SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998.
Commission File Number: 000-24199
CORPORATE TOURS & TRAVEL, INC.
(Exact name of registrant as specified in its charter)
Nevada 88-0306099
(State of organization) (I.R.S. Employer Identification No.)
8452 Boseck Street, Suite 272, Las Vegas, NV 89128
(Address of principal executive offices)
Registrant's telephone number, including area code (702) 228-4688
Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days. Yes X
There are 4,100,000 shares of common stock outstanding as of May
6, 1999.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The financial statements and supplemental data required by this
Item follow the index of financial statements appearing at Item 6
of this Form 10Q-SB.
ITEM 2. MANAGEMENT'S PLAN OF OPERATION
NOTE REGARDING PROJECTIONS AND FORWARD LOOKING STATEMENTS
This statement includes projections of future results and
"forward-looking statements" as that term is defined in Section
27A of the Securities Act of 1933 as amended (the "Securities
Act"), and Section 21E of the Securities Exchange Act of 1934 as
amended (the "Exchange Act"). All statements that are included in
this Registration Statement, other than statements of historical
fact, are forward-looking statements. Although Management
believes that the expectations reflected in these forward-looking
statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors
that could cause actual results to differ materially from the
expectations are disclosed in this Statement, including, without
limitation, in conjunction with those forward-looking statements
contained in this Statement.
Plan of Operation
The Company's Plan of Operation has not changed since the filing
of its amended Form 10-SB. The description of the current plan of
operation is incorporated by reference to Section 2 of that
amended Form 10-SB filed with the SEC on March 3, 1999.
Competition
The Company is an insignificant participant among firms which
engage in business combinations with, or financing of,
development-stage enterprises. There are many established
management and financial consulting companies and venture capital
firms which have significantly greater financial and personal
resources, technical expertise and experience than the Company.
In view of the Company's limited financial resources and
management availability, the Company will continue to be at
significant competitive disadvantage vis-a-vis the Company's
competitors.
Year 2000 Compliance
The Company is aware of the issues associated with the
programming code in existing computer systems as the year 2000
approaches. The Company has assessed these issues as they relate
to the Company, and since the Company currently has no operating
business and does not use any computers, and since it has no
customers, suppliers or other constituents, it does not believe
that there are any material year 2000 issues to disclose in this
Form 10Q-SB.
Employees
The Company's only employees at the present time are its officers
and directors, who will devote as much time as the Board of
Directors determine is necessary to carry out the affairs of the
Company.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings and, to the best of its knowledge, no such action by
or against the Company has been threatened.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No such matters were submitted during the most recent quarter.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
FINANCIAL STATEMENTS
Unaudited financial statements for the quarter ended
September 30, 1998.
BARRY L. FRIEDMAN, P.C.
Certified Public Accountant
To Whom It May Concern:
February 4, 1999
The firm of Barry L. Friedman, P.C., Certified Public Accountant
consents to the inclusion of their report of February 4, 1999, on
the Financial Statements of Corporate Tours & Travel, Inc., as of
December 31, 1998, in any filings that are necessary now or in
the near future with the U.S. Securities and Exchange Commission.
Very Truly Yours,
s/Barry L. Friedman
Barry L. Friedman
Certified Public Accountant
CORPORATE TOURS & TRAVEL, INC.
BARRY L. FRIEDMAN, P.C.
Certified Public Accountant
INDEPENDENT AUDITORS' REPORT
Board of Directors February 4, 1999
Corporate Tours & Travel, Inc.
Las Vegas, Nevada
I have audited the accompanying Balance Sheets of Corporate Tours
& Travel, Inc., (A Development Stage Company), as of December 31,
1998, December 31, 1997, and December 31, 1996, and the related
statements of operations, stockholders' equity and cash flows for
the three years ended December 31, 1998, December 31, 1997, and
December 31, 1996. These financial statements are the
responsibility of the Company's management. My responsibility is
to express an opinion on these financial statements based on my
audit.
I conducted my audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. I believe that my
audit provides a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Corporate Tours & Travel, Inc., as of December 31, 1998, December
31, 1997, and December 31, 1996, and the results of its
operations and cash flows for the three years ended December 31,
1998, December 31, 1997, and December 31, 1996, in conformity
with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming
the Company will continue as a going concern. As discussed in
Note #5 to the financial statements, the Company has suffered
recurring losses from operations and has no established source of
revenue. This raises substantial doubt about its ability to
continue as a going concern. Management's plan in regard to these
matters are also described in Note #5. The financial statements
do not include any adjustments that might result from the outcome
of this uncertainty.
/S/ Barry L. Friedman
Barry L. Friedman
Certified Public Accountant
CORPORATE TOURS & TRAVEL, INC.
(A Development Stage Company)
BALANCE SHEET
<TABLE>
<S> <C> <C>
9 Mos Ending Year Ended Dec.
Sept. 30, 1998 31, 1997
ASSETS
CURRENT ASSETS: $ 0 $ 0
OTHER ASSETS:
TOTAL ASSETS $ 0 $ 0
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES: $4,060 $900
Accounts Payable $4,060 $900
TOTAL CURRENT LIABILITIES $4,060 $900
STOCKHOLDERS' EQUITY: (Note 1)
Preferred stock, par value, $.001
authorized 10,000,000 shares issued
and outstanding at December 31, 1998
- - NONE
Common stock, par value, $.00l
authorized 50,000,000 shares issued
and outstanding at December 31, 1996;
4,100,000 shares
December 31, 1997; 4,100,000 shares $ 4,100
September 30, 1998; 4,100,000 shares $ 4,100
Additional paid in Capital 0 0
Accumulated loss -8,160 -5,000
TOTAL STOCKHOLDERS' EQUITY -4,060 -900
TOTAL LIABILITIES AND STOCKHOLDERS' $ 0 $ 0
EQUITY
</TABLE>
See accompanying notes to financial statements & audit report
CORPORATE TOURS & TRAVEL, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
<TABLE>
<S> <C> <C> <C> <C> <C>
3 Mos Ended 3 Mos Ended 9 Mos Ended 9 Mos Ended Sept. 23, l993
9/30/98 9/30/97 9/30/98 9/30/97 (inception) to
9/30/98
INCOME:
Revenue $ 0 $ 0 $ 0 $ 0 $ 0
EXPENSES:
General Selling and $ 585 $ 0 $ 3,160 $ 900 $ 8,160
Administrative
$ 585 $ 0 $ 3,160 $ 900 $ 8,160
Net Profit/Loss(-) $ -585 $ 0 $ -3,160 $ -900 $ -8,160
Net Profit/Loss(-) $ -.0001 $ NIL $ -.0008 $ -.0001 $ -.0020
per weighted share
(Note 1)
Weighted average 4,100,000 4,100,000 4,100,000 4,100,000 4,100,000
number of common
shares outstanding
</TABLE>
See accompanying notes to financial statements & audit report
CORPORATE TOURS & TRAVEL, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
<TABLE>
<S> <C> <C> <C> <C>
Common Shares Stock Amount Additional paid- Accumulated
in capital Deficit
Balance, December 31, 4,100,000 $4,100 $0 -4,100
1995
Net Income/ Loss year 0
ended December 31, 1996
Balance, December 31, 4,100,000 $4,100 $0 $-4,100
1996
Net Income/ Loss year -900
ended December 31, 1997
Balance, December 31, 4,100,000 $4,100 $0 $-5,000
1997
Net Income/ Loss year -3,160
ended December 31, 1998
Balance, December 31, 4,100,000 $4,100 $0 $-8,160
1998
</TABLE>
See accompanying notes to financial statements & audit report
CORPORATE TOURS & TRAVEL, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
<TABLE>
<S> <C> <C> <C> <C> <C>
3 Mos Ended 3 Mos Ended 9 Mos Ended 9 Mos Ended Sept. 23, l993
9/30/98 9/30/97 9/30/98 9/30/97 (inception) to
9/30/98
Cash Flows from Operating
Activities:
Net Loss $ -585 $ 0 $ -3,160 $ -900 $-8,160
Adjustment to reconcile net 0 0 0 0
loss to net cash provided by
operating activities
Issued common stock for +4,100
services
Changes in assets and
liabilities:
Increase in current $ +585 $ 0 $ +3,160 $ +900 $ +4,060
liabilities:
Advances Payable
Net cash used in operating 0 0 0 0
activities
Cash Flows from investing 0 0 0 0
activities
Cash Flows from Financing 0 0 0 0
Activities
Net increase (decrease) in $0 $0 $0 $0
cash
Cash, beginning of period 0 0 0 0
Cash, end of period $0 $0 $0 $0
</TABLE>
See accompanying notes to financial statements & audit report
CORPORATE TOURS & TRAVEL, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 1998, December 31, 1997, and September 30, 1997
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
The Company was organized September 23, 1993, under laws of the
State of Nevada, as Corporate Tours & Travel, Inc.. The company
currently has no operations and, in accordance SFAS #7, is
considered a development stage company.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method
The Company records income and expenses on the accrual method.
Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenue and expenses during the reporting
period. Actual results could differ from those estimates.
Cash and Equivalents
The Company maintains a cash balance in a non-interest-bearing
bank that currently does not exceed federally insured limits. For
the purpose of the statements of cash flows, all highly liquid
investments with the maturity of three months or less are
considered to be cash equivalents. They're no cash equivalents as
of September 31, 1998.
Income Taxes
Income taxes are provided for using the liability method of
accounting in accordance with Statement of Financial Accounting
Standards No. 109, (SFAS #109), "Accounting for Income Taxes". A
deferred tax asset or liability is recorded for all temporary
difference between financial and tax reporting. Deferred tax
expense (benefit) results from the net change during the year of
deferred tax assets and liabilities.
Organization Costs
Costs incurred to organize the Company are being amortized on a
straight-line basis over a sixty-month period
Loss Per Share
Net loss per share is provided in accordance with Statement of
Financial Accounting Standards No. 128, (SFAS #128), "Earnings
Per Share". Basic loss per share is computed by dividing losses
available to common stockholders by the weighted average number
of common shares outstanding during the period. Diluted loss per
share reflects per share amounts that would have resulted if
dilative common stock equivalents had been converted to common
stock. As of December 31, 1998, the Company had no dilative
common stock equivalents such as stock options.
Year End
The Company has selected December 31, as its year-end
Year 2000 Disclosure
The year 2000 issue is the result of computer programs being
written using two digits rather than four to define the
applicable year. Computer programs that have time sensitive
software may recognize a date using "00" as the year 1900 rather
than the year 2000. This could result in a system failure or
miscalculations causing disruption of normal business activities.
Based on a recent and ongoing assessment, the Company has
determined that it will require only off-the-shelf software
utilizing a Microsoft Windows platform for all of its computing
requirements. The Company presently believes that with
modifications to existing off-the-shelf software or conversions
to new software, the Year 2000 issue will not pose a significant
operational problem and will not materially affect future
financial results.
The Company currently anticipates purchasing new off-the-shelf
Year 2000 compatible software within the near future, which is
prior to any anticipated impact on its operating systems. The
total cost of this new software is not anticipated to be a
material expense to the Company at this time. However, there can
be no guarantee that these new off-the-shelf software products
will be adequately modified, which could have a material adverse
effect on the Company's results of operations.
NOTE 3- INCOME TAXES
There is no provision for income taxes for the period ended
December 31, 1998, due to the net loss and no state income tax in
the state of the Company's domicile and operations, Nevada. The
Company's total deferred tax asset as of December 31, 1998 is as
follows:
Net operation loss carry forward $8,160
Valuation allowance 8,160
Net deferred tax asset $0
The federal net operating loss carry forward will expire various
amounts from 2013 to 2018.
This carry forward may be limited upon the consummation of a
business combination under IRC Section 381.
NOTE 4- SHAREHOLDERS' EQUITY
Common Stock
The authorized common stock of Corporate Tours & Travel, Inc.
consists of 50,000,000 shares with a par value of $.001 per
share.
Preferred Stock
The authorized Preferred Stock of Corporate Tours & Travel, Inc.
consists of 10,000,000 shares with a par value of $0.001 per
share.
On September 27, 1993, the Company issued 4,100,000 shares of
it's $.00l par value common stock for services of $ 4,100.
On September 7, 1996, the Company restated its Articles of
Incorporation. The Company increased its capitalization from
5,000,000 common shares to 50,000,000 common shares. The par
value was unchanged at $0.001. Also, the Company approved the
authority to issue 10,000,000 shares of preferred shares, par
value $0.001.
NOTE 5- GOING CONCERN
The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern
which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. However, the
Company does not have significant cash or other material assets,
nor does it have an established source of revenues sufficient to
cover its operating costs and to allow it to continue as a going
concern. It is the intent of the Company to seek a merger with an
existing, operating company. Until that time, the
stockholders/officers and/or directors have committed to
advancing the operating costs of the Company interest free.
NOTE 6-RELATED PARTY TRANSACTION
The Company neither owns nor leases any real or personal
property. Office services are provided without charge by a
director. Such costs are immaterial to the financial statements
and, accordingly, have not been reflected therein. The officers
and directors of the Company are involved in other business
opportunities. If a specific business opportunity becomes
available, such persons may face a conflict in selecting between
the Company and their other business interests. The Company has
not formulated a policy for the resolution of such conflicts.
NOTE 7- WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire
any additional shares of common or preferred stock.
EXHIBITS
a) The exhibits, consisting of the Company's Articles of
Incorporation and Bylaws, are attached to the Company's Amended
Form 10-SB, filed on March 3, 1999. These exhibits are
incorporated by reference to that Form.
Exhibit 27, the Financial Data Statement, is attached herein.
b) Reports on Form 8-K: On May 12, 1999, the Company filed a
Form 8-K announcing that two of the three officers and directors
had left the Company, and were replaced by two new individuals. This
exhibit is incorporated by reference to that Form.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
Corporate Tours & Travel, Inc.
By: /s/ Lewis Eslick
Lewis M. Eslick, President
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<PERIOD-TYPE> 9-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1998 DEC-31-1997
<PERIOD-END> SEP-30-1998 DEC-31-1997
<CASH> 0 0
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 0
<PP&E> 0 0
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 0 0
<CURRENT-LIABILITIES> 4060 900
<BONDS> 0 0
0 0
0 0
<COMMON> 4100 4100
<OTHER-SE> (8160) (5000)
<TOTAL-LIABILITY-AND-EQUITY> 0 0
<SALES> 0 0
<TOTAL-REVENUES> 0 0
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 3160 900
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> (3160) (900)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> (3160) (900)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (3160) (900)
<EPS-PRIMARY> (0.00) (0.00)
<EPS-DILUTED> (0.00) (0.00)
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