............................................            $2,164,053         $2,167,133
   Interest receivable .....................................................                 3,263              6,194
   Prepaid assets ..........................................................                18,169             25,997
                                                                                      ------------       ------------
      Total current assets .................................................             2,185,485          2,199,324
Property and equipment, net of accumulated depreciation of $1,697 and $1,545                 2,570              2,722
                                                                                      ------------       ------------
      Total assets .........................................................            $2,188,055         $2,202,046
                                                                                      ============       ============

LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
   Accounts payable ........................................................          $     26,946       $      6,115
   Accrued liabilities .....................................................               109,252            103,501
                                                                                      ------------       ------------
      Total current liabilities ............................................               136,198            109,616
                                                                                      ------------       ------------

COMMITMENTS & CONTINGENCIES

STOCKHOLDERS' EQUITY:
Preferred stock, $0.01 par value, 150,000,000 shares authorized, 0 shares
   issued and outstanding as of March 31, 2002 and December 31, 2001 .......                    --                 --
Common stock, $.001 par value, 1,500,000,000 shares authorized; 50,004,474
   shares issued and outstanding as of March 31, 2002 and December 31, 2001                 50,004             50,004
Additional paid in capital .................................................            10,052,515         10,052,515
Additional paid in capital - warrants ......................................               743,234            743,234
Accumulated deficit ........................................................            (8,793,896)        (8,753,323)
                                                                                      ------------       ------------
   Total stockholders' equity ..............................................             2,051,857          2,092,430
                                                                                      ------------       ------------
   Total liabilities and stockholders' equity ..............................          $  2,188,055       $  2,202,046
                                                                                      ============       ============
</TABLE>

    The accompanying notes are an integral part of these condensed financial
    statements.


                                       3
<PAGE>
                               ZAP.COM CORPORATION

                  UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                        FOR THE                FOR THE
                                                  THREE MONTHS ENDED     THREE MONTHS ENDED
                                                        MARCH 31,             MARCH 31,
                                                          2002                   2001
                                                      ------------           ------------
<S>                                               <C>                     <C>
Revenues ...................................          $         --           $        171
Cost of revenues ...........................                    --                     --
                                                      ------------           ------------
   Gross income ............................                    --                    171
Operating expense (income):
   Sales and marketing .....................                    --                 18,222
   General and administrative ..............                49,521                280,568
   Contract termination settlement .........                    --               (402,586)
                                                      ------------           ------------
      Total operating expense (income) .....                49,521               (103,796)
                                                      ------------           ------------
      (Loss) income from operations ........               (49,521)               103,967
Interest income ............................                 8,948                 32,761
                                                      ------------           ------------
(Loss) income before income taxes ..........               (40,573)               136,728
Income taxes ...............................                    --                     --
                                                      ------------           ------------
Net (loss) income ..........................          $    (40,573)          $    136,728
                                                      ============           ============

Per share data (basic and diluted):

Net (loss) income per share ................          $       0.00           $       0.00
                                                      ============           ============
Weighted average number of common shares and
  common share equivalents outstanding .....            50,004,474             50,004,474
                                                      ============           ============
</TABLE>

    The accompanying notes are an integral part of these condensed financial
    statements.


                                       4
<PAGE>
                               ZAP.COM CORPORATION

                  UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                FOR THE                FOR THE
                                                           THREE MONTHS ENDED     THREE MONTHS ENDED
                                                                MARCH 31,             MARCH 31,
                                                                  2002                  2001
                                                               -----------           -----------
<S>                                                        <C>                    <C>
Cash flows used in operating activities:
   Net (loss) income ................................          $   (40,573)          $   136,728
   Adjustments to reconcile net (loss) income to
      net cash used in operating activities:
      Depreciation and amortization .................                  152                 2,717
      Changes in assets and liabilities:
        Decrease in interest receivable .............                2,931                 2,399
        Decrease in prepaid expenses ................                7,828               142,047
        Increase (decrease) in accounts payable .....               20,831              (165,215)
        Increase (decrease) in accrued liabilities ..                5,751              (634,106)
                                                               -----------           -----------
           Total adjustments ........................               37,493              (652,158)
                                                               -----------           -----------
      Net cash used in operating activities .........               (3,080)             (515,430)
                                                               -----------           -----------

Cash flows provided by financing activities:

   Amounts due to stockholder and affiliates ........                   --               287,342
                                                               -----------           -----------
      Net cash flows provided by financing activities                   --               287,342
                                                               -----------           -----------

Net change in cash and cash equivalents .............               (3,080)             (228,088)
Cash and cash equivalents at beginning of period ....            2,167,133             2,761,169
                                                               -----------           -----------
Cash and cash equivalents at end of period ..........          $ 2,164,053           $ 2,533,081
                                                               ===========           ===========
</TABLE>

    The accompanying notes are an integral part of these condensed financial
    statements.


                                       5
<PAGE>
                               ZAP.COM CORPORATION

                NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1. SUMMARY OF OPERATIONS AND BASIS OF PRESENTATION

          The unaudited condensed financial statements included herein have been
prepared by Zap.Com Corporation ("Zap.Com" or the "Company") without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission
("SEC"). The financial statements reflect all adjustments that are, in the
opinion of management, necessary to fairly present such information. All such
adjustments are of a normal recurring nature. Although Zap.Com believes that the
disclosures are adequate to make the information presented not misleading,
certain information and footnote disclosures, including a description of
significant accounting policies normally included in financial statements
prepared in accordance with generally accepted accounting principles, have been
condensed or omitted pursuant to such rules and regulations. These unaudited
condensed financial statements should be read in conjunction with the financial
statements and the notes thereto included in Zap.Com's latest Annual Report on
Form 10-K filed with the SEC. The results of the operations for the fiscal
quarter from January 1, 2002 to March 31, 2002 are not necessarily indicative of
the results for any subsequent quarter or the entire fiscal year ending December
31, 2002.

Business Description

         Zapata Corporation ("Zapata") formed Zap.Com for the purpose of
creating and operating a global network of independently owned web sites. In
April 1999, Zap.Com announced its plan to establish the ZapNetwork by connecting
web sites through a proprietary multi-functional, portal-like Internet banner
known as the ZapBox. Zap.Com intended to distribute advertising and e-commerce
opportunities over this network. From its inception on April 2, 1998 through
November 12, 1999, Zap.Com operated as a wholly owned subsidiary of Zapata. In
November 1999, Zapata and two of its directors invested $10 million of equity in
Zap.Com. On November 12, 1999, Zapata distributed to its stockholders 477,742
shares of Zap.Com common stock, leaving Zapata as the holder of approximately 98
percent of Zap.Com's outstanding common stock. On November 30, 1999, Zap.Com's
stock began to trade on NASD's OTC Electronic Bulletin Board under the symbol
"ZPCM," establishing Zap.Com as a separate public company.

During 1999 and 2000, Zap.Com engaged primarily in the research and
investigation of the Internet industry, the development of the Company's
business model, the establishment of strategic relationships to provide Internet
connectivity and technology systems to support the ZapNetwork, the development
of the ZapBox and the Zap.Com homepage, the filing of patent and trademark
applications and the solicitation of web sites to join the ZapNetwork.

         On December 15, 2000, the Zap.Com Board of Directors concluded that
Zap.Com's operations were not likely to become profitable in the foreseeable
future and therefore, it was in the best interest of the Company and its
stockholders to cease all Internet operations. Since that date, Zap.Com has
terminated all salaried employees, all signed agreements with web site owners
who joined the ZapNetwork, and all third party contractual relationships entered
into in connection with its Internet business. The Company had no other
significant activities during 2001 other than completing the termination of its
Internet operations and complying with its reporting requirements under the
Securities Exchange Act of 1934.

         During the remainder of 2002, Zap.Com's principal activities are
expected to be exploring methods to enhance stockholder value. Zap.Com is likely
to search for assets or businesses that it can acquire so that it can become an
operating company. Zap.Com may also consider developing a new business suitable
for its situation. Currently, Zap.Com does not have any existing business
operations other than maintaining its status as a public entity.

         Management believes that it has sufficient resources to satisfy its
existing and contingent liabilities and its anticipated operating expenses for
at least the next twelve months.


                                       6
<PAGE>
Reclassifications

         In order to conform to the 2002 presentation, certain amounts in the
2001 financial statements have been reclassified.

NOTE 2. CONTRACT TERMINATION SETTLEMENT

         Based on the Board resolution to terminate Internet operations, certain
contracts entered into by the Company during its development stage were deemed
to have no future value to the company. Accordingly, the Company recognized the
expenses and associated accrued liabilities in the fourth quarter of 2000. In
March of 2001, the Company favorably settled its disputes over two of its
contracts. The Company reversed previous accruals of $403,000 as income
resulting from the settlement amounts being less than the associated accrued
liabilities.

NOTE 3. RELATED PARTY TRANSACTIONS

         Since its inception, the Company has utilized the services of the
management and staff of its majority stockholder, Zapata Corporation, under a
shared services agreement that allocated these costs on a percentage of time
basis. Zap. Com also subleases its office space in Rochester, New York from
Zapata Corporation. Under the sublease agreement, annual rental payments are
allocated on a cost basis. Zapata Corporation has waived its rights under the
shared services agreement to be reimbursed for these expenses since May 1, 2000.
As a result, no allocations were made in the three month periods ended March 31,
2002 and 2001. Due to the Company's ceasing Internet operations in 2000, the
costs that would have been incurred by the Company are considered minimal.

NOTE 4. ACCOUNTING PRONOUNCEMENTS

         In July 2001, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 141 Business
Combinations" and No. 142 "Goodwill and Other Intangible Assets." SFAS No. 141
requires that all business combinations be accounted for under the purchase
method only and that certain acquired intangible assets in a business
combination be recognized as assets apart from goodwill. SFAS No. 142 requires
that ratable amortization of goodwill be replaced with periodic tests of the
goodwill's impairment and that intangible assets other than goodwill be
amortized over their useful lives. SFAS No. 141 is effective for all business
combinations initiated after June 30, 2001. The provisions of SFAS No. 142 are
effective for all fiscal years beginning after December 15, 2001, and was
adopted by the Company January 1, 2002. The adoption of SFAS No. 141 and No. 142
did not have a material effect on the Company's financial position or its
results of operations.


                                       7
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS

         CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. This document contains
certain "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of
the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The
Company intends such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995, and includes this statement for purposes of such
safe harbor provisions. Forward-looking statements, which are based upon certain
assumptions and describe future plans, strategies and expectations of the
Company, are generally identifiable by use of the words like "may," "will,"
"should," "expect," "anticipate," "estimate," "plan," "intend," "believe,"
"predicts," potential," "continue" and the negative of such terms or other
similar or comparable terminology. Although we believe that the expectations
reflected in the forward-looking statements are reasonable, we cannot assure you
that our expectations will be correct. These statements involve known and
unknown risks, uncertainties and other factors that may cause our actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance, or
achievements expressed or implied by these forward-looking statements. These
risks are qualified in their entirety by cautionary language and risk factors
set forth in the Company's filings with the Securities and Exchange Commission
(SEC), including the Company's 2001 Annual Report on Form 10-K.

GENERAL

         Zap.Com Corporation ("Zap.Com" or the "Company") was founded by Zapata
Corporation (NYSE: ZAP) in April 1998 as a Nevada corporation. Zap.Com's
principal corporate offices are located at 100 Meridian Centre, Suite 350,
Rochester, New York 14618.

         Zapata formed Zap.Com for the purpose of creating and operating a
global network of independently owned web sites. In April 1999, Zap.Com
announced its plan to establish the ZapNetwork by connecting web sites through a
proprietary multi-functional, portal-like Internet banner known as the ZapBox.
Zap.Com intended to distribute advertising and e-commerce opportunities over
this network.

         In November 1999, Zapata and two of its directors invested $10 million
of equity in Zap.Com. On November 12, 1999, Zapata distributed to its
stockholders 477,742 shares of Zap.Com common stock, leaving Zapata as the
holder of approximately 98% of Zap.Com's outstanding common stock. On November
30, 1999, Zap.Com's stock began to trade on NASD's OTC Bulletin Board under the
symbol "ZPCM," establishing Zap.Com as a separate public company.

         During 1999 and 2000, Zap.Com engaged primarily in the research and
investigation of the Internet industry, the development of the Company's
business model, the establishment of strategic relationships to provide Internet
connectivity and technology systems to support the ZapNetwork, the development
of the ZapBox and the Zap.Com homepage, the filing of patent and trademark
applications and the solicitation of web sites to join the ZapNetwork. Zap.Com
also registered shares with the SEC, and registered or qualified for offering
the shares for offering and sale in 18 states so that it could offer these
shares to web site owners as an incentive to join the ZapNetwork. Zap.Com also
registered 30,000,000 shares under a shelf registration statement for the
purpose of offering shares in business acquisitions.

         During 2000, Zap.Com entered into agreements with 10 web sites to join
its network. The Company, however, did not recognize any material revenue during
2000 or establish a source of revenue. On December 15, 2000, the Zap.Com Board
of Directors concluded that Zap.Com's operations were not likely to become
profitable in the foreseeable future and therefore, it was in the best interest
of the Company and its stockholders to cease all Internet operations. Since that
date, Zap.Com has terminated all salaried employees, all signed agreements with
web site owners who joined the ZapNetwork, and all third party contractual
relationships entered into in connection with its Internet business.

         During the remainder of 2001, Zap.Com's principal activities are
expected to be exploring methods to enhance stockholder value. Zap.Com is likely
to search for assets or businesses that it can acquire so that it can become


                                       8
<PAGE>
an operating company. Zap.Com may also consider developing a new business
suitable for its situation. Currently, Zap.Com does not have any existing
business operations, other than maintaining its status as a public entity.

         In pursuing acquisitions, the Company will have broad discretion in
identifying and selecting both the industries and the possible acquisition
candidates within those industries that it will acquire. The Company has not
identified a specific industry on which it initially intends to focus and has no
present plans, proposals, arrangements or understandings with respect to the
acquisition of any specific business. There can be no assurance that the Company
will be able to identify or successfully complete any acquisitions.

         The Company has no preference as a general matter as to whether to
issue shares of common stock or cash in making acquisitions and it may use
either shares of its common stock or cash, or a combination thereof. The form of
the consideration that the Company uses for a particular acquisition will depend
upon the form of consideration that the sellers of the business require and the
most advantageous way for the Company to account for, or finance the
acquisition. To the extent the Company uses common stock for all or a portion of
the consideration to be paid for future acquisitions, existing stockholders may
experience significant dilution.

         In order to effect an acquisition, Zap.Com may need additional
financing. There is no assurance that any such financing will be available, or
available on terms favorable or acceptable to the Company. In particular,
potential third party equity investors may be unwilling to invest in Zap.Com due
to Zapata's voting control over Zap.Com and the significant potential for
dilution of a potential investor's ownership in the Company's common stock.
Zapata's voting control may be unattractive because it makes it more difficult
for a third party to acquire the Company even if a change of control could
benefit the Company's stockholders by providing them with a premium over the
then current market price for their shares. If the Company raises additional
funds through the issuance of equity, equity-related or debt securities, these
securities may have rights, preferences or privileges senior to those of the
rights of Zap.Com's common stockholders, who would then experience dilution.

         In general, any new business development is difficult, and the
Company's particular realities impose significant constraints that make such an
undertaking even more difficult. These constraints include the following: the
need to acquire or develop the business without paying substantial cash or
taking on significant debt; the handicap of not having actively traded stock to
use to procure this business; the requirement that, after launch, the business
will need a significant capital investment to fund its initial operations; and
the requirement that the new business immediately produce a positive cash flow.

RESULTS OF OPERATIONS

         For the three months ended March 31, 2002, Zap.Com recorded a net loss
of $41,000 as compared to net income of $137,000 for the three months ended
March 31, 2001. Since inception (which commenced on April 2, 1998), Zap.Com has
incurred a cumulative net loss of $8.8 million, including $743,000 in non-cash
charges associated with warrants issued to American Internetwork Sports and all
of the costs associated with the development and implementation of the
ZapNetwork, the ZapBox, and the public registration of Zap.Com's common stock.

         For the three months ended March 31, 2002 as compared to the three
months ended March 31, 2001, operations consisted of the following:

         Revenues - Zap.Com did not generate any significant revenue for the
quarters ended March 31, 2002 and 2001, nor does it presently have any business
from which it may generate revenue in the future.

         Cost of revenues - For the quarters ended March 31, 2002 and 2001, the
Company incurred no costs of revenue as a result of ceasing all Internet
operations.

         Sales and marketing - Sales and marketing expenses consist primarily of
customer fulfillment and media relation costs. For the quarter ended March 31,
2002, the Company incurred no sales and marketing expenses, a decrease of
$18,000 from the comparative quarter in 2001, reflecting the elimination of
media relations and customer fulfillment activity as a result of ceasing all
Internet operations.

         General and administrative -- General and administrative expenses
consist primarily of legal and accounting services, salaries and wages, printing
and filing costs, depreciation and amortization, and various other costs.
General and administrative expenses for the quarter ended March 31, 2002 was
$50,000 as compared to $281,000 for the


                                       9
<PAGE>
quarter ended March 31, 2001. This decrease is a direct result of the decision
to cease all Internet operations and terminate all salaried employees. General
and administrative expenses for 2001 were comprised of insurance expense and
payroll costs for an officer of the Company who was retained through the closing
process.

         Contract Termination Settlement - During the first quarter of 2001, the
Company favorably settled its disputes over two of its contracts and reversed
previous accruals of $403,000 as income resulting from the settlement amounts
being less than the associated accrued liabilities. The original expenses and
accruals were recorded during the fourth quarter of 2000 after the Board
resolution to terminate Internet operations, and certain contracts entered into
by the Company during its development stage were deemed to have no future value
to the Company.

         Interest Income - Interest income is generated on cash reserves which
are invested in short-term U.S. Government Agency securities. Interest earned
for the quarter ended March 31, 2002 and 2001 was $9,000 and $33,000,
respectively. The decreased interest income for 2002 was primarily a result of
significantly lower interest rates on short-term U.S. Government Agency
securities as compared to rates in 2001, as well as declining cash reserves
available for investment.

LIQUIDITY AND CAPITAL RESOURCES

         As of March 31, 2002, Zap.Com has not generated any significant revenue
since its inception. As a result, the Company's primary source of liquidity has
been its initial capitalization and thereafter the interest income generated on
cash reserves invested in short-term US Government Agency securities.

         In November 1999, Zapata contributed to Zap.Com $8,000,000 in cash and
forgave $1,000,000 in inter-company debt. Also in November 1999, two Zapata
directors, Malcolm Glazer (who beneficially owns 47 percent of Zapata's
outstanding common stock) and Avram Glazer, contributed $1,100,000 in cash as
payment for 550,000 shares of Zap.Com common stock.

         Since its inception, the Company has utilized services of the
management and staff and office space of its majority stockholder, Zapata
Corporation, under a shared services agreement that allocated these management
costs. Effective May 1, 2000, Zapata has waived its rights under the services
agreements to be reimbursed these costs. Should Zapata not renew its waiver,
Zap.Com may incur future obligations under the shared services agreement.

         Zap.Com currently has effective a shelf registration statement on Form
S-1, covering 30,000,000 of common stock which Zap.Com may issue from time to
time as payment for all or some portion of the purchase price for one or more
acquisitions of companies, businesses or assets. In order to effect an
acquisition, however, Zap.Com may need additional financing. There is no
assurance that any such financing will be available or available on the terms
favorable or acceptable to the Company.

         Zap.Com believes that is has sufficient resources to satisfy its
existing and contingent liabilities and its anticipated operating expenses for
the next twelve months. Until such time as a business combination is
consummated, Zap.Com expects these expenses to consist mainly of legal and audit
fees and expenses incurred in connection with its filing obligations as a
publicly traded company. The Company has no commitments for capital expenditures
and foresees none, except for possible future acquisitions.

Cash Flows From Operating Activities

         Cash used in operating activities was $3,000 for the three months ended
March 31, 2002 as compared to $515,000 for the same period in 2001. The decrease
in cash used in operating activities resulted from the net loss partially offset
by the timing of payments related to certain payables and accrued liabilities.

Cash Flows From Financing Activities

         For the three months ended March 31, 2002, the Company had no cash
provided by financing activities as compared to $287,000 for the same period in
2001. The decrease in cash flows from financing activities in the current
quarter represents the lack of payments made by Zapata on behalf of Zap.Com as
compared to the previous quarter.


                                       10
<PAGE>
Critical Accounting Policies

         The preparation of financial statements requires management to make
estimates and assumptions that affect amounts reported therein. The estimates
that require management's most difficult, subjective or complex judgments are
described below. The critical judgments impacting the financial statements
include valuation allowances for deferred income taxes and the impairment of
assets. In each situation, management is required to make estimates about the
effects of matters, or future events that are inherently uncertain.
Specifically, in its assessment of impairment of assets, management made
estimates of the fair values based upon forecasted revenues and operations. In
addition, as the Company does not anticipate generating revenues or taxable
income in the foreseeable future, management has reduced its deferred tax assets
to an amount that it believes is more likely than not to be realized. The
Company used what it believes are reasonable assumptions and where applicable,
established valuation techniques in making its estimates.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Market risks relating to Zap.Com's operations result primarily from
changes in interest rates. Zap.Com invests its cash and cash equivalents in
short-term US Government Agency securities with maturities generally not more
than 90 days.


                                       11
<PAGE>
                          PART II. - OTHER INFORMATION


Item 1.  LEGAL PROCEEDINGS

         None.

Item 2.  CHANGES IN SECURITIES

         None.

Item 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.

Item 5.  OTHER INFORMATION

         None.

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits:

                  11       Statement Regarding Computation of Per Share
                           Earnings

         (a)      Reports on Form 8-K:
                  None.


                                       12
<PAGE>
SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                                             ZAP.COM CORPORATION
                                                                    (Registrant)

May 3, 2002
                                               By: /s/ LEONARD DISALVO
                                                   -----------------------
                                                       (Vice President and
                                                       Chief Financial Officer)


                                       13