MIZAR ENERGY CO
10QSB, 1999-05-14
OIL & GAS FIELD EXPLORATION SERVICES
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<PAGE> 1 

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                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, 1999. 
  
[   ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934  
          For the transition period from:   
  
                  ------------------------------ 
                   Commission file number 0-24977
                  ------------------------------  
                                  
                       MIZAR ENERGY COMPANY 
     (Exact name of Registrant as specified in its charter.)  
  
COLORADO                                33-0231238 
(State of other jurisdiction of         (IRS Employer  
incorporation or organization)          Identification No.)  
  
                      5459 South Iris Street 
                    Littleton, Colorado   80123 
  (Address of principal executive offices, including zip code.)  
                                                  
                          (303) 932-9998  
       Registrant's telephone number, including area code.  
  
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities 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.  
  
                    YES [ x ]          NO [   ]
  
The number of shares outstanding of the Registrant's Common Stock, no
par value per share, at March 31, 1999 was 1,430,700 shares.  
 

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<PAGE> 2

                              PART I  
                                  
ITEM 1.   FINANCIAL STATEMENTS.  

                        MIZAR ENERGY COMPANY
                   (A Development Stage Company)
                           BALANCE SHEET
                     March 31, 1999 (Unaudited)
<TABLE>
                                  
                               ASSETS


<S>                                          <S>
CURRENT ASSETS
 Cash                                        $   9,826
                                             ---------
                                             $   9,826
                                             =========

                LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
 Reserve for reclamation cost                $   3,500
 Accounts payable                                3,774
                                             ---------
                                                 7,274


STOCKHOLDERS' EQUITY
 Preferred stock, 10,000,000 shares 
  authorized, no par value; none
  issued and outstanding                            -
 Common stock, 25,00,000 shares
  authorized, no par value; 
  1,430,700 shares issued and 
  outstanding                                   44,869
 Accumulated deficit                           (42,317)
                                             ---------
     Total Stockholders' Equity                  2,552
                                             ---------
                                             $   9,826
                                             =========
</TABLE>












<PAGE> 3

                        MIZAR ENERGY COMPANY
                   (A Development Stage Company)
                      STATEMENT OF OPERATIONS
         For the Three Months Ended March 31, 1999 and 1998
    and For the Period From Inception (December 11, 1996) as a 
            Development Stage Company to March 31, 1999

<TABLE>
<CAPTION>
                                                       From Inception
                                                       of Development
                         Three Months   Three Months   Stage to
                         1999           1998           March 31, 1999
                         (Unaudited)    (Unaudited)    (Unaudited)
<S>                      <C>            <C>            <C>
REVENUES                 $     -        $     -        $      -

EXPENSES
 Lease operating costs         -           2,932           8,162
 General and 
  administrative            3,776            333          16,279
 Impairment of oil and 
  gas properties               -              -           17,876
                         --------       --------       ---------
                            3,776          3,265          42,317

NET LOSS                 $ (3,776)      $ (3,265)      $ (42,317)
                         ========       ========       =========

</TABLE>


























<PAGE> 4
                        MIZAR ENERGY COMPANY
                   (A Development Stage Company)
                      STATEMENT OF CASH FLOWS
         For the Three Months Ended March 31, 1999 and 1998
    and For the Period From Inception (December 11, 1996) as a 
            Development Stage Company to March 31, 1999
<TABLE>
<CAPTION>
                                  
                                                       From Inception
                                                       of Development
                                                       Stage to
                         1999           1998           March 31, 1999
                         (Unaudited)    (Unaudited)    (Unaudited)
<S>                      <C>            <C>            <C>
CASH FLOWS FROM OPERATIONS
 Net loss                $ (3,776)      $ (3,265)      $ (42,317)
 Adjustment to reconcile 
 net loss to net cash
 used by operating 
 activities:
  Amortization                 -              22             446
  Impairment of oil and 
   gas properties              -              -           17,876
  Increase in organization 
   costs                       -              -             (446)
  Increase in accounts 
   payable                  3,774             -            3,774
                         --------       --------       ---------
Net cash used by 
 operating activities          (2)        (3,243)        (20,667)

CASH FLOWS FROM INVESTING 
ACTIVITIES
 Purchase of oil and 
  gas properties                -             -          (17,876)
 Sale of oil and gas 
  properties                    -             -            3,500
                         ---------      --------       ---------
Net cash provided (used 
 by investing activities                                 (14,376)
CASH FLOWS FROM FINANCING 
ACTIVITIES
 Advances from related 
  parties                       -             -           10,423
 Repayments to related 
  parties                       -             -          (10,423)
 Issuance of common stock       -             -           60,700
 Deferred offering costs        -             -          (15,831)
                         ---------      --------       ---------
Net cash provided by 
 financing activities           -             -           44,869
                         ---------      --------       ---------
NET INCREASE (DECREASE) 
IN CASH                        (2)        (3,243)          9,826

CASH, beginning of period   9,828          4,057              -
                         --------       --------       ---------
CASH, end of period      $  9,826       $    814       $   9,826
                         ========       ========       =========

</TABLE>
<PAGE> 5



                        MIZAR ENERGY Company
                   NOTES TO FINANCIAL STATEMENTS

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Business

Mizar Energy Company (the "Company") was incorporated in the state of
Colorado on December 11. 1996 and had no previous operations. The
Company plans to be engaged in the business of acquiring, developing
and operating oil and gas properties. The Company is currently in the
development stage.

Oil and Gas Properties

In 1997, the Company acquired oil and gas mineral leases. In April
1998, the Company sold its working interest in these leases for an
overriding royalty interest.  The Company retained the rights to the
surface equipment in this transaction.  On December 31, 1997. the
Company adjusted its investment in the royalty interest to its net
realizable value.

Private Stock Offering. 

In June 1998. the Company completed a private offering of its common
stock. Under terms of the offering, the Company issued 30,700 shares at
$1.00 per share. After offering costs of $15,831, net proceeds to the
Company amounted to $14,869.

Commitments and Contingencies

In 1999, the Company's underlying interest in oil and gas property
expired. In connection with this interest, the Company could, if the
assignee of the underlying interest fails to pay reclaimation costs of
the expired interest in the oil and gas properties, be obligated to pay
these costs. The Company has estimated and reserved $3,500 to pay the
reclaimation costs if its assignee fails to pay these costs.
















<PAGE> 6

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION. 
          
Plan of Operation 

     The following discussion should be read in conjunction with the
consolidated financial statements and notes thereto.

     The Company is considered to be in the development stage as
defined in Statement of Financial Accounting Standards No.  7.  There
have been no operations since incorporation.

     The Company's future proposed plan calls for it to consider and
acquire oil and gas leases for acquisition or development.  

     The Company believes it can satisfy is cash requirements for the
next twelve months as it relates to its current administrative and
start-up costs.  Although it is anticipated that the Company may
require additional funding over the next twelve months to acquire
and/or develop future oil and gas properties.

     The Company's future proposed plans call for it to consider
several factors in choosing additional properties for acquisition and
development.  First, the Company considers those regions in which one
or more of its management or other technical personal have field of
experience.  The Company's initial acquisition is located in Kansas. 
The Company anticipates acquiring additional leases in Colorado.  At
the present time the Company has not targeted any additional oil and
gas leases for acquisition.  The Company intends to acquire the oil and
gas leases from other existing oil companies that are brought to the
attention of Company's management.    

     The Company owns the surface equipment from its initial oil and
gas acquisition in Kansas.  To date the Company has sold one pumping
unit for $3,500 in cash.  The remaining equipment is currently for
sale.

     The Company is a development stage company and currently has no
employees other than its Officers and Directors.  Management of the
Company expects to hire additional employees as needed.

Liquidity and Capital Resources.

     The Company sold 1,400,000 shares of its Common Stock to officers
and directors for $30,000 in cash.  The Company also completed an
offering of 30,700 shares in June 1998 for $30,700 in cash.  A portion
of the foregoing was used for organizational matters and the purchase
of one oil and gas lease.  The Company has no operating history. The
Company has approximately $19,000 in cash as of September 30, 1998,
which the Company intends to use for working capital and to purchase
additional oil and gas leases.




<PAGE> 7

                             PART II.  
Item 6.   Exhibits and Reports on Form 8-K.

(a)     Exhibits

EXHIBIT INDEX

Exhibit 
  No.          Description.

  27      Financial Data Schedule

(b)  Reports on Form 8-K

     No reports were filed on Form 8-K during the quarter ended March
31, 1999.






































<PAGE> 8
 
                           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.  
  
Dated this 14th day of May, 1999.   
  

                              MIZAR ENERGY COMPANY 
                              (the "Registrant")  
  
                              BY:  /s/ Philip J. Davis 
                                   Philip J. Davis
                                   President, Treasurer and member of 
                                   the Board of Directors




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Statement of Financial Condition at March 31, 1999 (Unaudited)
and the Consolidated Statement of Income for the three months ended March
31, 1999 (Unaudited) and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-END>                               MAR-31-1999
<CASH>                                           9,826
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                 9,826
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                   9,826
<CURRENT-LIABILITIES>                            7,274
<BONDS>                                              0
                                0
                                          0
<COMMON>                                        44,869
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                     9,826
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                 3,776
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (3,776)
<EPS-PRIMARY>                                    0.002
<EPS-DILUTED>                                    0.002
        

</TABLE>


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