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: September 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to ______________ ________________
Commission file number 0-21847
BOULDER CAPITAL OPPORTUNITIES, II, INC.
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(Exact name of small business issuer as specified in its charter)
Colorado 84-1356598
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
P.O. Box 890261, Temecula, CA 92589
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(Address of principal executive offices)
(909) 693-2285
(Issuer's telephone number)
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 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___ No_X_
As of September 30, 2000, 1,030,200 shares of common stock were outstanding.
Transitional Small Business Disclosure Format: Yes_____ No _X_
<PAGE>
PART I--FINANCIAL INFORMATION
Item 1. Financial Statements.
For financial information, please see the financial statements and the
notes thereto, attached hereto and incorporated herein by this reference.
The financial statements have been prepared by Boulder Capital
Opportunities, II, Inc. without audit pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted as
allowed by such rules and regulations, and management believes that the
disclosures are adequate to make the information presented not misleading. These
financial statements include all of the adjustments which, in the opinion of
management, are necessary to a fair presentation of financial position and
results of operations. All such adjustments are of a normal and recurring
nature. These financial statements should be read in conjunction with the
audited financial statements at December 31, 1999, included in the Company's
Form 10-KSB.
Item 2. Management's Discussion and Analysis or Plan of Operation.
(a) Plan of Operation. Boulder Capital Opportunities, II, Inc. (the
"Company") was organized under the laws of the State of Colorado on August 8,
1996 to engage in any lawful business. The Company is in the development stage
and its intent is to operate as a capital market access corporation. The
Company's business plan is to seek a business combination. Management has not
identified any particular business or industry within which the company will
seek acquisitions or mergers. The Company has not conducted, nor have others
made available to it, market research supporting the viability of the Company's
proposed operations. The Company has had no significant business activity to
date. Management of the Company has unlimited discretion in determining the
business activities in which the Company will become engaged. Such companies are
commonly referred to as "blind pool/blank check" companies. There is and can be
no assurance that the Company will be able to acquire an interest in any such
opportunities that may exist or that any activity of the Company, even after any
such acquisition, will be profitable.
The Company has generated minimal revenues from its operations and has
been a development stage company since inception. Since the Company has
generated minimal revenues since inception and has never been in a profitable
position, it operates with minimal overhead.
During the period of this report, the Company has not engaged in any
preliminary efforts intended to identify any possible acquisitions nor entered
into a letter of intent concerning any business opportunity.
(b) Liquidity and Capital Resources. At September 30, 2000, the Company had no
material cash or other assets with which to conduct operations. There can
be no assurance that the Company will be able to complete its business plan
and to exploit fully any business opportunity that management may be able
to locate on behalf of the Company. Due to the lack of a specified business
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opportunity, the Company is unable to predict the period for which it can
conduct operations. Accordingly, the Company will need to seek additional
financing through loans, the sale and issuance of additional debt and/or
equity securities, or other financing arrangements. Management of the
Company has advised that they will pay certain costs and expenses of the
Company from their personal funds as interest free loans in order to
facilitate development of the Company's business plan. Management believes
that the Company has inadequate working capital to pursue any operations at
this time; however, loans to the Company from management may facilitate
development of the business plan. For the foreseeable future, the Company
through its management intends to pursue acquisitions as a means to develop
the Company. The Company does not intend to pay dividends in the
foreseeable future. As of the end of the reporting period, the Company had
no material cash or cash equivalents. There was no significant change in
working capital during this quarter.
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<TABLE>
<CAPTION>
Financial Statements
BOULDER CAPITAL OPPORTUNITIES, II, INC.
(A DEVELOPMENT STAGE COMPANY)
September 30, 2000
BALANCE SHEET
(Unaudited)
Assets
<S> <C> <C>
Current assets:
Cash $
-
----------------
Total current assets $ -
Organization costs, net of amortization 4,734
------------------
$ 4,734
==================
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 3,122
Accounts payable, shareholder 10,828
----------------
Total current liabilities $ 13,950
Stockholder's equity:
Preferred stock; 10,000,000 shares authorized; no par
value; none issued or outstanding
Common stock, 10,000,000 shares authorized, no par
value; 1,030,200 shares issued and outstanding 60,600
Additional paid-in capital 5,564
Deficit accumulated during development stage (75,380)
----------------
Total stockholders' equity (9,216)
------------------
------------------
$ 4,734
==================
See accompanying notes to these financial statements
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<CAPTION>
BOULDER CAPITAL OPPORTUNITIES, II, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED
Inception
(August 8,
1996)
Three Months Ended Nine Months Ended Through
September 30 September 30 Seotember
2000 1999 2000 1999 2000
----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Revenues $ - $ - $ - $ - $ 5,000
----------------------------------------------------------------------------------
Costs and expenses:
General and administrative 718 1,282 2,094 4,548 56,790
Amortization 1,420 1,420 4,260 4,260 23,666
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2,138 2,702 6,354 8,808 80,456
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Net operating income (loss) (2,138) (2,702) (6,354) (8,808) (75,456)
Other income and (expense)
Interest income 0 0 0 0 76
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Total other income (expense) 0 0 0 0 76
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Net income (loss) $ (2,138) $ (2,702) $ (6,354) $ (8,808) $ (75,380)
==================================================================================
Net (Loss) per share $ (0.00) $ (0.00) $ (0.01) $ (0.01) $ (0.07)
==================================================================================
Weighted average shares outstanding 1,030,200 1,030,200 1,030,200 1,030,200 1,030,200
==================================================================================
See accompanying notes to these financial statements
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<CAPTION>
BOULDER CAPITAL OPPORTUNITIES II, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(Unaudited)
Inception
(August 8,
1996)
Nine Months Ending Through
September 30 September 30
2000 1999 2000
--------------------------------------------------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (6,354) $ (8,808) $ (75,380)
Adjustments to reconcile net income to
net cash provided by operating activities
Stock issued for services 23,950
Amortization 4,260 4,260 23,666
Changes in assets and liabilities:
Increase (decrease) in accounts payable
and accrued expenses 2,094 4,548 13,950
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Total adjustments 6,354 8,808 61,566
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Net cash (used in) operating activities 0 0 (13,814)
Cash flows from investing activities: 0 0 0
Cash flows from financing activities:
Proceeds from sale of common stock 8,250
Capital contributions 5,564
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Net cash (used in) investing activities 0 0 13,814
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Increase (decrease) in cash 0 0 0
Cash and cash equivalents, beginning of
the period 0 0 0
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Cash and cash equivalents, end of the period $ - $ - $ -
========================================================
</TABLE>
See accompanying notes to these financial statements
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BOULDER CAPITAL OPPORTUNITIES II, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
In the opinion of management, all adjustments, consisting of normal
recurring accruals, have been made that are necessary for a fair
presentation of the financial position of the Company at September 30,
2000 and the results of operations for the three month period and nine
month periods ended September 30, 2000 and 1999 and the statement of
cash flows for the nine months ended September 30, 2000 and 1999 and
the statements of operations and cash flows cumulative since inception
to September 30, 2000. Quarterly results are not necessarily indicative
of the expected annual results. For a more complete understanding of
the Company's operations and financial position, reference is made to
the financial statements of the Company and related notes thereto,
filed with the Company's annual report on Form 10-KSB for the year
ended December 31, 1999, previously filed with the U.S. Securities and
Exchange Commission.
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PART II--OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities.
(Not applicable)
Item 4. Submission of Matters to a Vote of Security Holders.
(Not applicable)
Item 5. Other Information.
(Not applicable)
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
No exhibits as set forth in Regulation SB, are considered
necessary for this filing.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter for which
this report is filed.
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, as amended, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
BOULDER CAPITAL OPPORTUNITIES, II, INC.
Date: November 20, 2000
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Michael Delaney, President
