U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-QSB
Quarterly Report Under
the Securities Exchange Act of 1934
For Quarter Ended: December 31, 1997
Commission File Number: 0-22607
TARCYN CORPORATION
(Exact name of small business issuer as specified in its charter)
Colorado
(State or other jurisdiction of incorporation or organization)
84-1233073
(IRS Employer Identification No.)
2851 South Parker Road, Suite 720
Aurora, Colorado
(Address of principal executive offices)
80014
(Zip Code)
(303) 671-8920
(Issuer's Telephone Number)
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities 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
__X__ No ____.
The number of shares of the registrant's only class of common stock issued and
outstanding, as of December 31, 1997, was 500,000 shares.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the nine month period ended December
31, 1997, are attached hereto.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the Financial
Statements and notes thereto included herein.
The Company generated no revenues during the nine month period ending
December 31, 1997. Management of the Company anticipates that the Company will
not generate any significant revenues until the Company accomplishes its
business objective of merging with a nonaffiliated entity or acquiring assets
from the same.
The Company's securities are currently not liquid. There are no market
makers in the Company's securities and it is not anticipated that any market
will develop in the Company's securities until such time as the Company
successfully implements its business plan of engaging in a business opportunity,
either by merger or acquisition of assets. The Company presently has no liquid
financial resources to offer such a candidate and must rely upon an exchange of
its stock to complete such a merger or acquisition.
Because the Company is not required to pay rent or salaries to any of its
officers or directors, management believes that the Company has sufficient funds
to continue operations through the foreseeable future.
Forward Looking Statements
This report contains certain forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, as amended (the "Exchange Act") concerning the Company's
operations, economic performance and financial conditions, including, in
particular, the likelihood of the Company's ability to acquire another existing
business or assets. These statements are based upon a number of assumptions and
estimates which are inherently subject to significant uncertainties and
contingencies, many of which are beyond the control of the Company and reflect
future business decisions which are subject to change. Some of these
assumptions inevitably will not materialize and unanticipated events will occur
which will affect the Company's results. Consequently, actual results will vary
from the statements contained herein and such variance may be material.
Prospective investors should not place undue reliance on this information.
Year 2000 Disclosure
Many existing computer programs use only two digits to identify a year in
the date field. These programs were designed and developed without considering
the impact of the upcoming change in the century. If not corrected, many
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computer applications could fail or create erroneous results by or at the Year
2000. As a result, many companies will be required to undertake major projects
to address the Year 2000 issue. Because the Company has nominal assets,
including no personal property such as computers, it is not anticipated that the
Company will incur any negative impact as a result of this potential problem.
However, it is possible that this issue may have an impact on the Company after
the Company successfully consummates a merger or acquisition. Management
intends to address this potential problem with any prospective merger or
acquisition candidate. There can be no assurances that new management of the
Company will be able to avoid a problem in this regard after a merger or
acquisition is so consummated.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS - NONE
ITEM 2. CHANGES 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 -
(a) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K
None.
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<TABLE>
TARCYN CORPORATION
(A Development Stage Company)
Unaudited
Balance Sheet
Unaudited Audited
December 31 March 31
1997 1997
_________ ___________
<S> <C> <C>
ASSETS
Current Assets - Cash $ 0 $ 0
_________ ___________
TOTAL ASSETS $ 0 $ 0
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities $ 0 $ 0
SHAREHOLDERS' EQUITY
Common Stock, No Par Value;
100,000,000 Shares Authorized,
500,000 Issued and Outstanding at
December 31, 1997 and March 31, 1997,
respectively $ 500 $ 500
Preferred Stock, $.01 Par Value;
25,000,000 Shares Authorized,
No Shares Issued and Outstanding 0 0
Additional Paid In Capital
on Preferred Stock 0 0
Deficit Accumulated During
the Development Stage (500) (500)
_________ ___________
Total Shareholders' Equity $ 0 $ 0
_________ ___________
TOTAL LIABILITIES
AND SHAREHOLDERS' EQUITY $ 0 $ 0
========= ===========
</TABLE>
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<TABLE>
TARCYN CORPORATION
(A Development Stage Company)
Unaudited
Statement of Operations
For the For the March 18, 1993
Nine Months Nine Months (Inception)
Ended Ended Thru
December 31, December 31, December 31,
1997 1996 1997
____________ ____________ _____________
<S> <C> <C> <C>
Revenue $ 0 $ 0 $ 0
Expenses 0 0 500
Net (Loss) Accumulated
During The Development
Stage $ 0 $ 0 $ (500)
Net (Loss) Per Share $ ($0.00) $ ($0.00) $ ($0.00)
Common Shares
Outstanding 500,000 500,000 500,000
</TABLE>
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<TABLE>
TARCYN CORPORATION
(A Development Stage Company)
Unaudited
Cash Flow Statement
For the For the March 18, 1993
Nine Months Nine Months (Inception)
Ended Ended Thru
December 31, December 31, December 31,
1997 1996 1997
____________ ____________ ______________
<S> <C> <C> <C>
Cash Flows From
Operating Activities:
Net Profit (Loss)
Accumulated During The
Development Stage $ 0 $ 0 $ (500)
Amortization and
Depreciation 0 0 0
Issuance of Common Stock
Not For Cash 0 0 500
____________ ____________ _____________
Net Cash Flows
From Operations 0 0 0
Cash Flows From
Financing Activities:
Issuance of Common Stock 0 0 0
Additional Paid in Capital 0 0 0
____________ ____________ _____________
Net Cash Provided
by Financing Activities 0 0 0
____________ ____________ _____________
Net Increase (Decrease) in Cash 0 0 0
Cash At Beginning of Period 0 0 0
____________ ____________ _____________
Cash At End of Period $ 0 $ 0 $ 0
Supplementary Disclosure of
Cash Flow Information:
Noncash Financing Activities:
Common Stock Issued For
Cash Advances & Services $ 0 $ 0 $ 500
</TABLE>
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<TABLE>
TARCYN CORPORATION
(A Development Stage)
Unaudited
Statement of Shareholders' Equity
Deficit
Accumulated
Number of Additional During the
Shares Common Paid In Development
Common Stock Stock Capital Stage Total
____________ ______ __________ ___________ _______
<S> <C> <C> <C> <C> <C>
Balance at
March 18,1993 0 $ 0 $ 0 $ 0 $ 0
Issuance of Common Stock:
March, 1993 For
Cash Advances and
Services At $.001 Per
Share 500,000 $ 500 0 0 500
Net (Loss) (500) (500)
____________ ______ __________ ___________ _______
Balance at
March 31, 1994,
1995, 1996 & 1997 500,000 500 0 (500) 0
Net (Loss) 0 0
____________ ______ __________ ___________ _______
Balance at
December 31, 1997 500,000 500 $ 0 $ (500) $ 0
</TABLE>
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TARCYN CORPORATION
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1.
The Company initially authorized 1,000,000 shares of $.001 par value common
stock. In March 1993, the Company issued 10,000 shares of common stock for
services valued at $500 for cash advances and services. In November 1993, the
Company amended its Articles of Incorporation and authorized 100,000,000 shares
of no par value common stock and 25,000,000 shares of $.01 par value preferred
stock and effectuated a 50 to 1 forward split. For accounting purposes the
equity of the Company was retroactively restated to reflect this change.
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments necessary for a fair statement of (a) the results of
operations for the nine month periods ended December 31, 1997 and 1996, and for
the periods from inception at March 18, 1993 to December 31, 1997, (b) financial
position at December 31, 1997 and March 31, 1997, and (c) the cash flows for the
nine months ended December 31, 1997 and 1996, and for the period from inception,
March 18, 1993 to December 31, 1997, have been made.
NOTE 2.
The results for the nine month period ended December 31, 1997, are not
necessarily indicative of the results for the entire fiscal year ended March 31,
1998.
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
TARCYN CORPORATION
(Registrant)
Dated: February 11, 1998
By: s/Andrew I. Telsey
---------------------------
Andrew I. Telsey,
President
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TARCYN CORPORATION
Exhibit Index to Quarterly Report on Form 10-QSB
For the Quarter Ended December 31, 1997
EXHIBITS Page No.
EX-27 Financial Data Schedule 11
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED DECEMBER 31,
1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> DEC-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 500
<OTHER-SE> (500)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
