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, 1998
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, 1998, was 500,000
shares.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the nine month
period ended December 31, 1998, 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 Company's unaudited financial statements and notes thereto
included herein. In connection with, and because it desires to
take advantage of, the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995, the Company cautions
readers regarding certain forward looking statements in the
following discussion and elsewhere in this report and in any other
statement made by, or on the behalf of the Company, whether or not
in future filings with the Securities and Exchange Commission.
Forward looking statements are statements not based on historical
information and which relate to future operations, strategies,
financial results or other developments. Forward looking
statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are
beyond the Company's control and many of which, with respect to
future business decisions, are subject to change. These
uncertainties and contingencies can affect actual results and could
cause actual results to differ materially from those expressed in
any forward looking statements made by, or on behalf of, the
Company. The Company disclaims any obligation to update forward
looking statements.
The Company generated no revenues during the nine month
period ending December 31, 1998. 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
2
<PAGE>
that the Company has sufficient funds to continue operations
through the foreseeable future.
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 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 -
During the nine month period ended December 31, 1998, the
Company terminated a proposed "reverse merger" with Access
Communications Corp., Ft. Lauderdale, Florida ("ACC"), due to ACC's
failure to proceed with the proposed transaction in a timely
manner.
On or about February 3, 1999, the Company entered into a
letter of intent with Creditco, Inc. ("Creditco"), a privately held
Delaware corporation, whereby the Company has agreed in principle
to acquire all of the issued and outstanding shares of Creditco, in
exchange for issuance by the Company of previously unissued
"restricted" common stock. The relevant terms of the proposed
transaction require the Company to undertake a forward split of its
issued and outstanding common stock, whereby three and one-half
(3.5) shares of common stock shall be issued for every one (1)
share presently outstanding and thereafter, issue to the Creditco
3
<PAGE>
shareholders an aggregate of 15,750,000 "restricted" common shares,
representing 90% of the Company's then outstanding common stock, in
exchange for all of the issued and outstanding shares of Creditco.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -
(a) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K
Subsequent to the end of the nine month period ended
December 31, 1998, the Company filed a Form 8-K reporting the
execution of a letter of intent with Creditco, Inc. as reported
under Item 5 above.
4
<PAGE>
<TABLE>
TARCYN CORPORATION
(A Development Stage Company)
Unaudited
Balance Sheet
<CAPTION>
Unaudited Audited
December 31 March 31
1998 1998
_________ ___________
<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, 1998 and March 31, 1998,
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>
5
<PAGE>
<TABLE>
TARCYN CORPORATION
(A Development Stage Company)
Unaudited
Statement of Operations
<CAPTION>
For the For the March 18, 1993
Three Months Three Months (Inception)
Ended Ended Thru
December 31, December 31, December 31,
1998 1997 1998
____________ ____________ _____________
<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>
6
<PAGE>
<TABLE>
TARCYN CORPORATION
(A Development Stage Company)
Unaudited
Cash Flow Statement
<CAPTION>
For the For the March 18, 1993
Nine Months Nine Months (Inception)
Ended Ended Thru
December 31, December 31, December 31,
1998 1997 1998
____________ ____________ ______________
<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>
7
<PAGE>
<TABLE>
TARCYN CORPORATION
(A Development Stage)
Unaudited
Statement of Shareholders' Equity
<CAPTION>
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
& 1998 500,000 500 0 (500) 0
Net (Loss) 0 0
____________ ______ __________ ___________ _______
Balance at
December 31, 1998 500,000 500 $ 0 $ (500) $ 0
</TABLE>
8
<PAGE>
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, 1998 and 1997, and for the periods from inception at March 18,
1993 to December 31, 1998, (b) financial position at December 31,
1998 and March 31, 1998, and (c) the cash flows for the nine months
ended December 31, 1998 and 1997 and for the period from inception,
March 18, 1993 to December 31, 1998, have been made.
NOTE 2.
- ------
The results for the nine month period ended December 31, 1998, are
not necessarily indicative of the results for the entire fiscal
year ended March 31, 1999.
9
<PAGE>
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 8, 1999
By: s/Andrew I. Telsey
--------------------------------
Andrew I. Telsey,
President
10
<PAGE>
TARCYN CORPORATION
Exhibit Index to Quarterly Report on Form 10-QSB
For the Quarter Ended December 31, 1998
EXHIBITS Page No.
EX-27 Financial Data Schedule . . . . . . . . . . . . 12
11
<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, 1998
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-END> DEC-31-1998
<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>
