<PAGE>
U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB/A
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1998
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 0-28002
VIS VIVA CORPORATION
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(Name of Small Business Issuer in its Charter)
NEVADA 87-0363656
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(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
124 South 600 East, Suite 100
Salt Lake City, Utah 84102
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(Address of Principal Executive Offices)
Issuer's Telephone Number: (801) 359-0833
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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.
(1) Yes X No (2) Yes X No
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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Not applicable.
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the Registrant's classes
of common stock, as of the latest practicable date:
December 31, 1998
1,270,000
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Financial Statements of the Registrant required to be filed with
this 10-QSB Quarterly Report were prepared by management, and commence on the
following page, together with Related Notes. In the opinion of management,
the Financial Statements fairly present the financial condition of the
Registrant.
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<TABLE>
VIS VIVA CORPORATION
(A Development Stage Company)
BALANCE SHEET
<CAPTION>
(Unaudited)(Unaudited) Cumulative
12-31-98 12-31-97 6-30-98
ASSETS
<S> <C> <C> <C>
Current Assets
Cash and cash equivalents 0 90738
Accrued interest receivable 18132 20140 23029
Investments in securities - market 522952 678882 355409
Prepaid income taxes 3394 5577
Deferred tax asset 32128 32128
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Total Current Assets 576606 699022 506881
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Total Assets 576606 699022 506881
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Brokerage margin account payable 99170 205647
Income tax payable 0 3303
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Total Current Liabilities 99170 208950
Stockholders' Equity
Common Stock - $0.01 par value;
15,000,000 shares authorized;
1,270,000 shares outstanding 12700 12700 12700
Additional paid-in capital 148129 148129 148129
Unrealized gain on investment in
securities - net of taxes -110565 -69250 -59478
Earnings accumulated during the
development stage 427172 398493 405530
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Total Stockholders' Equity 477436 490072 506881
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Total Liabilities & Equity 576606 699022 506881
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</TABLE>
The accompanying notes are an integral part of these financial statements
<TABLE>
VIS VIVA CORPORATION
(A Development Stage Company)
STATEMENT OF INCOME
<CAPTION>
Three Months Ended Six Months Ended
12-31-98 12-31-97 12-31-98 12-31-97
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<S> <C> <C> <C> <C>
Revenues
Interest income 5205 8844 37586 43249
Gains from sale of investing -4645 12572 -12152 17438
Dividend income 53 75 861 102
Miscellaneous income
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Total Revenues 613 21491 26295 60789
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Expenses
Accounting & auditing 2042 2400 4375 2400
Annual service fees
Automobile expenses
Directors fees
Entertainment 130
Legal fees 1347 488 1975 488
Legal costs
Interest expense 1380 2379 1507 4060
Office expenses 35
Rent 653 653 593
Miscellaneous 160 -238
Subscriptions
Taxes and licenses
Travel expenses 1363
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Total Expenses 5422 5427 10038 7303
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Net Ordinary Income -4809 16064 16257 53486
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Federal Income Taxes - est 0 2410 2439 8023
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Net Income -4809 13654 13818 45463
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</TABLE>
The accompanying notes are an integral part of these financial statements
<TABLE>
VIS VIVA CORPORATION
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the Six Months Ended
12-31-98 12-31-97
<S> <C> <C>
Cash Flow From Operating Activities
Net Income (Loss) 13818 32733
Gains from sale of investments -12152 -4866
Increase in accrued interest 4897 -24786
Decrease in tax benefit - 295
Increase in accounts payable - -776
Decrease in prepaid expenses 2183 15173
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Cash Provided By Operating Activities 8746 17773
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Cash Flows From Investing Activities
Purchase of securities -339893 -144415
Proceeds from sale of securities 141239 99872
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Net Cash Used In Investing Activities -198654 -44543
Cash Flows From Financing Activities
Increase in proceeds from brokarge
margin account borowings 99170 32684
Cash Provided By Financing Activities 99170 32684
Net Increase (Decrease) in Cash -90738 5914
Cash and Cash Equivalents At Beginning 90738 0
Cash and Cash Equivalents At End Of Period 0 5914
</TABLE>
The accompanying notes are an integral part of these financial statements
VIS VIVA CORPORATION
Notes to Financial Statements
Note # 1 - Statement Preparation
The Company has prepared the accompanying financial statements with interim
financial reporting requirements promulgated by the Securities and Exchange
Commission. The information furnished reflects all adjustments which are, in
the opinion of management, necessary for a fair presentation of financial
position and results of operation.
The financial statements should be read in conjunction with the financial
statements and notes thereto included in the Company's 1998 10-K report.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation.
- --------------------------------------------------------------------
Plan of Operation.
- ------------------
The Company has not engaged in any material operations since its
inception or during the quarterly period ended December 31, 1998. During
this period, the Company received revenues totaling $613 from its
investments in the securities of other companies. During the same period,
total expenses were $5,422 and net income totaled $(4,809).
The Company's plan of operation for the next 12 months is to continue
to seek the acquisition of assets, properties or businesses that may benefit
the Company and its stockholders. Management anticipates that to achieve any
such acquisition, the Company will issue shares of its common stock as the
sole consideration for such acquisition.
During the next 12 months, the Company's only foreseeable cash
requirements will relate to maintaining the Company in good standing or the
payment of expenses associated with reviewing or investigating any potential
business venture, which the Company expects to pay from its cash resources.
Because it currently has no cash or cash equivalents, management expects that
the Company will be required to sell a small portion of its holdings in the
securities of other companies in order to meet its cash requirements during
this period.
Results of Operations.
- ----------------------
During the quarterly period ended December 31, 1998, the Company
had no business operations. During this period, the Company received total
revenues of $613 from its investments in the securities of other companies
and had net income of $(4,809).
Liquidity.
- ----------
At December 31, 1998, the Company had total current assets of
$576,606, with total current liabilities of $99,170. Total stockholder's
equity was $477,436. In order to meet its expenses during the next 12 months,
management expects that the Company will be required to sell a small portion
of its holdings of the securities of other companies.
Year 2000.
- ----------
The Company presently has no material operations, and is presently
seeking a suitable candidate for a merger or acquisition transaction. Due to
its very limited activities and assets, management does not believe that the
change of year to the year 2000 will have any material effect on its business,
results of operations or financial condition.
The Company can give no assurance that third parties with whom it does
business (e.g., banks and utilities) will ensure Year 2000 compliance in a
timely manner or that, if they do not, their computer systems will not have an
adverse effect on the Company. However, the Company does not believe that
Year 2000 compliance issues of such third parties will result in a material
adverse effect on its financial condition or results of operations.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
- ----------------------------
None; not applicable.
Item 2. Changes in Securities.
- --------------------------------
None; not applicable.
Item 3. Defaults Upon Senior Securities.
- ------------------------------------------
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
- --------------------------------------------------------------
None; not applicable.
Item 5. Other Information.
- ----------------------------
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
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(a) Exhibits.
Financial Data Schedule.
(b) Reports on Form 8-K.
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
VIS VIVA CORPORATION
Date: 2/10/99 By /s/ John Michael Coombs
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John Michael Coombs
Director and President
Date: 2/10/99 By /s/ Terry S. Pantelakis
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Terry S. Pantelakis
Director and Vice President
Date: 2/10/99 By /s/ Sandra E. Hansen
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Sandra E. Hansen
Director and Secretary/Treasurer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0001010579
<NAME> VIS VIVA CORPORATION
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-END> DEC-31-1998
<CASH> 0
<SECURITIES> 522952
<RECEIVABLES> 18132
<ALLOWANCES> 0
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<CURRENT-LIABILITIES> 99170
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0
0
<COMMON> 12700
<OTHER-SE> 464736
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<SALES> 0
<TOTAL-REVENUES> 26295
<CGS> 0
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<OTHER-EXPENSES> 8531
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1507
<INCOME-PRETAX> 16257
<INCOME-TAX> 2439
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<NET-INCOME> 13818
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</TABLE>
