U.S. Securities and Exchange Commission
Washington, DC 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, 1998
[ ] 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 0-23439
HARBOR TOWN HOLDING GROUP I, INC.
(Exact name of small business issuer as specified in its charter)
Florida 65-0755340
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
324 Datura St., Suite. 200, West Palm Beach, FL 33401
(Address of principal executive office and zip code)
(561) 659-1196
(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 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 at least
the past 90 days. Yes _X_ No ___
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: On May 14, 1998, there were
outstanding approximately 20,000,000 shares of common stock, no par value.
Transitional Small Business Disclosure Format (check one);
Yes __ No _X__
<PAGE>
HARBOR TOWN HOLDING GROUP I, INC.
Form 10-QSB Index
March 31, 1998
Page
Part I: Financial Information
Item 1. Financial Statements........................ 3
Balance Sheets Unaudited at March 31, 1998.......... 4
Unaudited Statements of Operations for the
Period ended March 31, 1998......................... 5
Unaudited Statements of Cash Flow for the
Period Ended March 31, 1998......................... 6
Notes to Unaudited Financial Statements............. 7
Item 2. Management's Discussion and Analysis
or Plan of Operation ............................... 8
Part II: Other Information
Item 1. Legal Proceedings ....................... 9
Item 2. Changes in Securities.................... 9
Item 3. Defaults Upon Senior Securities ......... 9
Item 4. Submission of Matters to a Vote
of Security Holders...................... 9
Item 5. Other Information........................ 9
Item 6. Exhibits and Reports on Form 8-K......... 9
Signatures............................................... 9
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
<PAGE>
HARBOR TOWN HOLDING GROUP I, INC.
CONDENSED BALANCE SHEET
(A Development Stage Company)
March 31, 1998
(Unaudited)
ASSETS
Current assets:
Cash $ 268
$ 268
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 2,000
Stockholders' equity:
Common stock 43,695
Deficit accumulated during the
development stage (45,427)
Total stockholders' deficit ( 1,732)
$ 268
See Accompanying Notes
<PAGE>
HARBOR TOWN HOLDING GROUP I, INC.
(A Development Stage Company
CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
May 6, 1997 (inception)
Quarter Ended December 31
December 31 1997 1998
<S> <C> <C> <C>
Sales, net $ - $ - $ -
Cost of sales - - -
Gross profit (loss) - - -
General and administrative
expenses 4,470 40,957 45,427
Net loss (4,470) (40,957) (45,427)
Net loss per share $ 0.00 $ 0.00
Number of shares used in
earnings per share
computation 20,000,000 8,830,143
</TABLE>
See Accompanying Notes
<PAGE>
HARBOR TOWN HOLDING GROUP I, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOW
(Unaudited)
<TABLE>
<CAPTION>
May 6, 1997 (inception)
Quarter Ended December 31
December 31 1997 1998
<S> <C> <C> <C>
Cash flows from operating
activities:
Net income $ (4,470) $ (40,957) $ (45,427)
Non cash compensation - 25,095 25,095
Changes in assets and
liabilities 470 1,530 2,000
Net cash provided (used) for
operations (4,000) (14,332) (18,332)
Cash flows from financing
activities
Proceeds from advances
converted to common stock - 18,600 18,600
Net increase (decrease) in cash (4,000) 4,268 268
Cash, beginning of period 4,268 - -
Cash, end of period $ 268 $ 4,268 $ 268
Supplemental disclosure:
Cash paid for interest $ - $ - $ -
Income taxes paid $ - $ - $ -
</TABLE>
See Accompanying Notes
<PAGE>
HARBOR TOWN HOLDING GROUP I, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
March 31, 1998
1. Basis of Presentation
The accompanying unaudited financial statements of Harbor Town Holding Group
I, Inc. (the "Company") have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions to Form 10-Q. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three-month period
ended March 31, 1998 are not necessarily indicative of the results that may be
expected for the year ended December 31, 1998.
Development Stage Activities - The Company has been in the development stage
since its inception on May 6, 1997. It has conducted no business other than
organize as a corporation. It intends to seek and acquire merger partners
that have ongoing operations. The accompanying financial statements have been
presented in accordance with generally accepted accounting principles, which
assume the continuity of the Company as a going concern. The Company has
entered into negotiations, but no agreement has been signed as of the date of
this financial statement.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of
Operation.
(a) Plan of Operation
The registrant is presently a development stage company conducting
virtually no business operation, other than its efforts to effect a merger,
exchange of capital stock, asset acquisition or other similar business
combination (a "Business Combination") with an operating or development stage
business which the registrant considers to have significant growth potential.
To date, the registrant has neither engaged in any operations nor generated
any revenue. It receives no cash flow. The registrant anticipates no capital
infusions prior to effectuating a Business Combination. Until such time as
the registrant effectuates a Business Combination, with the exception of
certain other professional fees and costs for such a transaction, the
registrant expects that it will incur minimal operating costs throughout
1998.
No officer or director of the registrant is paid any type of compensation
by the registrant and presently, there are no arrangements or anticipated
arrangements to pay any type of compensation to any officer or director in the
near future. The registrant expects that it will meet its cash requirements
until such time as a Business Combination occurs. However, in the event the
registrant depletes its present cash reserves, the registrant may cease
operations and a Business Combination may not occur. There are no agreements
or understandings of any kind with respect to any loans from officers or
directors of the registrant on behalf of the registrant.
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
No material legal proceedings are pending of which the registrant is a
party.
Item 2. Change in Securities
Not Applicable
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) Financial Data Schedule.
(b) No reports on Form 8-K were filed during the quarter
ended March 31, 1998.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
HARBOR TOWN HOLDING GROUP I, INC.
Registrant
/s/ Ronald W. Hayes, Jr.
Ronald W. Hayes, Jr.
President/CEO.
/s/ Ronald W. Hayes, Jr.
Ronald W. Hayes, Jr.
President/CEO
Date: May 14, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 268
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 268
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 268
<CURRENT-LIABILITIES> 2,000
<BONDS> 0
0
0
<COMMON> 43,695
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 268
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 4,470
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,470)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,470)
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
