<PAGE>

================================================================================

                      SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON D.C. 20549

                                   FORM 10-Q

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

               For the Quarterly Period Ended September 25, 2000

                                      OR

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

                     Commission file number(s) - 333-83637

                        AMERICAN MEDIA OPERATIONS, INC.
          (Exact name of the registrant as specified in its charter)

                Delaware                              59-2094424
     (State or other jurisdiction          (IRS Employee Identification No.)
   of incorporation or organization)

   600 East Coast Avenue, Lantana, Florida                33464-0002
   (Address of principal executive offices)               (Zip Code)

       Registrant's telephone number, including area code (561) 540-1000

American Media Operations, Inc. (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, and (2) HAS BEEN subject to such filing requirements for
the past 90 days.

As of November 9, 2000 there were 7,507 shares of common stock outstanding.

================================================================================

                                        1
<PAGE>

               AMERICAN MEDIA OPERATIONS, INC. AND SUBSIDIARIES
                              INDEX TO FORM 10-Q
                              SEPTEMBER 25, 2000

<TABLE>
<CAPTION>
                                                                          Page(s)
                          PART I. FINANCIAL INFORMATION
<S>                                                                       <C>
Item 1. Company and Predecessor Company Financial Statements-
Consolidated Balance Sheets..............................................     3
Consolidated Statements of Income........................................   4-5
Consolidated Statements of Cash Flows....................................     6
Notes to Consolidated Financial Statements...............................  7-10

Item 2. Management's Discussion and Analysis of Financial
  Condition and Results of Operations.................................... 11-16

Item 3. Quantitative and Qualitative Disclosures about
   Market Risk........................................................... 16-17

                           PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K.................................    18

Signature................................................................    19
</TABLE>
                                        2
<PAGE>

               AMERICAN MEDIA OPERATIONS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                     As of September 25 and March 27, 2000
                     (in 000's, except share information)

<TABLE>
<CAPTION>
                                                                            March 27, 2000   Sept. 25, 2000
                                                                            --------------   --------------
                                     ASSETS                                                    (Unaudited)
<S>                                                                         <C>              <C>
CURRENT ASSETS:
  Cash and cash equivalents                                                  $    23,404      $     7,317
  Receivables, net                                                                16,862           16,974
  Inventories                                                                     12,974           12,794
  Prepaid expenses and other                                                       6,405            4,343
                                                                             -----------      -----------
      Total current assets                                                        59,645           41,428
                                                                             -----------      -----------
PROPERTY AND EQUIPMENT, at cost:
  Land and buildings                                                               5,735            7,121
  Machinery, fixtures and equipment                                               17,258           19,640
  Display racks                                                                   27,474           32,677
                                                                             -----------      -----------
                                                                                  50,467           59,438
 Less - accumulated depreciation                                                  (9,353)         (16,143)
                                                                             -----------      -----------
                                                                                  41,114           43,295
DEFERRED DEBT COSTS, net                                                          22,153           20,658
                                                                             -----------      -----------
GOODWILL, net of accumulated amortization of $22,299 and $34,794                 536,369          491,767
                                                                             -----------      -----------
OTHER INTANGIBLES, net of accumulated amortization of $24,629 and $40,901        507,683          535,911
                                                                             -----------      -----------
                                                                             $ 1,166,964      $ 1,133,059
                                                                             ===========      ===========
               LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES:
  Current portion of term loan                                               $        --      $     3,325
  Accounts payable                                                                25,262           18,777
  Accrued expenses                                                                66,358           56,500
  Deferred revenues                                                               33,054           27,904
                                                                             -----------      -----------
      Total current liabilities                                                  124,674          106,506

PAYABLE TO PARENT COMPANY                                                          1,307            2,279
                                                                             -----------      -----------
LONG TERM DEBT:
  Term Loan and Revolving Credit Commitment, net of current portion              430,000          426,675
  10.25% Senior Subordinated Notes Due 2009                                      250,000          250,000
  11.63% Senior Subordinated Notes Due 2004                                          740              740
  10.38% Senior Subordinated Notes Due 2002                                          134              134
                                                                             -----------      -----------
                                                                                 680,874          677,549
                                                                             -----------      -----------
DEFERRED INCOME TAXES (NOTE 5)                                                   158,411          154,132
                                                                             -----------      -----------
CONTINGENCIES (NOTE 7)

STOCKHOLDER'S EQUITY:
  Common stock, $.20 par value; 7,507 shares issued and outstanding                    2                2
  Additional paid-in capital                                                     223,207          223,207
  Retained deficit                                                               (21,511)         (30,616)
                                                                             -----------      -----------
TOTAL STOCKHOLDER'S EQUITY                                                       201,698          192,593
                                                                             -----------      -----------
                                                                             $ 1,166,964      $ 1,133,059
                                                                             ===========      ===========
</TABLE>

         The accompanying notes to consolidated financial statements are an
integral part of these consolidated balance sheets.

                                        3
<PAGE>

               AMERICAN MEDIA OPERATIONS, INC. AND SUBSIDIARIES
                  UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
                                  (In 000's)

      The financial statements of the Company and the Predecessor Company
             are not comparable in certain respects (see Note 1).

<TABLE>
<CAPTION>
                                                           Predecessor
                                                             Company               The Company
                                                            ---------       ---------------------------
                                                         Six Weeks from   Twenty Weeks from    Two Fiscal
                                                         March 30, 1999     May 7, 1999         Quarters
                                                             through          through             ended
                                                           May 6, 1999     Sept. 27, 1999     Sept. 25, 2000
                                                           -----------     --------------     --------------
<S>                                                      <C>               <C>                <C>
OPERATING REVENUES:
   Circulation                                              $  26,215         $  93,010         $ 171,184
   Advertising                                                  2,640             8,043            15,577
   Other                                                        2,308             8,349            10,101
                                                            ---------         ---------         ---------
                                                               31,163           109,402           196,862
                                                            ---------         ---------         ---------
OPERATING EXPENSES:
   Editorial                                                    3,040            10,376            19,714
   Production                                                   7,784            25,759            50,120
   Distribution, circulation and other cost of sales            6,624            21,964            39,747
   Selling, general and administrative expenses                 3,248            11,209            21,664
   Depreciation and amortization                                3,703            23,072            36,746
                                                            ---------         ---------         ---------
                                                               24,399            92,380           167,991
                                                            ---------         ---------         ---------
   Operating income                                             6,764            17,022            28,871

INTEREST EXPENSE                                               (4,837)          (23,335)          (35,811)
OTHER INCOME (EXPENSE), net                                        25                26               419
                                                            ---------         ---------         ---------
   Income (loss) before provision for
      income taxes and extraordinary charge                     1,952            (6,287)           (6,521)

PROVISION FOR INCOME TAXES                                     (1,365)             (952)           (2,584)
                                                            ---------         ---------         ---------
   Income (loss) before extraordinary charge                      587            (7,239)           (9,105)

EXTRAORDINARY CHARGE, net of income
taxes of $1,517 (Note 6)                                           --            (2,581)               --
                                                            ---------         ---------         ---------
      Net income (loss)                                     $     587         $  (9,820)        $  (9,105)
                                                            =========         =========         =========
</TABLE>

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

                                        4
<PAGE>

               AMERICAN MEDIA OPERATIONS, INC. AND SUBSIDIARIES
                  UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
                                  (IN 000's)

<TABLE>
<CAPTION>
                                                         Fiscal Quarter   Fiscal Quarter
                                                             ended            ended
                                                          September 27,    September 25,
                                                              1999             2000
                                                          -------------    -------------
<S>                                                       <C>              <C>
OPERATING REVENUES:
   Circulation                                              $ 62,090         $ 86,512
   Advertising                                                 4,897            8,529
   Other                                                       5,740            4,445
                                                            --------         --------
                                                              72,727           99,486
                                                            --------         --------
OPERATING EXPENSES:
   Editorial                                                   6,841            9,668
   Production                                                 17,086           25,255
   Distribution, circulation and other cost of sales          14,246           19,831
   Selling, general and administrative expenses                7,656           10,981
   Depreciation and amortization                              15,039           18,404
                                                            --------         --------
                                                              60,868           84,139
                                                            --------         --------
   Operating Income                                           11,859           15,347

INTEREST EXPENSE                                             (14,770)         (17,989)
OTHER INCOME (EXPENSE), net                                       33              232
                                                            --------         --------
   Income (loss) before provision for income taxes            (2,878)          (2,410)

PROVISION FOR INCOME TAXES                                    (1,072)          (1,693)
                                                            --------         --------
   Net income (loss)                                        $ (3,950)        $ (4,103)
                                                            ========         ========
</TABLE>

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

                                        5
<PAGE>

               AMERICAN MEDIA OPERATIONS, INC. AND SUBSIDIARIES
                UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (IN 000's)

      The financial statements of the Company and the Predecessor Company
             are not comparable in certain respects (see Note 1).

<TABLE>
<CAPTION>
                                                                           Predecessor
                                                                             Company                 The Company
                                                                             -------         ---------------------------
                                                                          Six Weeks from  Twenty Weeks from    Two Fiscal
                                                                          March 30, 1999     May 7, 1999        Quarters
                                                                              through          through            ended
                                                                            May 6, 1999     Sept. 27, 1999    Sept. 25, 2000
                                                                            -----------     --------------    --------------
<S>                                                                       <C>             <C>                 <C>
Cash Flows from Operating Activities:
  Net income (loss)                                                          $     587         $  (9,820)        $  (9,105)
                                                                             ---------         ---------         ---------
Adjustments to reconcile net income (loss) to net cash
 provided by operating activities -
    Extraordinary charge, net of income taxes                                       --             2,581                --
    Depreciation and amortization                                                3,703            23,072            36,746
    Deferred debt cost amortization                                                147             1,151             1,495
    Decrease (increase) in -
        Receivables, net                                                          (369)           (3,463)           (6,895)
        Inventories                                                              1,163               548               180
        Prepaid expenses and other                                               1,793            (8,392)            2,062
    Increase (decrease) in -
        Accounts payable                                                        (2,184)              697            (6,485)
        Accrued expenses                                                          (164)           (2,596)          (12,311)
        Accrued and current deferred income taxes                                1,267             3,890             2,584
        Deferred revenues                                                       (3,159)             (349)           (5,150)
                                                                             ---------         ---------         ---------
         Total adjustments                                                       2,197            17,139            12,226
                                                                             ---------         ---------         ---------
                 Net cash provided  by  operating activities                     2,784             7,319             3,121
                                                                             ---------         ---------         ---------
Cash Flows from Investing Activities:
         Capital expenditures                                                     (717)           (3,615)          (11,790)
         Acquisition of business, net of cash acquired                              --          (332,679)           (7,418)
                                                                             ---------         ---------         ---------
                 Net cash used in investing activities                            (717)         (336,294)          (19,208)
                                                                             ---------         ---------         ---------
Cash Flows from Financing Activities:
    Issuance of common stock                                                        --           235,000                --
    Term loan and revolving credit commitment principal repayments             (10,000)         (279,000)           (5,000)
    Proceeds from revolving credit commitment                                    6,000                --             5,000
    Repayment of subordinated senior subordinated indebtedness                      --          (199,260)               --
    Proceeds from new term loan and credit facility                                 --           352,000                --
    Proceeds from new senior subordinated indebtedness                              --           250,000                --
    Payment of deferred debt costs                                                  --           (21,657)
                                                                             ---------         ---------         ---------
                  Net cash (used in) provided by financing activities           (4,000)          337,083                --
                                                                             ---------         ---------         ---------
Net (Decrease) Increase in Cash and Cash Equivalents                            (1,933)            8,108           (16,087)
Cash and Cash Equivalents at Beginning of Period                                 3,823                --            23,404
                                                                             ---------         ---------         ---------
Cash and Cash Equivalents at End of Period                                   $   1,890         $   8,108         $   7,317
                                                                             =========         =========         =========
Supplemental Disclosures of Cash Flow Information:
  Cash paid during the period for -
    Income taxes                                                             $      80         $   3,261         $      77
    Interest                                                                     3,142            20,429            34,069
</TABLE>

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

                                        6
<PAGE>

               AMERICAN MEDIA OPERATIONS, INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              September 25, 2000
                         (000's omitted in all tables)
                                  (unaudited)

(1) BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q. Except as
disclosed herein, there has been no material change in the information disclosed
in the notes to consolidated financial statements included in the Annual Report
on Form 10-K of American Media Operations, Inc., and subsidiaries for the fiscal
year ended March 27, 2000. As discussed below, American Media Operations, Inc.
was purchased on May 7, 1999 resulting in a change in the historical cost basis
of various assets and liabilities, accordingly, the historical financial
information provided herein, for periods prior to May 7, 1999 is not comparable
to post acquisition financial information. For purposes of presentation, all
historical financial information for periods prior to May 7, 1999 will be
referred to as the "Predecessor Company" and the period from May 7, 1999 through
September 27, 1999 (the "Inception Period") and the two fiscal quarters ended
September 25, 2000 will be referred to as the "Company". A solid black vertical
line has been inserted in tables where financial information may not be
comparable across periods.

In the opinion of management, all adjustments considered necessary for a fair
presentation have been included herein. Operating results for the fiscal periods
ended September 25, 2000 are not necessarily indicative of the results that may
be expected for future periods.

(2) REVENUE RECOGNITION

Substantially all publication sales, except subscriptions, are made through
unrelated distributors. Issues, other than special topic issues, are placed on
sale approximately one week prior to the issue date; however, circulation
revenues and related expenses are recognized for financial statement purposes on
an issue date basis (i.e., off sale date). Special topic and monthly issues
revenue and related expenses are recognized at the on sale date. On the date
each issue is placed on sale, we receive a percentage of the issue's estimated
sales proceeds for our publications as an advance from the distributors. All of
our publications are sold with full return privileges.

Revenues from copy sales are net of reserves provided for expected sales
returns, which are established in accordance with generally accepted accounting
principles after considering such factors as sales history and available market
information. We continually monitor the adequacy of the reserves and make
adjustments when necessary.

Subscriptions received in advance of the issue date are recognized as income
over the term of the subscriptions as served. Advertising revenues are
recognized in the period in which the related advertising appears in the
publications.

              Deferred revenues were comprised of the following:

                                 March 27,      Sept. 25,
                                   2000           2000
                                  -------        -------
             Single Copy          $ 9,578        $ 4,220
             Subscriptions         22,895         23,030
             Advertising              581            654
                                  -------        -------
                                  $33,054        $27,904
                                  =======        =======

                                        7
<PAGE>

Other revenues, primarily from marketing services performed for third parties by
DSI and Frontline, are recognized when the service is performed.

In December 1999, the U.S. Securities and Exchange Commission ("SEC") issued
Staff Accounting Bulletin 101, "Revenue Recognition" ("SAB 101"), which provides
guidance on the recognition, presentation, and disclosure of revenue in
financial statements filed with the SEC. SAB 101 outlines the basic criteria
that must be met to recognize revenue and provides guidance for disclosure
related to revenue recognition policies. The Company believes its revenue
recognition practices are in conformity with the guidelines prescribed in SAB
101.

(3) CERTAIN TRANSACTIONS AND MERGER

On May 7, 1999, all of the common stock of the Company's parent, American Media,
Inc. ("Media") was purchased by EMP Group LLC (the "LLC"), a Delaware limited
liability company, for $837 million pursuant to a merger of Media and EMP
Acquisition Corp. ("EMP"), a wholly owned subsidiary of the LLC (the
"Acquisition"). Proceeds to finance the Acquisition included (a) a cash equity
investment of $235 million by the LLC, (b) borrowings of $352 million under a
new $400 million senior bank facility (the "New Credit Facility") and (c)
borrowings of $250 million in the form of senior subordinated notes (the
"Notes"). These proceeds were used to (d) acquire all of the outstanding common
stock of Media for $299.4 million, (e) repay $267 million then outstanding under
the existing credit agreement with our banks (the "Prior Credit Agreement"), (f)
retire approximately $199.3 million of Senior Subordinated Notes due 2004 and
(g) pay transaction costs (collectively (a) through (g), the "Transactions").
Upon consummation of the Transactions, EMP was merged with and into Media (the
"Merger") resulting in a change in ownership control of both Media and the
Company.

The Acquisition has been accounted for under the purchase method of accounting
in accordance with Accounting Principles Board No. 16 ("APB No. 16"). The excess
of purchase price over the fair value of net tangible assets acquired has been
allocated between identified intangible assets including the value of the
tradenames and subscription lists of the Company's publications, as determined
through an independent appraisal, with the remainder allocated to goodwill. For
the Inception Period and thereafter, intangible assets, including goodwill, are
being amortized on a straight-line basis over 20 years for tradenames and
goodwill and 9-15 years for subscription lists. Goodwill for the period from
March 30, 1999 to May 6, 1999, was amortized on a straight-line basis over 40
years and intangible assets for the period was amortized on a straight-line
basis over 25 years.

On November 1, 1999, the Company acquired all of the common stock of Globe
Communications Corp. and certain of the publishing assets and liabilities of
Globe International, Inc. (collectively, the "Globe Properties") for total
consideration of approximately $105 million, including approximately $100
million in cash and $5 million in equity of the LLC (the "Globe Acquisition").
The Globe Properties consist of several tabloid style magazines, including
Globe, National Examiner and Sun as well as other titles including Mini Mags.
Proceeds to finance the acquisition of the Globe Properties included an
expansion of our existing senior bank facility of $90 million, approximately $14
million from the Company's existing revolving line of credit and the issuance of
$5 million of equity in the LLC. These proceeds were used to acquire the Globe
Properties and to pay transaction costs.

On July 11, 2000, the Company and the former owner of the Globe Properties
signed an agreement whereby the existing voting shareholders of the LLC
repurchased the $5 million of equity in the LLC originally issued to the former
owner. Concurrent with this purchase, the former owner and his son resigned
their positions as directors of the board of Media.

Additionally, the Company bought out the remaining term of the former owner's
five year employment agreement and collected the amount due per the net asset
calculation as required in the initial purchase agreement. The net amount paid
to the former owner for these items and miscellaneous other items was
approximately $3.2 million. This adjustment was a part of the Globe Acquisition
and was therefore accounted for as an increase in goodwill.

                                        8
<PAGE>

The Globe Acquisition has been accounted for under the purchase method of
accounting in accordance with APB No. 16, and accordingly, results of operations
are included in the financial statements from the date of acquisition, and the
assets and liabilities have been recorded based upon their fair values at the
date of acquisition. The excess of purchase price over the fair value of net
tangible assets acquired has been allocated between identified intangible assets
including the value of the tradenames of the Company's publications, as
determined through an independent appraisal, with the remainder allocated to
goodwill. The preliminary estimates of the fair values of assets and liabilities
may be revised at a later date, which may result in a change to the value of
goodwill or other assets and liabilities. Goodwill and tradenames related to the
Globe Acquisition are being amortized over 20 years on a straight-line basis.

The following unaudited pro forma financial information gives effect to the
Transactions and the Globe Acquisition as if each had occurred as of the
beginning of the period presented:

                                         Predecessor Company
                                         -------------------
                                      Two Fiscal Quarters ended
                                          September 27, 1999
                                          ------------------

         Operating revenues                   $ 192,531

         Operating expenses                    (135,635)

         Depreciation and amortization          (36,746)
                                              ---------
         Operating income                        20,150

         Interest expense                       (35,811)

         Other income                               342

         Provision  for income taxes               (114)
                                              ---------
         Income (loss) before
            extraordinary charge              $ (15,433)
                                              =========

(4) INVENTORIES

Inventories are stated at the lower of cost or market. We use the first-in,
first-out (FIFO) cost method of valuation, which approximates market value.
Inventories are comprised of the following:

                                                March 27,      Sept. 25,
                                                  2000           2000
                                                --------       --------
Raw materials - paper                            $ 7,958        $ 7,641
Finished product - paper, production
  and distribution costs of future issues          5,016          5,153
                                                 -------        -------
                                                 $12,974        $12,794
                                                 =======        =======

(5) INCOME TAXES

The Company files a consolidated Federal income tax return with Media, and
calculates its income taxes on a separate return basis. Income taxes have been
provided based upon the Company's anticipated effective annual income tax rate.
In accordance with the Statement of Financial Accounting Standards ("SFAS") NO.
109, "Accounting for Income Taxes", deferred taxes are recognized for temporary
differences related to identified intangible assets other than goodwill. The
temporary difference is calculated based on the difference between the new book
bases of the amounts allocated to tradenames and subscription lists and their
historical tax bases.

                                        9
<PAGE>

Accordingly, as of May 7, 1999, in connection with the Acquisition, a deferred
tax liability of approximately $162 million was recorded with a corresponding
increase in goodwill. Our effective income tax rate exceeds the federal
statutory income tax rate of 35% because of the effect of goodwill amortization
which is not deductible for income tax reporting purposes.

(6) CREDIT AGREEMENT

As of September 25, 2000 the Company's effective interest rate on borrowings
under the New Credit Agreement was 10.2%. The effective rate for borrowings
under the New Credit Agreement averaged 10.0% for the two fiscal quarters ended
September 25, 2000. The effective rate for borrowings under the new Credit
Agreement averaged 8.6% for the period from May 7, 1999 through September 27,
1999 and under the prior Credit Agreement averaged 7.1% for the period from
March 30, 1999 through May 6, 1999.

In connection with the Transactions, a fee related to an unused bridge loan
commitment totaling approximately $4.1 million ($2.6 million net of income
taxes) was charged to extraordinary loss in the Inception Period.

American Media Operations, Inc. has no material assets or operations other than
investments in its subsidiaries. The Notes are unconditionally guaranteed, on a
senior subordinated basis, by all of its material subsidiaries. Each subsidiary
that will be organized in the future by the Company, unless such subsidiary is
designated as an unrestricted subsidiary, will jointly, severally, fully and
unconditionally guarantee the Notes on a senior subordinated basis. Note
guarantees are joint and several, full and unconditional and general unsecured
obligations of the note guarantors. The note guarantors are the Company's
wholly-owned subsidiaries. At present, the note guarantors comprise all of the
Company's direct and indirect subsidiaries, other than one inconsequential
subsidiary. Note guarantees are subordinated in right of payment to all existing
and future senior debt of the note guarantors, including the New Credit
Facility, and are also effectively subordinated to all secured obligations of
note guarantors to the extent of the assets securing such obligations, including
the New Credit Facility. Furthermore, the Notes indenture permits note
guarantors to incur additional indebtedness, including senior debt, subject to
certain limitations. We have not presented separate financial statements and
other disclosures concerning each of the note guarantors because management has
determined that such information is not material to investors.

So long as the factors set forth in the paragraph immediately above remain true
and correct, under applicable SEC rules and regulations, the Company's note
guarantors will not need to individually comply with the reporting requirements
of the Securities Exchange Act of 1934 ("Exchange Act"), nor will the Company
have to include separate financial statements and other disclosures concerning
each of the note guarantors in its Exchange Act reports.

(7)  LITIGATION

Various suits and claims arising in the ordinary course of business have been
instituted against the Company. The Company has various insurance policies
available to recover potential legal costs incurred by it. The Company
periodically evaluates and assesses the risks and uncertainties associated with
litigation independent from those associated with its potential claim for
recovery from third party insurance carriers. At present, in the opinion of
management, after consultation with outside legal counsel, the liability
resulting from litigation, if any, will not have a material effect on the
Company's financial position and results of operations.

                                       10
<PAGE>

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

OVERVIEW

In connection with the Transactions and Merger, which were accounted for under
the purchase method of accounting, we reflected a new basis of accounting for
various assets and liabilities. Accordingly, the historical financial
information provided herein, for periods prior to May 7, 1999 is not comparable
to post acquisition financial information. To facilitate a meaningful discussion
of the comparative operating performance for the two fiscal quarters ended
September 25, 2000 and September 27, 1999, the financial information in this
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" is presented on a traditional comparative basis unless otherwise
indicated. We believe the traditional comparative presentation provides the best
financial information as the only material change in the historical operations
for periods before and after May 6, 1999 is an increase in interest expense
related to higher levels of indebtedness and increased amortization expense
resulting from a substantial increase in intangible assets.

Results of Operations

Fiscal Quarter Ended September 25, 2000 vs Fiscal Quarter Ended September 27,
1999

Total operating revenues were $99,486,000 for the current fiscal quarter.
Operating revenues increased by $26,759,000, or 36.8%, from the prior fiscal
quarter, primarily due to the Globe Acquisition, as well as an increase in
operating revenues in the core AMI properties driven by the positive impact of a
$.10 cover price in February 2000 for the National Enquirer and Star magazines.

Circulation revenues (which include all single copy and subscription sales) were
$86,512,000 for the current fiscal quarter. Circulation revenues increased by
$24,422,000 or 39.3%, when compared to the prior fiscal quarter, primarily due
to circulation revenues from the Globe Properties, as well as the increase in
the AMI core properties discussed above.

On October 5, 1999 a newly re-designed and expanded Country Weekly was
re-launched as a biweekly publication. Additionally, management named a new
editor and publisher during the Company's second quarter of fiscal 2000.
Concurrent with the change to a biweekly format the cover price was raised from
$1.99 to $2.49. The new frequency and format has resulted in an increase in
average single copy unit sales of 46.1%. This increase in circulation units
coupled with the price increase resulted in single copy revenues to be almost
comparable to the prior year in light of the biweekly format.

Subscription revenues were $8,694,000 for the current fiscal quarter.
Subscription revenues decreased by $553,000, or 6.0%, when compared to the prior
fiscal quarter, primarily as a result of the reduction in the frequency of
Country Weekly from weekly to bi-weekly. One method of increasing the
subscription bases of our publications have been to offer discounted
subscriptions through an agent; however, management's new direction is to be
more newsstand driven.

Advertising revenues were $8,529,000 for the current fiscal quarter. Advertising
revenues increased by $3,632,000, or 74.2%, when compared to the prior fiscal
quarter. This increase is primarily due to the Globe and Country Music Magazine
acquisitions, additional advertising revenues from our core tabloids (National
Enquirer and Star magazines) and new advertising revenues from our start-up
publications (Auto World Weekly and MIRA!).

Total operating expenses for the current fiscal quarter increased by $23,271,000
when compared to the same prior year quarter. This increase is primarily due to
additional expenses related to the Globe Acquisition, costs related to the
launches of Auto World Weekly and MIRA! and increased amortization expense.
Amortization expense increased by $1,673,000 due to the increase in intangible
asset balances from the Transactions and the Globe

                                       11
<PAGE>

Acquisition as well as a reduction in the related amortizable lives, primarily
goodwill, from 40 years to 20 years. This increase in amortization expense
solely relates to the period subsequent to the Transactions.

Interest expense increased for the current fiscal quarter by $3,219,000 to
$17,989,000 compared to the same prior year quarter. This increase in interest
expense solely relates to the period subsequent to the Transactions as a result
of a higher average effective interest rate and higher levels of indebtedness as
a result of the Transactions and the Globe Acquisition.

Our effective income tax rates exceed the federal statutory income tax rate of
35% because of the effect of goodwill amortization which is not deductible for
income tax reporting purposes.

Results of Operations

Two Fiscal Quarters Ended September 25, 2000 vs Two Fiscal Quarters Ended
September 27, 1999

Total operating revenues were $196,862,000 for the two current fiscal quarters.
Operating revenues increased by $56,297,000, or 40.1%, from the two prior fiscal
quarters, primarily due to the Globe Acquisition, as well as an increase in
operating revenues in the core AMI properties driven by the positive impact of a
$.10 cover price in February 2000 for the National Enquirer and Star magazines.

Circulation revenues (which include all single copy and subscription sales) were
$171,184,000 for the two current fiscal quarters. Circulation revenues increased
by $51,959,000 or 43.8%, when compared to the two prior fiscal quarters,
primarily due to circulation revenues from the Globe Properties, as well as the
increase in the AMI core properties discussed above.

On October 5, 1999 a newly re-designed and expanded Country Weekly was
re-launched as a biweekly publication. Additionally, management named a new
editor and publisher during the Company's second quarter of fiscal 2000.
Concurrent with the change to a biweekly format the cover price was raised from
$1.99 to $2.49. The new frequency and format has resulted in an increase in
average single copy unit sales of 46.5%. This increase in circulation units
coupled with the price increase resulted in single copy revenues to be almost
comparable to the prior year in light of the biweekly format.

Subscription revenues were $17,501,000 for the two current fiscal quarters.
Subscription revenues decreased by $1,391,000, or 7.4%, when compared to the two
prior fiscal quarters, primarily as a result of the reduction in the frequency
of Country Weekly from weekly to bi-weekly. One method of increasing the
subscription bases of our publications have been to offer discounted
subscriptions through an agent; however, management's new direction is to be
more newsstand driven.

Advertising revenues were $15,577,000 for the two current fiscal quarters.
Advertising revenues increased by $4,895,000, or 45.8%, when compared to the two
prior fiscal quarters. This increase is primarily due to the Globe and Country
Music Magazine acquisitions, additional advertising revenues from our core
tabloids (National Enquirer and Star magazines) and new advertising revenues
from our start-up publications (Auto World Weekly and MIRA!).

Total operating expenses for the two current fiscal quarters increased by
$51,212,000 when compared to the same two prior year quarters. This increase is
primarily due to additional expenses related to the Globe Acquisition, costs
related to the launches of Auto World Weekly and MIRA! and increased
amortization expense. Amortization expense increased by $7,001,000 due to the
increase in intangible asset balances from the Transactions and the Globe
Acquisition as well as a reduction in the related amortizable lives, primarily
goodwill, from 40 years to 20 years. This increase in amortization expense
solely relates to the period subsequent to the Transactions.

                                       12
<PAGE>

Interest expense increased for the two current fiscal quarters by $7,639,000 to
$35,811,000 compared to the same two prior fiscal quarters. This increase in
interest expense solely relates to the period subsequent to the Transactions as
a result of a higher average effective interest rate and higher levels of
indebtedness as a result of the Transactions and the Globe Acquisition.

Our effective income tax rates exceed the federal statutory income tax rate of
35% because of the effect of goodwill amortization which is not deductible for
income tax reporting purposes.

In connection with the Transactions, a fee related to an unused bridge loan
commitment totaling approximately $4.1 million ($2.6 million net of income
taxes) was charged to extraordinary loss in the period from May 7, 1999 through
September 27, 1999.

                        LIQUIDITY AND CAPITAL RESOURCES

We have substantially increased our indebtedness in connection with the
Transactions and the Globe Acquisition. As a result of the New Credit Agreement
and the Notes, our liquidity requirements will be significantly increased,
primarily due to increased interest and principal payment obligations under the
New Credit Agreement which, other than certain excess cash flow payment
obligations, will commence in fiscal 2002. We believe that the net cash
generated from operating activities and amounts available under the $60.0
million revolving credit facility will be sufficient to fund our debt service
requirements under the New Credit Agreement and the Notes, to make capital
expenditures and to cover working capital requirements. As of November 9, 2000,
there were no amounts outstanding on the revolving credit facility. We believe,
however, that based upon our current level of operations and anticipated growth,
it will be necessary to refinance the Notes upon their maturity. To the extent
we make future acquisitions, we may require new sources of funding, including
additional debt, or equity financing or some combination thereof. There can be
no assurances that such additional sources of funding will be available to us on
acceptable terms.

Our ability to make scheduled payments of principal and interest under the New
Credit Agreement and the Notes, as well as our other obligations and
liabilities, is subject to our future operating performance which is dependent
upon general economic, financial, competitive, legislative, regulatory, business
and other factors beyond our control.

At September 25, 2000, we had cash and cash equivalents of $7.3 million and a
working capital deficit of $65.1 million. We do not consider our working capital
deficit as a true measure of our liquidity position as our working capital needs
typically are met by cash generated by our business. Our working capital
deficits result principally from:

 .    our policy of using available cash to reduce borrowings which are recorded
     as noncurrent liabilities, thereby reducing current assets without a
     corresponding reduction in current liabilities;

 .    our minimal accounts receivable level relative to revenues, as most of our
     sales revenues are received from national distributors as advances based on
     estimated single copy circulation; and

 .    accounting for deferred revenues as a current liability. Deferred revenues
     are comprised of deferred subscriptions, advertising and single copy
     revenues and represent payments received in advance of the period in which
     the related revenues will be recognized.

Historically, our primary sources of liquidity have been cash generated from
operations and amounts available under our credit agreements, which have been
used to fund shortfalls in available cash. Cash on hand on March 27, 2000 of
$23.4 million was used to fund capital expenditures, as well as pay interest
payments on the revolving credit facility.

                                       13
<PAGE>

We made capital expenditures in the two fiscal quarters ended September 25, 2000
and September 27, 1999 totaling $11.8 million and $4.3 million, respectively.

At September 25, 2000, our outstanding indebtedness totaled $680.9 million, of
which $430.0 million represented borrowings under the New Credit Agreement. In
connection with the acquisition of the Globe Properties as discussed in Note 3.
to the Consolidated Financial Statements, we expanded our New Credit Agreement
by $90 million. As of September 25, 2000 the Company's effective interest rate
on borrowings under the New Credit Agreement was 10.2%. The effective rate for
borrowings under the New Credit Agreement averaged 10.0% for the two fiscal
quarters ended September 25, 2000. The effective rate for borrowings under the
New Credit Agreement averaged 8.6% for the period from May 7, 1999 through
September 27, 1999 and under the prior credit agreement averaged 7.1% for the
period from March 30, 1999 through May 6, 1999. In order to reduce our exposure
to interest rate risk, we have entered into a $100.0 million interest rate swap
agreement expiring in November 2000 under which we pay a fixed rate of 5.95%. In
November 2000, we entered into a new $90.0 million interest rate swap agreement
expiring in May 2002 under which we pay a fixed rate of 6.53%.

We have no material assets or operations other than the investments in our
subsidiaries. The Notes are unconditionally guaranteed, on a senior subordinated
basis, by all of our material subsidiaries. Each subsidiary that will be
organized in the future by us, unless such subsidiary is designated as an
unrestricted subsidiary, will jointly, severally, fully and unconditionally
guarantee the Notes on a senior subordinated basis. Note guarantees are joint
and several, full and unconditional and general unsecured obligations of the
note guarantors. The note guarantors are our wholly-owned subsidiaries. At
present, the note guarantors comprise all of our direct and indirect
subsidiaries, other than one inconsequential subsidiary. Note guarantees are
subordinated in right of payment to all existing and future senior debt of the
note guarantors, including the New Credit Facility, and are also effectively
subordinated to all secured obligations of note guarantors to the extent of the
assets securing such obligations, including the New Credit Facility.
Furthermore, the Notes indenture permits note guarantors to incur additional
indebtedness, including senior debt, subject to certain limitations. We have not
presented separate financial statements and other disclosures concerning each of
the note guarantors because management has determined that such information is
not material to investors.

So long as the factors set forth in the paragraph immediately above remain true
and correct, under applicable SEC rules and regulations, we believe that note
guarantors will not need to individually comply with the reporting requirements
of the Exchange Act, nor will we have to include separate financial statements
and other disclosures concerning each of the note guarantors in its Exchange Act
reports.

                                       14
<PAGE>

Earnings before Interest, Taxes, Depreciation and Amortization ("EBITDA")

The following table and discussion summarizes EBITDA for three and six months
ended September 25, 2000 and September 27, 1999.

<TABLE>
<CAPTION>
                  The Company                           Predecessor Company                         The Company
------------------------------------------------- -------------------------------- -----------------------------------------------
        Fiscal                   Fiscal                                                                          Two Fiscal
        Quarter                  Quarter                     March 30,                  May 7, 1999               Quarters
         ended                    ended                        1999                       through                  ended
       Sept. 27,                Sept. 25,                     through                    Sept. 27,               Sept. 25,
         1999                     2000                      May 6, 1999                     1999                    2000
------------------------ ------------------------ -------------------------------- ----------------------- -----------------------
<S>                      <C>                      <C>                              <C>                     <C>
     $ 26,898,000              $33,751,000                  $10,467,000                 $40,094,000             $65,617,000
</TABLE>

The Company defines EBITDA as net income (loss) before extraordinary charges,
interest expense, income taxes, depreciation and amortization and other income
(expense). EBITDA is presented and discussed because the Company considers
EBITDA an important indicator of the operational strength and performance of its
business including the ability to provide cash flows to service debt and fund
capital expenditures. EBITDA, however, should not be considered an alternative
to operating or net income (loss), as an indicator of the performance of the
Company, or as an alternative to cash flows from operating activities as a
measure of liquidity, in each case determined in accordance with generally
accepted accounting principles ("GAAP").

New Accounting Pronouncements

In June 1998, the Financial Accounting Standards Board issued SFAS No.
133--"Accounting for Derivative Instruments and Hedging Activities", which
establishes standards of accounting for derivative instruments including
specific hedge accounting criteria. SFAS No. 133, as amended by SFAS No. 137, is
effective for fiscal years beginning after June 15, 2000 although earlier
adoption is allowed. We are continuing to evaluate the impact of adopting SFAS
No. 133. However, we do not expect SFAS No. 133 to have a material impact on us.

 In December 1999, the U.S. Securities and Exchange Commission ("SEC") issued
Staff Accounting Bulletin 101, "Revenue Recognition" ("SAB 101"), which provides
guidance on the recognition, presentation, and disclosure of revenue in
financial statements filed with the SEC. SAB 101 outlines the basic criteria
that must be met to recognize revenue and provide guidance for disclosure
related to revenue recognition policies. We believe our revenue recognition
practices are in conformity with the guidelines prescribed in SAB 101.

Year 2000 Risk

The Year 2000 issue is the result of computer programs that were written using
only two digits, rather than four, to represent a year. Date-sensitive software
or hardware may not be able to distinguish between the years 1900 and 2000 and
programs that perform arithmetic operations; comparisons or sorting of date
fields may begin yielding incorrect results. This could potentially cause a
system failure or miscalculations that could disrupt operations.

As of September 25, 2000, we have experienced no material Year 2000 problems
with the aforementioned systems and applications nor do we expect any problems
in the future. Additionally, as of November 9, 2000, we have not experienced any
Year 2000 problems with our significant suppliers of goods and services. We will
continue to take reasonable efforts to monitor Year 2000 issues relating to our
material vendors.

                                       15
<PAGE>

Forward-Looking Statements

Some of the information presented in this Form 10-Q constitutes forward-looking
statements, including, in particular, the statements about our plans, strategies
and prospects under the heading "Management's Discussion and Analysis of
Financial Condition and Results of Operations." We have based these
forward-looking statements on our current assumptions, expectations and
projections about future events. We caution you that a variety of factors could
cause business conditions and results to differ materially from what is
contained in the forward-looking statements. These forward-looking statements
are subject to risks, uncertainties and assumptions about us, including, among
other things:

<TABLE>
<S>                                                   <C>
 .     our high degree of leverage and                 .     increasing competition by domestic
      significant debt service obligations,                 and foreign media companies,

 .     our ability to increase circulation and         .     changes in the costs of paper used
      advertising revenues,                                 by us,

 .     market conditions for our publications,         .     any future changes in management,

 .     our ability to develop new publications         .     general risks associated with the
      and services,                                         publishing industry and

 .     outcomes of pending and future                  .     potential adverse effects of potential
      litigation                                            unresolved Year 2000 problems
                                                            including external key suppliers
</TABLE>

ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to certain market risks that are inherent in our financial
statements. We are subject to interest risk on our credit facilities and any
future financing requirements. Our fixed rate debt consists primarily of Senior
Subordinated Notes, as well as $100 million of interest rate swap agreements on
our term loan and revolving loan. The interest rate swap agreements effectively
convert a portion of our variable rate debt to fixed-rate debt. The interest
rate swap agreement which expires in November 2000 has a fixed interest rate of
5.95%. In order to reduce our exposure to interest rate risk, we have entered
into a $100.0 million interest rate swap agreement expiring in November 2000
under which we pay a fixed rate of 5.95%. In November 2000, we entered into a
new $90.0 million interest rate swap agreement expiring in May 2002 under which
we pay a fixed rate of 6.53%.

                                       16
<PAGE>

The following table presents the future principal payment obligations and
weighted average interest rates associated with our existing long-term
instruments assuming our actual level of long-term indebtedness (in 000's):

<TABLE>
<CAPTION>
                                              2000         2001       2002         2003       Thereafter
                                              ----         ----       ----         ----       ---------
<S>                                     <C>              <C>         <C>         <C>          <C>
Liabilities:
Long-Term Debt

$250,000 Fixed Rate (10.25%)                   --            --          --            --      $250,000

$740 Fixed Rate (11.63%)                       --            --          --            --      $    740

$134 Fixed Rate (10.38%)                       --            --          --      $    134            --

Term Loan and Revolving Loan
Variable Rate (10.2% for the quarter
    Ended September  25, 2000)                 --            --      $9,975      $ 17,050      $402,975
Interest Rate Derivatives:
    Interest Rate Swaps:
        Variable to Fixed               $ 100,000            --          --            --            --
        Average Pay Rate                    (5.95%)
        Average Receive Rate                (6.72%)
</TABLE>

Interest rate changes result in increases or decreases in our income before
taxes and cash provided from operating activities. A 1% change in our weighted
interest rate on our variable debt net of the effect of our interest rate swap
would result in a change of $825,000 in our interest expense for the three
months ended September 25, 2000.

Our primary market risk exposures relate to (1) the interest rate risk on
long-term and short-term borrowings, (2) our ability to refinance our Senior
Subordinated Notes at maturity at market rates, (3) the impact of interest rate
movements on our ability to meet interest expense requirements and comply with
financial covenants and (4) the impact of interest rate movements on our ability
to obtain adequate financing to fund acquisitions. We manage the interest rate
risk on our outstanding long-term and short-term debt through our use of fixed
and variable rate debt. While we cannot predict or manage our ability to
refinance existing debt or the impact interest rate movements will have on our
ability to refinance existing debt or the impact interest rate movements will
have on our existing debt, we continue to evaluate our financial position on an
ongoing basis.

                                       17
<PAGE>

PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

         NONE

During the fiscal quarter ended September 25, 2000, the Company filed no reports
on Form 8-K.

                                       18
<PAGE>

                                   SIGNATURE

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed by the
undersigned, thereto duly authorized.


                                          AMERICAN MEDIA OPERATIONS, INC.
                                          -------------------------------
                                          Registrant

Date: November 9, 2000                    By: /s/ JOHN A. MILEY
                                             ----------------------------
                                             John A. Miley
                                             Executive Vice President
                                             Chief Financial Officer

                                      19