U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 333-9809
HEALTH BUILDERS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 87-0561634
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2077 Elderberry Way, Sandy, Utah 84092
(Address of principal executive offices)
(801) 553-8972
(Registrant's telephone number, including area code)
Check whether the issuer (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 report(s), and (2)
has been subject to such filing requirements for the past 90
days.
YES [X] NO [ ]
The number of $.001 par value common shares outstanding at March
31, 1997: 2,000,000
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
HEALTH BUILDERS INTERNATIONAL, INC.
[A Development Stage Company]
UNAUDITED CONDENSED BALANCE SHEETS
ASSETS
March 31, December 31,
1997 1996
___________ ___________
CURRENT ASSETS:
Cash in bank $ 491 $ 2,603
___________ ___________
OTHER ASSETS:
Organizational costs, net 867 917
Deferred Stock offering costs 7,349 6,370
___________ ___________
Total Other Assets 8,216 7,287
___________ ___________
$ 8,707 $ 9,890
___________ ___________
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable 1,804 69
___________ ___________
Total Current Liabilities 1,804 69
___________ ___________
STOCKHOLDERS' EQUITY (DEFICIT):
Preferred stock, $.001 par value,
500,000 shares authorized,
no shares issued and outstanding - -
Common stock, $.001 par value,
50,000,000 shares authorized,
2,000,000 shares issued and
outstanding 2,000 2,000
Capital in excess of par value 8,000 8,000
Deficit accumulated during the
development stage (3,097) (179)
___________ ___________
Total Stockholders' Equity 6,903 9,821
___________ ___________
$ 8,707 $ 9,890
___________ ___________
NOTE: The balance sheet at December 31, 1996 was taken
from the audited financial statements at that date and
condensed.
The accompanying notes are an integral part of these
financial statements.
<PAGE>
HEALTH BUILDERS INTERNATIONAL, INC.
[A Development Stage Company]
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS
From Inception
For the Three on July 3,
Months Ended 1996 Through
March 31, 1997 March 31, 1996
_________________ _______________
REVENUE $ - $ -
_________________ _______________
EXPENSES:
General and administrative 2,918 3,097
_________________ _______________
LOSS BEFORE INCOME TAXES (2,918) (3,097)
CURRENT TAX EXPENSE - -
DEFERRED TAX EXPENSE - -
_________________ _______________
NET LOSS $ (2,918) $ (3,097)
_________________ _______________
LOSS PER COMMON SHARE $ (.00) $ (.00)
_________________ _______________
The accompanying notes are an integral part of this financial
statement.
<PAGE>
HEALTH BUILDERS INTERNATIONAL, INC.
[A Development Stage Company]
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
From Inception
For the Three on July 3,
Months Ended 1996 Through
March 31, 1997 March 31, 1997
________________ _________________
Cash Flows from Operating
Activities:
Net loss $ (2,918) $ (3,097)
Adjustments to reconcile net
loss to net cash used by
operating activities:
Amortization expense 50 133
Increase in accounts payable 1,735 1,804
________________ __________________
Net Cash Flows to Operating
Activities (1,133) (1,160)
________________ __________________
Cash Flows from Investing Activities
Payments for organization costs - (1,000)
________________ __________________
Net Cash to Investing
Activities - (1,000)
________________ __________________
Cash Flows from Financing
Activities:
Proceeds from common stock
issuance - 10,000
Payment of stock offering
costs (979) (7,349)
________________ __________________
Net Cash from Financing
Activities (979) 2,651
________________ __________________
Net Increase in Cash (2,112) 491
Cash at Beginning of Period 2,603 -
________________ __________________
Cash at End of Period $ 491 $ 491
________________ __________________
Supplemental Disclosures of Cash Flow information:
Cash paid during the period for:
Interest $ - $ -
Income taxes $ - $ -
Supplemental schedule of Noncash Investing and Financing
Activities:
For the period ended March 31, 1997:
None
The accompanying notes are an integral part of this financial
statement.
<PAGE>
HEALTH BUILDERS INTERNATIONAL, INC.
[A Development Stage Company]
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - The Company was organized under the laws of
the State of Delaware on July 3, 1996. The Company has not
commenced planned principal operations and is considered a
development stage company as defined in SFAS No. 7. The
Company is planning to engage in the business of
establishing a training and distribution center for the
development of multi-level marketing networks in the health
and nutrition industry, to train and assist people involved
in network marketing for various health and nutrition
companies in recruiting, and also to provide customized
mailing and fax services. The Company has, at the present
time, not paid any dividends and any dividends that may be
paid in the future will depend upon the financial
requirements of the Company and other relevant factors.
Condensed Financial Statements - The accompanying financial
statements have been prepared by the Company without audit.
In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present
fairly the financial position, results of operations and
cash flows at March 31, 1997 and for all the periods
presented have been made.
Certain information and footnote disclosures normally
included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed
or omitted. It is suggested that these condensed financial
statements be read in conjunction with the financial
statements and notes thereto included in the Company's
December 31, 1996 audited financial statements. The results
of operations for the period ended March 31, 1997 are not
necessarily indicative of the operation results for the full
year.
Accounting Estimates - The preparation of financial
statements in conformity with generally accepted accounting
principles requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities, the disclosures of contingent assets and
liabilities at the date of the financial statements and the
reported amount of revenues and expenses during the reported
period. Actual results could differ from those estimated.
NOTE 2 - CAPITAL STOCK
Common Stock - During July, 1996, in connection with its
organization, the Company issued 2,000,000 shares of its
previously authorized, but unissued common stock. Total
proceeds from the sale of stock amounted to $10,000 (or
$.005 per share).
Preferred Stock - The Company has authorized 500,000 shares
of preferred stock, $.001 par value, with such rights,
preferences and designations and to be issued in such series
as determined b7 the Board of Directors. No shares are
issued and outstanding at March 31, 1996.
<PAGE>
HEALTH BUILDERS INTERNATIONAL, INC.
[A Development Stage Company]
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE 3 - INCOME TAXES
The Company accounts for income taxes in accordance with
Statement of Financial Accounting Standards No. 109
"Accounting for Income Taxes". FASB 109 requires the
Company to provide a net deferred tax asset/liability equal
to the expected future tax benefit/expense of temporary
reporting differences between book and tax accounting
methods and any available operating loss or tax credit
carryforwards. At March 31, 1997 there were no material
deferred tax assets or liabilities, current or deferred tax
expense, or net operating loss carryforwards.
NOTE 4 - RELATED PARTY TRANSACTIONS
Management Compensation - The Company has not paid any
compensation to its officers and directors.
Office Space - The Company has not had a need to rent office
space. An officer/shareholder of the Company is allowing
the Company to use his home as a mailing address, as needed,
at no expense to the Company.
NOTE 5 - DEVELOPMENT STAGE COMPANY
The Company was formed with a very specific business plan.
However, the possibility exists that the Company could
expend virtually all of its working capital in a relatively
short time period and may not be successful in establishing
on-going profitable operations.
NOTE 6 - STOCK OFFERING
Proposed Public Offering of Common Stock - The Company is
proposing to make a public offering of 500,000 shares of its
previously authorized but unissued common stock. The
Company has filed a registration statement on Form SB-2 with
the United States Securities and Exchange Commission in
accordance with the Securities Act of 1933 as amended. An
offering price of $.20 per share has arbitrarily been
determined by the Company. The offering will be managed by
the Company without any underwriter. The shares will be
offered and sold by an officer of the Company, who will
receive no sales commissions or other compensation in
connection with the offering, except for reimbursement of
expenses actually incurred on behalf of the Company in
connection with the offering. The Company has incurred
stock offering costs of $7,349 as of March 31, 1997, but any
such costs will be deferred and netted against the proceeds
of the proposed public stock offering.
<PAGE>
Item 2: Management's Discussion & Analysis or Plan of Operations
The Company was incorporated on July 3, 1996. The Company
has not yet generated any revenues from operations and is
considered a development stage company. The Company has no
significant assets. To date, activities have been limited to
organizational matters and the preparation and filing of a
registration statement to register a public offering of its
securities. As of the date hereof, the Company has not sold any
securities pursuant to the prospectus included in such
registration statement. The current offering period is scheduled
to expire May 25, 1997. If at least the minimum offering amount
is not received by May 25, 1997, any funds received from
subscribers will be promptly refunded without interest or
deduction. In such event, the Company may, in the discretion of
management, file an amendment to such registration statement to
update the prospectus and extend the offering for an additional
period beyond May 25, 1997. However, there is no assurance of
this.
Management's plan of operation for the next twelve months is
first to raise funds from the offering. If the offering is
successful, the Company intends to use the proceeds primarily to
acquire office equipment, hire employees and cover the payroll
costs and otherwise provide operating capital during the start up
period of operations until the Company can begin generating
revenues from operations to thereafter cover ongoing expenses.
The Company is totally dependent upon the successful completion
of this offering and receipt of at least the minimum amount of
proceeds therefrom, of which there is no assurance, for the
ability to commence its intended business operations.
Inasmuch as there is no assurance that the offering will be
successful and that the Company will receive any net proceeds
therefrom, the Company has not entered into any contractual
commitments and will not do so unless and until the offering is
completed. Therefore there is absolutely no assurance that the
Company will be able, with the proceeds of the offering, to
successfully commence proposed business operations. At this
time, no assurances can be given with respect to the timing of
commencement of operations or the length of time after
commencement that it will be necessary to fund operations from
proceeds of the offering.
<PAGE>
Depending on the total amount raised in the offering,
management believes that the net proceeds from the offering will
provide working capital for one to two years after commencement
of operations, during which time management anticipates that the
Company will begin generating sufficient revenues to cover
ongoing expenses. However, there is absolutely no assurance of
this. If the Company is unsuccessful, investors will have lost
their money and management will not attempt to pursue further
efforts with respect to such business, and it is unlikely the
Company would have the financial ability to do so in any event.
Instead management will call a shareholders meeting to decide
whether to liquidate the Company or what direction the Company
will pursue, if any. However, the Company presently has no
plans, commitments or arrangements with respect to any other
potential business venture and there is no assurance the Company
could become involved with any other business venture, especially
any business venture requiring significant capital.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Change in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
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.
Health Builders International, Inc.
Date: May 20, 1997 by: /S/ L. Dee Hall
L. Dee Hall, President
<PAGE>
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<PERIOD-END> MAR-31-1997
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<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 491
<PP&E> 0
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<BONDS> 0
0
0
<COMMON> 2,000
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<TOTAL-COSTS> 0
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<LOSS-PROVISION> 0
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<INCOME-PRETAX> (2,918)
<INCOME-TAX> 0
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<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,918)
<EPS-PRIMARY> (.00)
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