<PAGE>   1

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  FORM 10-QSB/A
                     AMENDMENT NO. 2 TO REPORT ON FORM 10-Q

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

        For the quarterly period ended June 30, 2000

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

        For the transition period from _____________ to _____________.

                         Commission File No.: 000-27777

                        Blagman Media International, Inc.
             (successor registrant to MNS Eagle Equity Group I Inc.)
             ------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)

               Nevada                                       95-472-9314
    ------------------------------                     ----------------------
   (State or other jurisdiction of                       (I.R.S. Employer
    incorporation or organization)                     Identification Number)

       1901 Avenue of the Stars,
      Suite 1710, Los Angeles, CA                               90067
----------------------------------------                      ----------
(Address of Principal Executive Offices)                      (Zip Code)

        Registrant's telephone number, including area code: 310.788.5444

           Securities registered pursuant to Section 12(b) of the Act:

                                      NONE

           Securities registered pursuant to Section 12(G) of the Act:

                         COMMON STOCK --$.001 PAR VALUE


        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 [ ]

        State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 14,426,340 shares of common
stock as of June 30, 2000

       Transitional Small Business Disclosure Format (check one): YES [ ] NO [X]


<PAGE>   2

                              PURPOSE OF AMENDMENT

This Amendment to the Report on Form 10-Q for the period ended June 30, 2000 is
being amended to conform the filing with the disclosure and audited financial
statements for the year ended December 31, 2001.

In particular, the Amendment reflects 761,083 shares issued for compensation and
not recorded during the quarter ended June 30, 2000. The issuance was identified
during the audit for the year ended December 31, 2000. The disclosure in the
Amendment is now consistent with the financial information for the year ended
December 31, 2000 and is being filed as an amendment to allow for accurate
comparative analysis when the report for the quarter ended June 30, 2001 is
filed.

All of the 761,083 shares were issued and have been recorded as compensation or
as additional professional and consulting fees. However, during the period, in
separate entries, a portion of those professional and consulting fees were
recorded as officers compensation rather than as professional and consulting
fees. This adjustment has also been made and accounted for in the Amendment. As
a result, the Amendment reflects a reduction in employee compensation and taxes
and an increase in professional and consulting fees which, when fully recorded,
results in changes in the Statement of Operations, the Balance Sheet and the
Consolidated Statement of Cash Flow and the related Notes. Conforming changes
have been reflected in the Management's Discussion and Analysis of Results of
Operations.


<PAGE>   3

                                      INDEX

                        BLAGMAN MEDIA INTERNATIONAL, INC.


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

     Item 1. Financial Statements

             Independent Accountants' Report ...................................     1

             Consolidated Balance Sheet as of June 30, 2000 (unaudited) ........     2

             Consolidated Statements of Operations for the Six Months
             and Three Months Ended June 30, 2000 and 1999 (unaudited) .........     3

             Consolidated Statement of Changes in Stockholders' Equity
             for the Six Months Ended June 30, 2000 (unaudited) ................     4

             Consolidated Statement of Cash Flows for the Six Months Ended
             June 30, 2000 and 1999 (unaudited) ................................     5

             Notes to Consolidated Financial Statements as of June 30, 2000
             (unaudited) .......................................................     6

     Item 2. Management's Discussion and Analysis of
             Results of Operations .............................................    15

PART 2. OTHER INFORMATION

     Item 1.  Legal Proceedings ................................................    19

     Item 2.  Changes in Securities and Use of Proceeds ........................    19

     Item 3.  Default Upon Senior Securities ...................................    19

     Item 4.  Submission of Matters to a Vote of Security Holders ..............    19

     Item 5.  Other Information ................................................    19

     Item 6.  Exhibits and Reports on Form 8-K .................................    19
</TABLE>



                                       i
<PAGE>   4

ITEM 1.                 BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                        CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000

<TABLE>
<CAPTION>
CONTENTS

<S>      <C>      <C>
 PAGE      1      INDEPENDENT ACCOUNTANTS' REPORT

 PAGE      2      CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2000 (UNAUDITED)


 PAGE      3      CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS AND
                  THREE MONTHS ENDED JUNE 30, 2000 AND 1999 (UNAUDITED)


 PAGE      4      CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR
                  THE SIX MONTHS ENDED JUNE 30, 2000 (UNAUDITED)


 PAGE      5      CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED
                  JUNE 30, 2000 AND 1999 (UNAUDITED)

 PAGES   6 - 14   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2000
                  (UNAUDITED)
</TABLE>


<PAGE>   5

INDEPENDENT ACCOUNTANTS' REPORT



To the Board of Directors of:
 Blagman Media International, Inc.


We have reviewed the accompanying consolidated balance sheet of Blagman Media
International, Inc. and Subsidiaries as of June 30, 2000 and the related
consolidated statements of operations for the six and three months then ended
and changes in stockholders' equity and cash flows for the six months then
ended. These financial statements are the responsibility of the Company's
management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.




WEINBERG & COMPANY, P.A.



Boca Raton, Florida
August 10, 2000
(Except for Note 6 and the revised Statement of Operations, Balance Sheet and
Consolidated Statement of Cash Flow as to which the date is February 22, 2001)


<PAGE>   6

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                               AS OF JUNE 30, 2000


ASSETS
<TABLE>
<CAPTION>
                                                            June 30, 2000      December 31,
                                                             (Unaudited)          1999
                                                             -----------       -----------
<S>                                                          <C>               <C>
CURRENT ASSETS
  Cash                                                       $   199,679       $        --
  Accounts receivable                                            116,077           479,054
  Other current assets                                            28,053             1,918
  Note receivable -- stockholder                                  75,000                --
  Loan receivable -- stockholder                                  31,321            38,948
                                                             -----------       -----------
    Total Current Assets                                         450,130           519,920

PROPERTY AND EQUIPMENT -- NET                                     69,424             6,942
                                                             -----------       -----------

TOTAL ASSETS                                                 $   519,554       $   526,862
                                                             ===========       ===========

                    LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

CURRENT LIABILITIES
  Notes and loans payable -- current portion                 $    80,152       $    80,152
  Line of credit                                                      --            74,713
  Accounts payable and accrued expenses                          227,989           460,587
                                                             -----------       -----------
    Total Current Liabilities                                    308,141           615,452

LONG-TERM LIABILITIES
  Notes and loans payable                                         50,000            50,000
                                                             -----------       -----------

    Total Liabilities                                            358,141           665,452
                                                             -----------       -----------

STOCKHOLDERS' EQUITY (DEFICIENCY)
  Common stock, $.001 par value, 100,000,000
   shares authorized, 15,426,340 and
   12,069,873 shares issued and outstanding                       15,427            12,070
  Common stock to be issued (5,033 shares)                             5                --
  Additional paid-in capital                                   2,524,488            24,630
  Accumulated deficit                                         (2,363,173)         (175,290)
                                                             -----------       -----------
                                                                 176,747           138,590
Subscriptions receivable                                         (15,334)               --
                                                             -----------       -----------

    Total Stockholders' Equity (Deficiency)                      161,413          (138,590)
                                                             -----------       -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)      $   519,554       $   526,862
                                                             ===========       ===========
</TABLE>


          See accompanying notes to consolidated financial statements.



                                        2
<PAGE>   7

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                       For The Six        For The Six      For The Three      For The Three
                                                       Months Ended      Months Ended       Months Ended       Months Ended
                                                      June 30, 2000      June 30, 1999     June 30, 2000      June 30, 1999
                                                       (Unaudited)        (Unaudited)       (Unaudited)        (Unaudited)
                                                       ------------       -----------       ------------       -----------
<S>                                                   <C>                <C>               <C>                <C>
REVENUES -- NET                                        $    948,642       $ 1,349,828       $    523,928       $   906,911

COST OF REVENUES                                            789,999           952,909            327,419           594,479
                                                       ------------       -----------       ------------       -----------

GROSS PROFIT                                                158,643           396,919            196,509           312,432
                                                       ------------       -----------       ------------       -----------

OPERATING EXPENSES
  Officers' compensation                                    586,500            85,226            512,000            33,847
  Employee compensation and taxes                           123,098            97,677             84,017            76,095
  Travel and entertainment                                  131,804                --             73,884                --
  Other general and administrative                          102,106            10,648             63,408             7,658
  Professional and consulting fees                        1,031,085            10,020            939,231             5,000
  Rent                                                       38,244            16,541             30,616             7,089
  Telephone                                                  15,476             7,927              8,775             3,304
  Advertising                                               123,067                --             95,830                --
  Auto                                                        8,360             4,616              7,766             2,221
  Depreciation                                                4,316                --              2,422                --
                                                       ------------       -----------       ------------       -----------
    Total Operating Expenses                              2,164,056           232,655          1,817,949           135,214
                                                       ------------       -----------       ------------       -----------

(LOSS) INCOME FROM OPERATIONS                            (2,005,413)          164,264         (1,621,440)          177,218
                                                       ------------       -----------       ------------       -----------

OTHER INCOME (EXPENSE)
  Subsidiary acquisition cost                              (179,220)               --           (179,220)               --
  Interest expense                                           (6,441)           (4,191)            (2,402)           (2,906)
  Interest income                                             3,191               719              2,279               399
                                                       ------------       -----------       ------------       -----------
    Total Other (Expense)                                  (182,470)           (3,472)          (179,343)           (2,507)
                                                       ------------       -----------       ------------       -----------

NET (LOSS) INCOME                                      $ (2,187,883)      $   160,792       $ (1,800,783)      $   174,711
                                                       ============       ===========       ============       ===========

Net (loss) income per common share --
  basic and diluted                                    $      (0.17)             0.02              (0.13)             0.02
                                                       ============       ===========       ============       ===========

Weighted average number of common shares
  outstanding -- basic and diluted                       13,140,048         8,200,000         13,865,353         8,200,000
                                                       ============       ===========       ============       ===========
</TABLE>


          See accompanying notes to consolidated financial statements.



                                       3
<PAGE>   8

               BLAGMAN MEDIA INTERNATIONAL, INC. AND SUBSIDIARIES
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                     FOR THE SIX MONTHS ENDED JUNE 30, 2000
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                     Common Stock To Be  Additional
                                  Common Stock             Issued         Paid-in       Accumulated   Subscriptions
                                Shares       Amount    Shares  Amount     Capital         Deficit       Receivable       Total
                              ----------    -------     -----    ---     ----------     -----------      --------      -----------
<S>                           <C>           <C>      <C>       <C>       <C>            <C>           <C>              <C>
Balance, January 1, 2000      12,069,873    $12,070        --     --     $   24,630     $  (175,290)     $     --      $  (138,590)

Stock issued for cash and
  subscribed to                2,000,000      2,000        --     --      1,110,500              --       (15,334)       1,097,166

Stock issued for
  compensation and services    1,311,500      1,312        --     --      1,310,188              --            --        1,311,500

Stock issued in MNS
  Acquisition                     44,967         45        --     --         71,253              --            --           71,298

Stock to be issued in MNS
  Acquisition                         --         --     5,033      5          7,917              --            --            7,922

Net loss, June 30, 2000               --         --        --     --             --      (2,187,883)           --       (2,187,883)
                              ----------    -------     -----    ---     ----------     -----------      --------      -----------

BALANCE, JUNE 30, 2000        15,426,340    $15,427     5,033      5      2,524,488     $(2,363,173)     $(15,334)     $   161,413
                              ==========    =======     =====    ===     ==========     ===========      ========      ===========
</TABLE>


          See accompanying notes to consolidated financial statements.



                                       4
<PAGE>   9

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                    For The Six      For The Six
                                                                    Months Ended    Months Ended
                                                                   June 30, 2000    June 30, 1999
                                                                    -----------       ---------
<S>                                                                <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (Loss) Income                                                 $(2,187,883)      $ 160,792
  Adjustments to reconcile net (loss) income to net cash (used
    in) provided by operating activities:
  Depreciation                                                            4,316              --
  Stock based acquisition cost of subsidiary                             79,220              --
  Stock issued for compensation and services                          1,311,500              --
  Changes in operating assets and liabilities:
    (Increase) decrease in:
      Accounts receivable                                               362,977           8,362
      Other current assets                                              (26,135)             --
      Loan receivable -- stockholder                                      7,627           5,079
    Increase (Decrease) in:
      Accounts payable and accrued expenses                            (232,598)        (56,821)
                                                                    -----------       ---------
        Net cash (used in) provided by operating activities            (680,976)        117,412
                                                                    -----------       ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                                    (66,798)             --
  Note receivable stockholder                                           (75,000)             --
                                                                    -----------       ---------
        Net cash used in investing activities                          (141,798)             --
                                                                    -----------       ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from stock issuance                                        1,097,166              --
  Repayment of loans                                                         --          (3,760)
  Line of credit - net                                                  (74,713)          9,988
                                                                    -----------       ---------
        Net cash provided by financing activities                     1,022,453           6,228
                                                                    -----------       ---------

NET INCREASE IN CASH                                                    199,679         123,640

CASH -- BEGINNING OF PERIOD                                                  --          67,342
                                                                    -----------       ---------

CASH -- END OF PERIOD                                               $   199,679       $ 190,982
                                                                    ===========       =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for -- Interest                         $     6,441       $   4,191
                                                                    ===========       =========
</TABLE>


          See accompanying notes to consolidated financial statements.



                                       5
<PAGE>   10

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 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 proprietorship. 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)

        During the quarter ended June 30, 2000 the Company acquired one hundred
        percent of MNS Eagle Equity Group I, Inc., an inactive development stage
        company incorporated in Nevada. (See Note 10(B))

        (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.

        (C) PRINCIPLES OF CONSOLIDATION

        The accompanying consolidated financial statements include the accounts
        of the Company and its subsidiaries. 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.



                                       6
<PAGE>   11

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)

        (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

        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 underlying 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



                                       7
<PAGE>   12
                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)

        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.

        (K) EARNINGS (LOSS) PER SHARE

        Net income (loss) per common share for the six months ended June 30,
        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 June 30, 2000 have not been included in the
        computation of diluted earnings per share since the effect would be
        anti-dilutive.

        At June 30, 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 six months ended June 30, 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 Statements No. 137
        and 138, 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 and 138, will not have a material effect
        on the Company's financial position or results of operations.



                                       8
<PAGE>   13

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)

        (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  NOTE AND LOAN RECEIVABLE - STOCKHOLDER

        The note receivable from stockholder is due on September 30, 2000 and
        bears interest at 8% per annum.

        The loan receivable from stockholder is uncollateralized and
        non-interest bearing.

NOTE 3  PROPERTY AND EQUIPMENT

        The following is a summary of property and equipment at June 30, 2000:

<TABLE>
<S>                                           <C>
Computer equipment                            $ 38,401
Furniture and fixtures                          42,560
Office equipment                                13,461
Leasehold improvements                           2,876
                                              --------
                                                97,298
Less: Accumulated depreciation                 (27,875)
                                              --------
Property and equipment - net                  $ 69,423
                                              ========
</TABLE>

        Depreciation expense was $4,316 for the period ended June 30, 2000.

NOTE 4  NOTES AND LOANS PAYABLE

        The following schedule reflects notes and loans payable at June 30,
        2000:

<TABLE>
        <S>                                                                               <C>
        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 -- non-current                                            $      --
                                                                                          =========
</TABLE>



                                       9
<PAGE>   14

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)

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 2,000,000 shares of common stock for cash totaling
        $1,097,166.

        The Company issued 1,311,500 shares of common stock for compensation,
        consulting and legal services having a fair value of $1,311,500 based
        upon the per share fair value at the issuance date.

        In connection with its acquisition of MNS Eagle, the Company issued
        44,967 shares of common stock and will issue another 5,033 shares having
        an aggregate fair value of $79,220. (See Note 10(B)).

        (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 June 30, 2000 and $984,666 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.

        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 June
        30, 2000 is presented below:



                                       10
<PAGE>   15

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                      Weighted
                                                      Average
                                         Number of    Exercise
                                          Options      Price
                                          -------      -----
<S>                                       <C>          <C>
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>

        The following table summarizes information about stock options
        outstanding at June 30, 2000:

<TABLE>
<CAPTION>
                           Options Outstanding                           Options Exercisable
        ---------------------------------------------------------    ---------------------------
                                         Weighted
           Range         Number          Average        Weighted        Number         Weighted
            of         Outstanding      Remaining        Average      Exercisable      Average
         Exercise      at June 30,     Contractual      Exercise      at June 30,      Exercise
           Price          2000             Life           Price          2000           Price
        ----------    -------------   -------------    ----------    ------------    -----------
        <S>              <C>          <C>                <C>            <C>             <C>
         $ 0.25           100,000      0.25 Years         $ 0.25         100,000         $ 0.25
</TABLE>

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:

<TABLE>
<CAPTION>
                       Years Ending June 30:                Amount
                      -------------------------         ---------------
                      <S>                               <C>
                                2001                     $ 109,068
                                2002                       109,068
                                2003                        90,890
</TABLE>



                                       11
<PAGE>   16

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)


        (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
        called 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 June 30,
        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 83% of revenues were derived from three customers for the
        period ended June 30, 2000. Approximately 92% of accounts receivable
        were due from four customers having balances an excess of 10% as of June
        30, 2000.

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 six months ended June 30, 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 June 30, 2000 are
        as follows:



                                       12
<PAGE>   17

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)


<TABLE>
<S>                                       <C>
Deferred tax assets:
  Net operating loss carryforward         $ 781,040
                                          ---------
     Total gross deferred tax assets        781,040
Less valuation allowance                   (781,040)
                                          ---------

Net deferred tax assets                   $      --
                                          =========
</TABLE>

        At June 30, 2000, the Company had a net operating loss carryforward of
        approximately $2,297,200 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 June 30, 2000 was an
        increase of approximately $748,670.

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.

        (B) STOCK EXCHANGE AGREEMENT

        Pursuant to a Stock Exchange Agreement (the "Exchange Agreement") dated
        as of April 20, 2000, as amended, between the Company and the
        shareholders of MNS Eagle Equity Group I, Inc. ("MNS"), a Nevada
        Corporation, 100% of the outstanding shares of



                                       13
<PAGE>   18

                        BLAGMAN MEDIA INTERNATIONAL, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000
                                   (UNAUDITED)

        common stock held by the MNS shareholders were exchanged for 50,000
        shares of common stock of the Company having a fair value of $79,220 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.

        At the date of the acquisition MNS Eagle was an inactive public shell
        corporation with no assets or liabilities. Therefore, the cost of
        acquiring MNS was not attributable to an intangible asset or goodwill,
        but was accounted for as a charge to operations and classified as an
        other deduction on the statement of operations in the account,
        subsidiary acquisition costs.

        (C) ACQUISITION AND RESCISSION 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.




                                       14
<PAGE>   19


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


GENERAL

        Blagman Media International, Inc. (the "Company") was incorporated on
January 29, 1999 as a successor to a sole proprietorship. 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 products.

        Under a Stock Exchange Agreement (the "Agreement") consummated on August
2, 1999, Unisat, Inc., ("Unisat"), a non-reporting public entity with no
operations at that time, acquired one hundred percent of the issued and
outstanding common stock (9,000,000 shares) of the Company 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 the Company become stockholders of approximately sixty-eight
percent of Unisat. Generally Accepted Accounting Principles require that the
entity 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 the Company, and a recapitalization
of the Company.

        Pursuant to a Stock Exchange Agreement (the "Exchange Agreement") dated
as of April 20, 2000, as amended, between the Company and the shareholders of
MNS Eagle Equity Group I, Inc. ("MNS"), a Nevada corporation, 100% of the
outstanding shares of common stock held by the MNS shareholders were to be
exchanged for 50,000 shares of common stock of the Company having a fair value
of $79,220 and $100,000 cash in a transaction in which the Company effectively
became the parent corporation of MNS. At June 30, 2000, 89.9% of the shares had
been exchanged and the remainder were exchanged in July.

        On April 20, 2000, the Company filed an interim report on Form 8-K as
successor to MNS and assumed MNS' reporting status. The transition of the name
change of the Securities and Exchange Commission file from MNS to the Company is
currently in process.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999

        Net Revenues (principally from advertising placements, commissions and
revenue sharing arrangements) for the three month period ended June 30, 2000
decreased from $906,911 to $523,928 (42%). The reduction was principally the
result of the loss of a major insurance company account, which had accounted for
advertising placements of more than $4,000,000 for the Company, when that
insurer was acquired by another insurer which then ceased all



                                       15
<PAGE>   20

advertising efforts. The acquisition occurred in late 1999 but the change in
advertising policy fully impacted the Company commencing in the second quarter
of 2000. The decrease in revenues of $382,982 (42%) was also reflected in gross
profits, which decreased from $312,432 to $196,509 or $115,923 (37%). The
changes in gross profit approximates the changes in revenues since the nature of
the Company's business provides margins which tend to be proportionate to its
revenues. For the comparable six month periods in 2000 and 1999, net revenues
were $948,642 in 2000 and $1,349,828 in 1999, representing a $401,186 (30%)
decrease. This decrease was also principally related to the loss of the
insurance client when it was acquired by another insurer.

        The decrease in revenues as well as a $1,682,735 (1145%) increase in
total operating expenses from $135,214 during the three months ended June 30,
1999 to $1,817,949 for the three months ended June 30, 2000 resulted in a loss
(before other expenses of $179,343) in 2000 of $1,621,440 compared to operating
income of $177,218 for the three month period in 1999 or a 1008% decrease in
operating results. During the three months ended June 30, 2000, the Company
issued 1,311,500 common shares as additional compensation to officers and as
compensation to professionals. Under GAAP, the Company is required to record
these amounts as a compensation expense based on the market price of the
Company's shares on the date of issuance, even though no cash payments were
made. As a result, the Company recorded $436,500 in additional officer
compensation and $875,000 in additional professional and consulting fees
("Non-Cash Compensation").

        The increase in operating costs also resulted from the Company's shift
to a public entity which accounted for a $59,831 increase in cash professional
fees and a $129,634 aggregate increase in travel, entertainment and other
general and administrative expenses during the three month period ended June 30,
2000 as compared to the same period in 1999. In addition, the Company
experienced aggregate increases from $122,556 to $302,504 (245%) in cash
compensation to officers and in other compensation related costs, rents,
advertising and related items, all in connection with the expanded operating
requirements and the need for additional operating staff since certain
executives were required to devote a substantial portion of their time to the
public aspects of the Company rather than to day-to-day sales and marketing
activities for the Company.

COST OF REVENUES

        Cost of revenues (principally consisting of media acquisition and
airtime costs) for the three months ended June 30, 2000 decreased from $594,479
to $327,419 representing a decrease of $267,060 (45%) primarily due to the
impact of the loss of the large insurance company account. As a general matter,
the Company incurs media costs in direct proportion to operating revenues and,
therefore, the decrease in costs was related to the decrease in advertising
revenues. For the six months ended June 30, 2000, the cost of revenues decreased
from $952,909 to $789,999 representing a decrease of $162,910 (17%), again, due
primarily to the reduced media purchases because of the loss of the large
insurance company account.



                                       16
<PAGE>   21

GENERAL AND ADMINISTRATIVE EXPENSES

        Total general and administrative expenses increased from $135,214 to
$1,817,949 (1245%) for the three month period ended June 30, 2000 and from
$232,655 to $2,146,056 (830%) for the six months ended June 30, 1999 and 2000
respectively. The increase consisted principally of the $1,311,500 of Non-Cash
Compensation and services and the increase in cash professional fees from $5,000
to $59,831 for the three months and $10,020 to $146,065 for the six months ended
June 30, 1999 and 2000 respectively. Cash expenditures increased in each
category to accommodate the public company requirements and the expanded
staffing and overhead costs to accommodate the public status and the sales and
advertising personnel added when certain executives shifted a portion of their
efforts from sales and marketing to public company matters. The Non-Cash
Compensation amount is not expected to be a recurring item. The Company
anticipates that the other increases will moderate in future periods as
management gains experience overseeing a publicly held enterprise and is able to
manage and predict those costs and needs more effectively.

INTEREST EXPENSE AND OUTSTANDING LOANS

        Interest expense in the three month periods was not a significant item
and decreased from $2,906 to $2,402 (17%). In the six month period ended June
30, 2000, the interest expense increased from $4,191 to $6,441 (54%) from the
same period in 1999. Since the Company records revenues as received and
generally commits to time expenditures only when there is assurance of payment
from its clients, interest costs and advertising revenue adjustments are small.
At June 30, 2000, the Company had loans of $106,321 due from shareholders who
have deferred salary and have received certain short term advances, and taken
advances from the Company, all or a portion of which is expected to be converted
to compensation expense when employment agreements are finalized.

SUBSIDIARY ACQUISITION COST

        In the three months ended June 30, 2000, the Company recorded an expense
of $179,220 as the costs related to acquisition of MNS. This amount consists of
$100,000 in cash and $79,200 representing the fair value of the 50,000 common
shares of the Company exchanged for the MNS shares.

LIQUIDITY AND CAPITAL RESOURCES

        For the six months ended June 30, 2000, compared to December 31, 1999,
the Company's available cash increased by $199,679, but was offset by a decrease
in accounts receivable from $479,054 to $116,077 resulting in a decrease in
current assets from $519,920 to $450,130 (13%) from December 31, 1999 until June
30, 2000. Similarly, the accounts payable at June 30, 2000 were $227,989
compared to $460,587 at December 31, 1999, a 51% decrease. Those shifts in
accounts receivable and payables were the result of the impact of the loss of
the large insurance company account. Management anticipates that additional
accounts now being acquired by the Company will replace all, or a substantial
portion, of the lost revenues from this



                                       17
<PAGE>   22

account and that a significant portion of those revenues will be recognized
during the balance of 2000, but there is no assurance that the Company will be
successful in fully offsetting the lost account.

        During the six months ended June 30, 2000, the Company issued 3,356,467
common shares of which 2,000,000 were issued for new capital, 44,967 were issued
in connection with the MNS transaction and 1,311,500 common shares were issued
as Non-Cash Compensation. These transactions resulted in 15,426,340 common
shares outstanding at June 30, 2000. During the first six months of 2000, the
Company received additional paid-in capital of $1,097,166, consisting of the
cash proceeds of the sale of additional common shares. These funds, along with
the Non-Cash Compensation and the MNS transaction, resulted in a total
shareholders equity of $161,413 at June 30, 2000 compared to a deficit of
$138,590 at December 31, 1999. The additional capital was applied to meet
working capital requirements.

        Management is currently pursuing various initiatives to expand the
Company's operations internally and through strategic alliances with other
industry partners. These endeavors may require additional capital funding which
the Company expects to raise funds through debt or equity financing
arrangements, if appropriate financing is available, on reasonable and accepted
terms.

        The Company intends to continue to seek additional working capital to
meet its operating requirements and to provide further capital for expansion,
acquisitions or strategic alliances with businesses that are complementary to
the Company's long term business objectives. While the Company believes that
additional capital will be needed to maintain the growth plans of the Company,
management believes that the working capital now available to it along with
funds generated from operations will be sufficient to meet capital requirements
for the next 12 months even if substantial additional working capital does not
become available.

NEW ACCOUNTING PRONOUNCEMENTS

        The Financial Accounting Standards Board has adopted several notices
with regard to the treatment of interim financial statements. These issues are
presented in the Company's interim financial statements. As discussed in the
notes to the interim financial statements, the implementation of these new
pronouncements is not expected to have a material effect on the financial
statements.

YEAR 2000 STATEMENT

        The Company has verified that all internal software used in the
operations of the Company and related developments are Year 2000 compliant. The
Company sees no risk at this time pertaining to Year 2000, and internal company
operations.



                                       18
<PAGE>   23

FORWARD-LOOKING STATEMENTS

Safe Harbor statement under the Private Securities Litigation Reform Act of
1995: Except for historical information contained herein, the matters discussed
in this filing are forward-looking statements that involve risks and
uncertainties, including but not limited to economic, competitive, governmental
and technological factors affecting the Company's operations, markets, products
and prices and other factors discussed in the Company's various filings with the
Securities and Exchange Commission.

PART 2. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

        Not applicable.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

        During the three months ended June 30, 2000, the Company issued
1,299,967 common shares of which 44,967 were issued in connection with the MNS
transaction and 1,255,000 common shares were issued as Non-Cash Compensation as
described in Part 1. During the six months ended June 30, 2000, the Company
received additional paid-in capital of $1,159,666, consisting of the cash
proceeds of the sale of additional common shares. These funds, along with the
Non-Cash Compensation and the MNS transaction, resulted in a total shareholders
equity of $161,413 at June 30, 2000 compared to a deficit of $138,590 at
December 31, 1999. The additional capital was applied to meet working capital
requirements.

ITEM 3. DEFAULT UPON SENIOR SECURITIES

        Not applicable.

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

        Not applicable.

ITEM 5. OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

        (a)    Exhibits
               None
        (b)    Reports on Form 8-K
               None



                                       19
<PAGE>   24

SIGNATURES

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

                                       BLAGMAN MEDIA INTERNATIONAL, INC.



Dated:  July 19, 2001                  /s/ Robert Blagman
                                       -----------------------------------------
                                       Robert Blagman, President






                                       20