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: March 31, 1998
Commission File Number: 000-23485
LBF CORPORATION
(Exact name of small business issuer as specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
98-0177646
(IRS Employer Identification No.)
Suite 106, 1460 Pandosy Street
Kelowna, British Columbia, Canada
(Address of principal executive offices)
V14 1P3
(Zip Code)
(250) 868-8445
(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 March 31, 1998, was 500,000 shares.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the nine month period
ended March 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 Financial Statements and notes thereto included herein.
The Company generated no revenues during the nine month period
ended March 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 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.
2
<PAGE>
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 - NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -
(a) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K
None.
3
<PAGE>
<TABLE>
LBF CORPORATION
(A Development Stage Company)
Unaudited
Balance Sheet
<CAPTION>
Unaudited Audited
March 31, June 30,
1998 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, $.001 Par Value;
50,000,000 Shares Authorized,
500,000 Issued and Outstanding at
March 31, 1998 and June 30,1997,
respectively $ 500 $ 500
Preferred Stock, $.001 Par Value;
25,000,000 Shares Authorized,
No Shares Issued and Outstanding 0 0
Additional Paid In Capital 10,010 10,010
Deficit Accumulated During
the Development Stage (10,510) (10,510)
_________ ___________
Total Shareholders' Equity $ 0 $ 0
_________ ___________
TOTAL LIABILITIES
AND SHAREHOLDERS' EQUITY $ 0 $ 0
========= ===========
</TABLE>
4
<PAGE>
<TABLE>
LBF CORPORATION
(A Development Stage Company)
Unaudited
Statement of Operations
<CAPTION>
February 17,
For the For the 1993
Nine Months Nine Months (Inception)
Ended Ended Thru
March 31, March 31, March 31,
1998 1997 1998
____________ ____________ _____________
<S> <C> <C> <C>
Revenue $ 0 $ 0 $ 0
Expenses
Legal 0 0 10,000
Office 0 0 510
------------ ------------ -------------
Total $ 0 $ 0 $ 10,510
------------ ------------ -------------
Net (Loss) $ 0 $ 0 $ (10,510)
============ ============ ==============
Net (Loss) Per
Common Share $ ($0.00) $ ($0.00) $ ($0.02)
============ =========== ==============
Common Shares
Outstanding 500,000 500,000 500,000
============ =========== ==============
</TABLE>
5
<PAGE>
<TABLE>
LBF CORPORATION
(A Development Stage Company)
Unaudited
Cash Flow Statement
<CAPTION>
February
For the For the 17, 1993
Nine Months Nine Months (Inception)
Ended Ended Thru
March 31, March 31, March 31,
1998 1997 1998
____________ ____________ ______________
<S> <C> <C> <C>
Cash Flows From
Operating Activities:
Net Profit (Loss)
Accumulated During The
Development Stage $ 0 $ 0 $ (10,510)
Issuance of Common Stock
Not For Services 0 0 510
____________ ____________ _____________
Net Cash Flows
From Operations 0 0 (10,000)
------------ ------------ -------------
Cash Flows From
Financing Activities:
Issuance of Common Stock 0 0 0
Additional Paid-In Capital 0 0 10,000
------------ ------------ -------------
Net Cash Flows From
Financing Activities 0 0 10,000
------------ ------------ -------------
Cash Flows From
Investing Activities:
0 0 0
____________ ____________ _____________
Net Cash Flows From
Investing 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 $ 510
=========== =========== =============
Expenses paid by Share-
holders on Behalf of
the Company $ 0 $ 0 $ 10,000
=========== =========== =============
</TABLE>
6
<PAGE>
<TABLE>
LBF 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
February 17, 1993 0 $ 0 $ 0 $ 0 $ 0
Issuance of Common Stock:
May, 1993 For Cash
Advances and Services
At $.002 Per Share 150,000 $ 150 150 0 300
Net (Loss) (300) (300)
____________ ______ __________ ___________ _______
Balance at
June 30, 1993 & 1994 150,000 150 150 (300) 0
Issuance of Common Stock:
October 1995 For
Cash Advances and
Services at $.30 Per
Share 350,000 350 (140) 0 210
Net (Loss) (210) (210)
____________ ______ __________ ___________ _______
Balance at
June 30, 1995 500,000 500 10 (510) 0
Expenses Paid By
Shareholders 10,000 10,000
Net (Loss) (10,000) (10,000)
------------ ------ ---------- ---------- -------
Balance at
June 30, 1996 500,000 500 10,010 (10,510) 0
Net (Loss) 0 0
------------ ------ ---------- ---------- -------
Balance at
June 30, 1997 500,000 500 10,010 (10,510) 0
Net (Loss) 0 0
------------ ------ ---------- ---------- -------
Balance at
March 31, 1998 500,000 $ 500 $ 10,010 $ (10,510) $ 0
============ ====== ========== ========== =======
</TABLE>
7
<PAGE>
LBF CORPORATION
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1.
The Company initially authorized 2,500 shares of no par value common stock.
In May 1993, the Company issued 300 shares of common stock for services
valued at $300 or $1.00 per share for cash advances and services. In
October 1995, the Company issued 700 shares of common stock valued at
$210.00 or $.30 per share for services and cash advances paid on behalf of
the Company. In August 1996, the Board of Directors and Shareholders of the
Company authorized an increase in its authorized stock to 50,000,000 shares
of $.001 par value common stock and 25,000,000 shares of $.001 par value
preferred stock. The Secretary of State of the State of Nevada issued a
Certificate of Amendment to the Articles of Incorporation in September, 1997
relative to the increase in the authorized shares of stock. In August 1997,
the Company effectuated a 500 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 March 31, 1998 and 1997, and
for the periods from inception at February 17, 1993 to March 31, 1998, (b)
financial position at March 31, 1998 and June 30, 1997, and (c) the cash
flows for the nine months ended March 31, 1998 and 1997, and for the period
from inception, February 17, 1993 to March 31, 1998, have been made.
NOTE 2.
The results for the nine month period ended March 31, 1998, are not
necessarily indicative of the results for the entire fiscal year ended June
30, 1998.
8
<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.
LBF CORPORATION
(Registrant)
Dated: May 19, 1998
By: s/Bob Hemmerling
---------------------------
Bob Hemmerling,
Secretary
9
<PAGE>
LBF CORPORATION
Exhibit Index to Quarterly Report on Form 10-QSB
For the Quarter Ended March 31, 1998
EXHIBITS Page No.
EX-27 Financial Data Schedule . . . . . . . . . . . . . 11
10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS FOR THE NINE MONTH PERIOD ENDED MARCH 31, 1998,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> MAR-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>
