U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended September 30, 1999
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 0-25167
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BETHURUM LABORATORIES, INC.
-----------------------------------
(Name of Small Business Issuer in its Charter)
UTAH 76-0050046
- ------------------------------- --------------------------
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
6371 Richmond, #200
Houston, Texas 77057
-------------------------
(Address of Principal Executive Offices)
Issuer's Telephone Number: (713) 266-8005
Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
(1) Yes X No (2) Yes X No
--- --- --- ---
(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes____ 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:
September 30, 1999
Common - 3,507,500 shares
DOCUMENTS INCORPORATED BY REFERENCE
NONE.
Transitional Small Business Issuer Format Yes X No
--- ---
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Consolidated Financial Statements of the Company required
to be filed with this 10-QSB Quarterly Report were prepared by management and
commence on the following page, together with related Notes. In the opinion
of management, the Consolidated Financial Statements fairly present the
financial condition of the Company.
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
September 30, December 31,
1999 1998
(Unaudited)
CURRENT ASSETS
Cash $ - $ -
Total Current Assets - -
TOTAL ASSETS $ - $ -
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 12,124 $ 15,711
Total Liabilities 12,124 15,711
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock: authorized 100,000,000
common shares at $0.001 par value;
3,507,500 shares issued and outstanding 3,508 3,508
Additional paid-in capital 28,179 22,425
Deficit accumulated during
development stage (43,811) (41,644)
Total Stockholders' Equity (Deficit) (12,124) (15,711)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ - $ -
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
From
Inception on
For the For the April 22,
Three Months Ended Nine Months Ended 1983 Through
September 30, September 30, September 30,
1999 1998 1999 1998 1999
<S> <C> <C> <C> <C> <C>
REVENUES $ - $ - $ - $ - $ -
EXPENSES
General and
administrative 274 4,846 2,167 12,320 41,703
Total Expenses 274 4,846 2,167 12,320 41,703
LOSS FROM OPERATIONS (274) (4,846) (2,167) (12,320) (41,703)
OTHER EXPENSE
Interest expense - - - (147) (2,108)
Total Other Expense - - - (147) (2,108)
NET LOSS $ (274) $(4,846) $(2,167) $(12,467) $ (43,811)
BASIC LOSS PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
</TABLE>
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Company)
Statements of Stockholders' Equity (Deficit)
From Inception on April 22, 1983 to September 30, 1999
<TABLE>
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
Shares Amount Capital Stage
<S> <C> <C> <C> <C>
Balance on inception - $ - $ - $ -
Issuance of common
stock for cash at
inception at
approximately $.005
per share 300,000 300 1,200 -
Issuance of common
stock for cash at
$0.01 per share 2,500,000 2,500 12,500 -
Common stock issued
during
reorganization
agreement 10,000,000 10,000 (10,000) -
Cancellation of
common stock
from divestiture
agreement (9,750,000) (9,750) 9,750 -
Net loss from
inception on
April 22, 1983
through
December 31, 1986 - - - (18,049)
Balance,
December 31, 1986 3,050,000 3,050 13,450 -
Net loss for
the year ended
December 31, 1987 - - - (124)
Balance,
December 31, 1987 3,050,000 3,050 13,450 (18,173)
Net loss for
the year ended
December 31, 1988 - - - (134)
Balance,
December 31, 1988 3,050,000 3,050 13,450 (18,307)
Net loss for
the year ended
December 31, 1989 - - - (144)
Balance,
December 31, 1989 3,050,000 3,050 13,450 (18,451)
Net loss for
the year ended
December 31, 1990 - - - (156)
Balance,
December 31, 1990 3,050,000 $ 3,050 $ 13,450 $ (18,607)
</TABLE>
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)(Continued)
From Inception on April 22, 1983 to September 30, 1999
<TABLE>
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
Shares Amount Capital Stage
<S> <C> <C> <C> <C>
Balance,
December 31, 1990 3,050,000 $ 3,050 $ 13,450 $ (18,607)
Net loss for
the year ended
December 31, 1991 - - - (169)
Balance,
December 31, 1991 3,050,000 3,050 13,450 (18,776)
Net loss for
the year ended
December 31, 1992 - - - (182)
Balance,
December 31, 1992 3,050,000 3,050 13,450 (18,958)
Net loss for
the year ended
December 31, 1993 - - - (196)
Balance,
December 31, 1993 3,050,000 3,050 13,450 (19,154)
Net loss for
the year ended
December 31, 1994 - - - (213)
Balance,
December 31, 1994 3,050,000 3,050 13,450 (19,367)
Net loss for
the year ended
December 31, 1995 - - - (229)
Balance,
December 31, 1995 3,050,000 3,050 13,450 (19,596)
Expenses paid
on the Company's
behalf - - 473 -
Net loss for
the year ended
December 31, 1996 - - - (6,385)
Balance,
December 31, 1996 3,050,000 3,050 13,923 (25,981)
Expenses paid on
the Company's
behalf - - 3,167 -
Net loss for
the year ended
December 31, 1997 - - - (422)
Balance,
December 31, 1997 3,050,000 $ 3,050 $ 17,090 $ (26,403)
</TABLE>
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)(Continued)
From Inception on April 22, 1983 to September 30, 1999
<TABLE>
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
Shares Amount Capital Stage
<S> <C> <C> <C> <C>
Balance,
December 31, 1997 3,050,000 $ 3,050 $ 17,090 $ (26,403)
Expenses paid on
the Company's
behalf - - 1,218 -
Common stock issued
for services at
$0.01 per share 457,500 458 4,117 -
Net loss for
the year ended
December 31, 1998 - - - (15,241)
Balance,
December 31, 1998 3,507,500 3,508 22,425 (41,644)
Expenses paid
on the Company's
behalf (unaudited) - - 5,754 -
Net loss for
the nine months
ended September
30, 1999 (unaudited) - - - (2,167)
Balance,
September 30, 1999
(unaudited) 3,507,500 $ 3,508 $ 28,179 $ (43,811)
</TABLE>
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
From
Inception on
For the For the April 22,
Three Months Ended Nine Months Ended 1983 Through
September 30, September 30, September 30,
1999 1998 1999 1998 1999
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $ (274) $ (4,846) $ (2,167) $ (12,467) $(43,811)
Adjustments to
reconcile net loss in
operating activities:
Common stock issued
for services - - - - 4,575
Increase (decrease)
in accounts payable (2,489) 4,846 (3,587) 12,467 12,124
Net Cash Used by
Operating Activities (2,763) - (5,754) - (27,112)
CASH FLOWS FROM INVESTING
ACTIVITIES - - - - -
CASH FLOWS FROM FINANCING
ACTIVITIES
Issuance of common stock - - - - 16,500
Additional paid-in
capital 2,763 - 5,754 - 10,612
Net Cash Provided by
Financing Activities 2,763 - 5,754 - 27,112
NET INCREASE (DECREASE)
IN CASH - - - - -
CASH AT BEGINNING OF PERIOD - - - - -
CASH AT END OF PERIOD $ - $ - $ - $ - $ -
CASH PAID FOR:
Interest $ - $ - $ - $ - $ -
Income taxes $ - $ - $ - $ - $ -
</TABLE>
<PAGE>
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Notes the Financial Statements
September 30, 1999 and December 31, 1998
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company
without audit. In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present fairly the financial
position, results of operations and cash flows at September 30, 1999 and for
all periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 1998
audited financial statements. The results of operations for the period ended
September 30, 1999 are not necessarily indicative of the operating results for
the full year.
NOTE 2 - 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 have committed
to covering the operating costs of the Company.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has not engaged in any material operations or
had any revenues from operations during the last quarter or the two most
recent calendar years. The Company's plan of operation for the next 12 months
is to continue to seek the acquisition of assets, properties or businesses
that may benefit the Company and its stockholders. Management anticipates that
to achieve any such acquisition, the Company will issue shares of its common
stock as the sole consideration for any such acquisition.
During the next 12 months, the Company's only foreseeable cash
requirements will relate to maintaining the Company in good standing or the
payment of expenses associated with reviewing or investigating any potential
business venture. Such funds may be advanced by management or stockholders as
loans to the Company. Because the Company has not identified any such venture
as of the date of this Report, it is impossible to predict the amount of any
such loans or advances. However, any such loans or advances should not exceed
$25,000 and will be on terms no less favorable to the Company than would be
available from a commercial lender in an arm's length transaction. As of the
date of this Report, the Company is not involved in any negotiations
respecting any such acquisition.
Results of Operations.
- ----------------------
Other than restoring and maintaining its good corporate standing in the
State of Utah, compromising and settling its debts and seeking the acquisition
of assets, properties or businesses that may benefit the Company and its
stockholders, the Company has had no material business operations during the
two most recent calendar years.
At September 30, 1999, the Company had $0 in assets and $12,124 in
liabilities. The Company had no revenues for the nine months ended September
30, 1999 and 1998, with $2,167 and $12,467 in expenses, for net losses of
($2,167) and ($12,467), respectively.
Liquidity
- ---------
At September 30, 1999, the Company had no current assets, with total
current liabilities of $12,124. Total stockholder's equity was ($12,124).
Year 2000.
- ---------
Because the Company is not presently engaged in any substantial
business operations, management does not believe that computer problems
associated with the change of year to the year 2000 will have any material
effect on its operations. However, the possibility exists that the Company
may merge with or acquire a business that will be negatively affected by the
"year 2000" problem. The effect of such problem or the Company in the future
can not be predicted with any accuracy until such time as the Company
identifies a merger or acquisition target.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable. During the quarterly period ended September
30, 1999, the Company did not sell any equity securities that were not
registered under the Securities Act of 1933, as amended.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of the Company's security holders
during the third quarter of the calendar year covered by this Report or
during the two previous calendar years.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
None.
(b) Reports on Form 8-K.
None.
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.
BETHURUM LABORATORIES, INC.
Date: 11/10/99 By /s/ William A. Silvey, Jr.
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William A. Silvey, Jr., Director
and President
Date: 11/10/99 By /s/ W. Scott Thompson
-------- ------------------------
W. Scott Thompson, Director
Secretary
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 12124
<BONDS> 0
0
0
<COMMON> 3508
<OTHER-SE> (15632)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2167
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2167)
<EPS-BASIC> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
