EXHIBIT 1


                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY



                                    CONTENTS

                                                                  PAGE NO.
                                                                  -------
CONSOLIDATED BALANCE SHEET AS OF MARCH 31, 2000                     F-1

CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE
  MONTHS ENDED MARCH 31, 2000                                       F-2&3

CONSOLIDATED  STATEMENT OF CHANGES IN STOCKHOLDERS'
  EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 2000                  F-4

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE THREE
  MONTHS ENDED MARCH 31, 2000                                       F-5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS
  OF MARCH 31, 2000                                                 F-6




<PAGE>
<TABLE>
<CAPTION>

                                       BLAGMAN MEDIA INTERNATIONAL, INC.
                                                 AND SUBSIDIARY
                                          CONSOLIDATED BALANCE SHEETS

<S>                                                             <C>                        <C>


                                                                     March 31, 2000
                                                                      (Unaudited)              December 31, 1999
                                                                  ---------------------      ---------------------
                                                ASSETS

CURRENT ASSETS

   Cash                                                           $           457,219        $                    -
   Accounts receivable                                                        108,709                       479,054
   Other current assets                                                        22,637                         1,918
   Loan receivable - stockholder                                               42,448                        38,948
                                                                  ---------------------       ---------------------
     Total Current Assets                                                     631,013                       519,920

PROPERTY AND EQUIPMENT - NET                                                   24,359                         6,942
                                                                  ---------------------       ---------------------

TOTAL ASSETS                                                      $           655,372        $              526,862
------------
                                                                  =====================       =====================

                              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

CURRENT LIABILITIES

   Notes and loans payable - current portion                      $           130,152        $               80,152
   Line of credit                                                                   -                        74,713
   Accounts payable and accrued expenses                                      259,244                       460,587
                                                                  ---------------------       ---------------------
     Total Current Liabilities                                                389,396                       615,452

LONG-TERM LIABILITIES

   Notes and loans payable                                                       -                           50,000
                                                                  ---------------------       ---------------------

     Total Liabilities                                                        389,396                       665,452
                                                                  ---------------------       ---------------------

STOCKHOLDERS' EQUITY (DEFICIENCY)
   Common stock, $.001 par value, 100,000,000 shares
    authorized, 13,321,540 and 12,069,873 shares issued
    and outstanding                                                            13,320                        12,070
   Additional paid-in capital                                               1,023,380                        24,630
   Accumulated deficit                                                       (562,390)                     (175,290)
                                                                  ---------------------       ---------------------
                                                                              474,310                      (138,590)
Subscriptions receivable                                                     (208,334)                            -
                                                                  ---------------------       ---------------------

     Total Stockholders' Equity (Deficiency)                                  265,976                      (138,590)
                                                                  ---------------------       ---------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)           $           655,372         $             526,862
-------------------------------------------------------
                                                                  =====================       =====================




                               See accompanying notes to consolidated financial statements.



                                                          F-1
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                          BLAGMAN MEDIA INTERNATIONAL, INC.
                                  AND SUBSIDIARY
                        CONSOLIDATED STATEMENT OF OPERATIONS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2000

                                     (UNAUDITED)
<S>                                                              <C>
REVENUES - NET                                                      $       424,714

COST OF REVENUES                                                            462,580
                                                                   -----------------

GROSS LOSS                                                                  (37,866)
                                                                   -----------------

OPERATING EXPENSES

   Officers' compensation                                                    74,500
   Employee compensation and taxes                                           39,081
   Travel and entertainment                                                  57,920
   Other general and administrative                                          38,698
   Professional fees                                                         91,854
   Rent                                                                       7,628
   Telephone                                                                  6,701
   Advertising                                                               27,237
   Auto                                                                         594
   Depreciation                                                               1,894
                                                                    ----------------
     Total Operating Expenses                                              (346,107)
                                                                    ----------------

(LOSS) INCOME FROM OPERATIONS                                              (383,973)
                                                                    ----------------

OTHER INCOME (EXPENSE)

   Interest expense                                                          (4,039)
   Interest income                                                              912
                                                                    ----------------
     Total Other (Expense)                                                   (3,127)

NET (LOSS)                                                          $       (387,100)
----------
                                                                    =================

Net (loss) per common share - basic and diluted                     $          (0.03)
                                                                    =================

Weighted average number of common shares
  outstanding - basic and diluted                                        12,566,740
                                                                    =================







              See accompanying notes to consolidated financial statements.

</TABLE>

                                          F-2
<PAGE>
<TABLE>
<CAPTION>

                                          BLAGMAN MEDIA INTERNATIONAL, INC. AND SUBSIDIARY
                                     CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                                            FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                                              (UNAUDITED)


<S>                                       <C>            <C>           <C>             <C>           <C>                <C>
                                                                           Additional
                                                    Common Stock             Paid-in    Accumulated    Subscriptions
                                               Shares          Amount        Capital       Deficit       Receivable        Total
                                           -------------   -----------   ------------   ------------   -------------    -----------
Balance, January 1, 1999                     12,069,873     $   12,070    $    24,630    $ (175,290)     $      -       $ (138,590)

Stock issued for cash and subscribed to       1,251,667          1,250        998,750           -          (208,334)       791,666

Net loss, March 31, 2000                           -               -             -         (387,100)            -         (387,100)
                                           -------------   -----------   ------------   ------------    -------------   -----------

BALANCE, MARCH 31, 2000                      13,321,540     $   13,320    $ 1,023,380    $ (562,390)     $ (208,334)    $  265,976
-----------------------                    =============   ===========   ============   ============    =============   ===========


















                                            See accompanying notes to consolidated financial statements.

</TABLE>

                                                                           F-3
<PAGE>
<TABLE>
<CAPTION>

                             BLAGMAN MEDIA INTERNATIONAL, INC.
                                      AND SUBSIDIARY
                            CONSOLIDATED STATEMENT OF CASH FLOWS
                         FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                        (UNAUDITED)


CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                      <C>

   Net (Loss) Income                                                      $     (387,100)
   Adjustments to reconcile net (loss) to net cash
     (used in) operating activities:
   Depreciation                                                                    1,894
   Changes in operating assets and liabilities:
     (Increase) decrease in:
       Accounts receivable                                                       370,395
       Other current assets                                                      (20,719)
       Loan receivable - stockholder                                              (3,500)
     Increase (Decrease) in:
       Accounts payable and accrued expenses                                    (201,343)
                                                                          ---------------
         Net cash (used in) operating activities                                (240,423)
                                                                          ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:

   Purchase of property and equipment                                            (19,311)
                                                                          ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:

   Proceeds from stock issuance                                                  791,666
   Line of credit repayment                                                      (74,713)
                                                                          ---------------
     Net cash provided by financing activities                                   716,953
                                                                          ---------------

NET INCREASE IN CASH                                                             457,219

CASH - BEGINNING OF PERIOD                                                            -
                                                                          ---------------

CASH - END OF PERIOD                                                      $      457,219
--------------------
                                                                          ===============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for - Interest                                $        4,039
                                                                          ===============








                See accompanying notes to consolidated financial statements.

</TABLE>

                                            F-4
<PAGE>

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)


NOTE 1         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION
------         -----------------------------------------------------------

               (A) Organization

                    Blagman Media International, Inc. (the "Company") was formed
               on January 29, 1999 upon  incorporation  from a sole partnership.
               The Company is a global direct response marketing and advertising
               agency that produces response-driven  infomercials,  and provides
               product placement,  media buying,  medical marketing,  production
               and syndication of television  programming,  and other associated
               transactional media business pursuits.

                    On August 2, 1999 one  hundred  percent  of the  issued  and
               outstanding common stock of Blagman Media International, Inc. was
               acquired by Unisat,  Inc.  in a  transaction  accounted  for as a
               recapitalization  of Blagman Media  International,  Inc.  Unisat,
               Inc.   subsequently   changed   its   name   to   Blagman   Media
               International, Inc. (See Note 10)

               (B) Basis of Presentation

                    The accompanying  unaudited  financial  statements have been
               prepared  in  accordance  with  generally   accepted   accounting
               principles  and the rules and  regulations  of the Securities and
               Exchange  Commission  for  interim  financial  information.   The
               accompanying consolidated financial statements do not include the
               statement of  operations or cash flows for the three months ended
               March 31, 1999 since the Company operations for this period  were
               immaterial.

               (C) Principles of Consolidation

                    The accompanying  consolidated  financial statements include
               the accounts of the Company and its wholly owned subsidiary.  All
               significant  inter-company  transactions  and balances  have been
               eliminated in consolidation.

               (D) Use of Estimates

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

               (E) Cash and Cash Equivalents

                    For  purposes  of the  cash  flow  statements,  the  Company
               considers all highly liquid investments with original  maturities
               of  three  months  or less at the  time  of  purchase  to be cash
               equivalents.

               (F) Fair Value of Financial Instruments

                                       F-5
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)

                    Statement  of  Financial   Accounting   Standards  No.  107,
               "Disclosures about Fair Value of Financial Instruments", requires
               disclosures  of  information  about  the fair  value  of  certain
               financial instruments for which it is practicable to estimate the
               value.  For  purposes  of this  disclosure,  the fair  value of a
               financial  instrument is the amount at which the instrument could
               be exchanged in a current  transaction  between  willing  parties
               other than in a forced sale or liquidation.

                    The carrying amounts of the Company's  accounts  receivable,
               loan receivable,  accounts payable and accrued  liabilities,  and
               notes  and  loans  payable,  approximates  fair  value due to the
               relatively short period to maturity for these instruments.

               (G) Property and Equipment

                    Property and equipment  are stated at cost and  depreciated,
               using  accelerated  methods over the  estimated  economic  useful
               lives of 5 to 7 years.  Expenditures  for maintenance and repairs
               are  charged to  expense  as  incurred.  Major  improvements  are
               capitalized.

               (H) Revenue Recognition

                    The Company  recognizes  revenue from the sale of media time
               to  advertising   clients  when  the  related   advertisement  is
               broadcasted.  In addition,  they earn  commissions  in connection
               with the  procurement  of media  time on  behalf  of  advertising
               clients.  Such  commissions are also  considered  earned when the
               underling advertisement is broadcasted. Additionally, the Company
               has entered into  contractual  agreements with other  advertising
               firms to share  revenues  based  upon the  terms of the  specific
               agreements.   The  income   produced  by  these   revenue-sharing
               contracts are recognized as media or commission  income depending
               upon the nature of the income earned from the agreement.

               (I) Income Taxes

                    The Company  accounts for income  taxes under the  Financial
               Accounting  Standards  Board  Statement of  Financial  Accounting
               Standards  No.  109  "Accounting  for Income  Taxes"  ("Statement
               109").  Under Statement 109,  deferred tax assets and liabilities
               are recognized for the future tax  consequences  attributable  to
               differences  between the financial  statement carrying amounts of
               existing assets and  liabilities and their  respective tax bases.
               Deferred tax assets and  liabilities  are measured  using enacted
               tax rates  expected  to apply to  taxable  income in the years in
               which those temporary differences are expected to be recovered or
               settled.  Under  Statement 109, the effect on deferred tax assets
               and  liabilities of a change in tax rates is recognized in income
               in the period that includes the enactment date.

               (J) Concentration of Credit Risk

                    The Company  maintains  its cash in bank  deposit  accounts,
               which, at times, may exceed federally insured limits. The Company
               has not  experienced  any losses in such accounts and believes it
               is not  exposed to any  significant  credit risk on cash and cash
               equivalents.

                                       F-6
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)

               (K) Earnings (Loss) Per Share

                    Net  income  (loss) per  common  share for the three  months
               ended March 31, 2000 is computed based upon the weighted  average
               common  shares  outstanding  as defined by  Financial  Accounting
               Standards No. 128, "Earnings Per Share". Common stock equivalents
               at March 31, 2000 have not been  included in the  computation  of
               diluted   earnings   per  share   since  the   effect   would  be
               anti-dilutive.  At March 31, 2000 there were 100,000 common stock
               options   outstanding  which  could  potentially   dilute  future
               earnings per share.

               (L) Segment Information

                    The  Company  follows  Statement  of  Financial   Accounting
               Standards No. 131  "Disclosures  about  Segments of an Enterprise
               and Related Information." During the three months ended March 31,
               2000,  the  Company  only  operated  in one  segment,  therefore,
               segment disclosure has not been presented.

               (M) Recent Accounting Pronouncements

                    The Financial Accounting Standards Board has recently issued
               several  new  accounting   pronouncements.   Statement  No.  133,
               "Accounting for Derivative  Instruments and Hedging  Activities",
               as amended by  Statement  No.  137,  establishes  accounting  and
               reporting  standards  for  derivative   instruments  and  related
               contracts and hedging activities. This statement is effective for
               all fiscal  quarters  and fiscal years  beginning  after June 15,
               2000. The Company believes that its adoption of pronouncement No.
               133,  as amended by No. 137,  will not have a material  effect on
               the Company's financial position or results of operations.

               (N) Stock Options

                    In  accordance   with  Statement  of  Financial   Accounting
               Standards  No. 123,  "Accounting  For Stock  Based  Compensation"
               ("SFAS  123"),  the  Company  has  elected to  account  for Stock
               Options issued to a loan guarantor in accordance with SFAS 123.

NOTE 2         LOAN RECEIVABLE - STOCKHOLDER
------         -----------------------------

               The loans are uncollateralized and non-interest bearing.

NOTE 3         PROPERTY AND EQUIPMENT
------         ----------------------

               The following is a summary of property and equipment at March 31:

                  Computer equipment                            $        21,660
                  Furniture and fixtures                                 15,270
                  Office equipment                                       12,882
                                                                  --------------
                                                                         49,812

                  Less: Accumulated depreciation                        (25,453)
                                                                  --------------
                         Property and equipment - net            $       24,359
                                                                  ==============

               Depreciation expense was $1,894 for the period ended
               March 31, 2000.

                                       F-7
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)


NOTE 4         NOTES AND LOANS PAYABLE
------         -----------------------

               The  following  schedule  reflects  notes and loans payable at
               March 31, 2000:

               Note payable, interest at 6% due March 31, 2001.
                In addition, the Company provided an option to
                purchase up to 100,000 shares of common stock,
                at $0.25 per share, at any time until September
                1, 2000.  (See Note 6)                                $   50,000

               Note payable - related party, due on demand with
                no interest.                                              66,545

               Loan payable, interest at 9.5%, due on demand.             13,607
                                                                     -----------
                                                                         130,152

               Less current portion                                      130,152
                                                                     -----------

               Notes and loans payable - no current                   $       -
                                                                     ===========

NOTE 5         LINE OF CREDIT
------         --------------

                    The Company had a line of credit  agreement with a bank that
               provided that it could borrow up to $75,000 at 2% over Prime. The
               line matured on February 7, 2000 and all  principal  and interest
               due was paid.


NOTE 6         EQUITY
------         ------

               (A) Common Stock Issuance

                    The  Company   issued  50,000  shares  of  common  stock  as
               consideration for services. The shares were valued, for financial
               accounting  purposes,  at $.25 per  share,  based upon the quoted
               trading  price  at the  grant  date,  resulting  in a  consulting
               expense of $12,500.

               (B) Common Stock Offering

                    On February 16, 2000, the Board of Directors agreed to offer
               up to 1,250,000 shares of common stock, pursuant to Regulation D,
               Section 4(6) of the Securities Act of 1933, as amended,  at $0.80
               per share.  The offer was fully  subscribed  to by March 31, 2000
               and $791,666 of the total  subscription  of  $1,000,000  had been
               received.

               (C) Stock Options Granted Under Loan Guarantee Agreement

                    For options  issued in connection  with a note (See Note 4),
               the Company applies SFAS 123. Accordingly,  a loan fee of $16,000
               was charged to operations in the year ended December 31, 1999.

                                       F-8
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)

                    For financial statement disclosure purposes and for purposes
               of valuing stock options issued to new employees, the fair market
               value of each stock option granted estimated on the date of grant
               using the Black-Scholes  Options-Pricing Model in accordance SFAS
               123, using the following weighted-average  assumptions:  expected
               dividend yield of 0%, risk-free rate of 5.2%,  volatility of 180%
               and expected term of one year.

                    A summary of the options under the loan guarantee  agreement
               as of March 31, 2000 is presented below:
<TABLE>
<CAPTION>
<S>                                                            <C>                   <C>

                                                                      Number of         Weighted Average
                                                                       Options           Exercise Price
                                                                  ------------------    ------------------
               Stock Options

                 Balance at beginning of period                            100,000      $          0.25
                 Granted                                                      -                    -
                 Exercised                                                    -                    -
                 Forfeited                                                    -                    -
                                                                  ------------------     -----------------
                 Balance at end of period                                  100,000      $          0.25
                                                                  ==================     =================

               Options exercisable at end of period                        100,000      $          0.25

               Weighted average fair value of options
                granted during the year                                       -         $          -

</TABLE>
<TABLE>
<CAPTION>

                    The  following  table  summarizes  information  about  stock
               options outstanding at March 31, 2000:
<S>  <C>              <C>                 <C>                <C>               <C>                    <C>

                            Options Outstanding                                           Options Exercisable
-----------------------------------------------------------------------------     ------------------------------------
                                               Weighted

                                                Average           Weighted             Number             Weighted
        Range of            Number             Remaining          Average          Exercisable at         Average
        Exercise        Outstanding at        Contractual         Exercise             March              Exercise
         Price          March 31, 2000           Life              Price              31, 2000             Price
      -------------    -----------------    ----------------    -------------     -----------------    ---------------

      $     0.25           100,000             0.50 Year         $   0.25             100,000           $    0.25

</TABLE>

                                       F-9
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)


NOTE 7         COMMITMENTS AND CONTINGENCIES
------         -----------------------------

(A)            Operating Lease

                    On February 29, 2000,  the Company  entered into a new lease
               agreement for corporate offices. The lease term is for 37 months.
               The monthly base rent is $9,089 commencing March 1, 2000. Minimum
               annual rentals under this lease are as follows:

                       Years Ending
                         March 31           Amount
                       ------------      -----------
                           2001          $  109,068
                           2002             109,068
                           2003             109,068
                           2004              18,178

               (B) Consulting Agreements

                    On December 2, 1999,  the Company  entered  into a six-month
               agreement   with  a   consulting   firm  to  provide   management
               consulting,   business  advisory,  shareholder  information,  and
               public  relations  advice.  The agreement calls for  compensation
               based on proposed fees for services to be rendered.

                    On December 1, 1999,  the Company  entered  into a five-year
               agreement  with a consultant  where the  consultant  will provide
               advisory  business   services.   The  agreement  called  for  the
               consultant to receive 25,000 shares of the Company's common stock
               upon execution of the agreement,  and an additional 25,000 shares
               upon  expiration  of each quarter year during the first year term
               to an aggregate of 100,000 shares.  None of the above shares were
               issued.  On March 21, 2000, the parties entered into a settlement
               agreement  and mutual  release and the Company  will issue 50,000
               shares of common stock as consideration after March 31, 2000.

               (C) Legal Actions

                    On April 1, 1999,  a Nevada  Corporation  filed suit against
               the  Company,  its  former  Chairman  of the  Board  and a former
               director in the Second  Judicial  District  Court of the State of
               Nevada,  in and for the County of Washoe.  In the complaint,  the
               plaintiff  alleged  intentional   interference  with  contractual
               relations  between  the Company  and a third  party,  intentional
               interference  with prospective  economic  advantage,  conspiracy,
               unfair  business  practices,  breach of  fiduciary  duty,  unjust
               enrichment,  rescission of contract,  incomplete  accounting  and
               permanent  injunction.  On February  7, 2000,  the parties to the
               legal  action  stipulated  that  the  alleged  complaints  in the
               lawsuit be dismissed without prejudice.

NOTE 8         CONCENTRATIONS
------         --------------

                    Approximately   73%  of  revenues   were  derived  from  two
               customers for the period ended March 31, 2000.  Approximately 46%
               and 19% of accounts  receivable  was due from two customers as of
               March 31, 2000.


                                       F-10
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)


NOTE 9         INCOME TAXES
------         ------------

                    In  1998,  the  Company  was a  sole-proprietorship  and the
               proprietor was responsible for all taxes personally.

                    There was no income tax (benefit) for the three months ended
               March 31, 2000 as the Company incurred a loss.

                    The tax effects of temporary  differences  that gave rise to
               significant proportions of deferred tax assets and liabilities at
               March 31, 2000 are as follows:

               Deferred tax assets:
                 Net operating loss carryforward              $    172,700
                                                              -------------
                    Total gross deferred tax assets                172,700
               Less valuation allowance                           (172,700)
                                                              -------------

               Net deferred tax assets                        $         -
                                                              =============

                    At March 31,  2000,  the  Company had a net  operating  loss
               carryforward of  approximately  $508,000 for U.S.  Federal income
               tax purposes  available to offset future taxable income  expiring
               on various dates beginning in 2016 through 2018.

                    The valuation allowance at January 1, 2000 was $32,370.  The
               net change in the  valuation  allowance  during the period  ended
               March 31, 2000 was an increase of approximately $140,330.

NOTE 10        BUSINESS COMBINATIONS
-------        ---------------------

               (A) Acquisition and Recapitalization - Unistat, Inc.

                    Under  a  Stock   Exchange   Agreement   (the   "Agreement")
               consummated  on August  2,  1999,  Unisat,  Inc.,  ("Unisat"),  a
               non-reporting  public  shell  with no  operations  at that  time,
               acquired one hundred percent of the issued and outstanding common
               stock  (9,000,000  shares) of Blagman Media  International,  Inc.
               ("Blagman")  in exchange for  8,200,000  shares of the $0.001 par
               value common stock of Unisat.  As a result of the  exchange,  the
               Company  became a  wholly  owned  subsidiary  of  Unisat  and the
               stockholders  of Blagman  become  stockholders  of  approximately
               sixty-eight  percent of  Unisat.  Generally  Accepted  Accounting
               Principles require that the Company whose  shareholders  retain a
               majority  interest  in a business  combination  be treated as the
               acquiror for accounting  purposes.  As a result, the exchange was
               treated  as  an   acquisition   of  Unisat  by  Blagman,   and  a
               recapitalization of Blagman. The Company's consolidated financial
               statements immediately following the acquisition were as follows:
               (1) The  Balance  Sheet  consists  of  Blagman's  net  assets  at
               historical  cost and Unisat's net assets at  historical  cost and
               (2) the Statement of Operations includes Blagman's operations for
               the period  presented  and Unisat's  operations  from the date of
               acquisition.  The Company  filed an  amendment to its articles of
               incorporation  to change its name from  Unisat,  Inc.  to Blagman
               Media International, Inc.

                                       F-11
<PAGE>
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                 AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              AS OF MARCH 31, 2000
                                   (UNAUDITED)


NOTE 11        SUBSEQUENT EVENTS
-------        -----------------

               (A) Acquisition and Recession Agreements

                    Under   a  Stock   Exchange   Agreement   (the   "Agreement)
               consummated in 2000, the Company was to acquire Mullinger Media &
               Communications,  Ltd.  ("MMC") in exchange for 600,000  shares of
               Series A  Preferred  Stock  of the  Company.  As a result  of the
               exchange,  MMC would have become a wholly owned subsidiary of the
               Company. Subsequent thereto, the Company rescinded this agreement
               for failure of consideration and other deficiencies.

               (B) Stock Exchange Agreement

                    Pursuant  to  a  Stock  Exchange  Agreement  (the  "Exchange
               Agreement")  dated as of April 20,  2000  between the Company and
               the  shareholders  of MNS Eagle Equity Group I, Inc.  ("MSN"),  a
               Nevada Corporation, approximately 89.9% of the outstanding shares
               of common  stock of which is held by (10) MNS  shareholders  were
               exchanged  for 50,000  shares of common  stock of the Company and
               $100,000 cash in a transaction  in which the Company  effectively
               became the parent corporation of MNS.

                    The Exchange  Agreement was adopted by the unanimous consent
               of the Board of  Directors  of the  Company  and MNS on April 20,
               2000.  No approval of the  shareholders  of either the Company or
               MNS is required under applicable state corporate law.








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