<PAGE> 1
U.S. 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 quarterly period ended March 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______ to __________
SIERRA RESOURCE GROUP, INC.
(Name of Small Business Issuer in its Charter)
Nevada 88-0413922
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6767 W. Tropicana Avenue, Suite 207
Las Vegas, Nevada 89103
----------------------------------------
(Address of principal executive offices)
Registrant's telephone number: (702) 248-1027
--------------
Former name, former address, and former fiscal
year end, if changed since last report: Not applicable
--------------
Indicate by checkmark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange 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 in the past 90 days
Yes [X] No [ ]
Indicate the number of shares outstanding for each of the issuer's classes of
Common Stock as of the last practical date:
Common Stock, Par Value $0.001 Per Share, 1,860,000 Shares Outstanding
at March 31, 1999.
Transitional Small Business Disclosure Format Yes [ ] No [X]
<PAGE> 2
SIERRA RESOURCE GROUP, INC.
TABLE OF CONTENTS
PART I FINANCIAL STATEMENTS
Item 1 FINANCIAL STATEMENTS (Unaudited)
Balance Sheets . . . . . . . . . . . . . 3
Statement of Operations. . . . . . . . . 5
Note to Financial Statements . . . . . . 7
Item 2 Management Discussion and Financial
Condition and Results of Operations. . .
PART II OTHER INFORMATION. . . . . . . . . . . . 8
SIGNATURES . . . . . . . . . . . . . . . 10
2.
<PAGE> 3
Sierra Resource Group, Inc.
(A Development Stage Company)
March 31, 1999, March 31, 1998 and December 31, 1998
ASSETS
<TABLE>
<CAPTION>
(Unaudited) Audited
----------------------------- ------------
March 31, March 31, December 31,
1999 1998 1998
------------ ------------ ------------
<S> <C> <C> <C>
CURRENT ASSETS: $ 0 0 $ 0
------------ ------------ ------------
TOTAL CURRENT ASSETS $ 0 0 $ 0
------------ ------------ ------------
OTHER ASSETS: $ 0 0 $ 0
------------ ------------ ------------
TOTAL CURRENT ASSETS $ 0 0 $ 0
------------ ------------ ------------
TOTAL ASSETS $ 0 0 $ 0
============ ============ ============
</TABLE>
3.
<PAGE> 4
Sierra Resource Group, Inc.
(A Development Stage Company)
March 31, 1999, March 31, 1998 and December 31, 1998
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
(Unaudited)
-------------------------------- Audited
March 31, March 31, December 31,
1999 1998 1998
------------ ------------ ------------
<S> <C> <C> <C>
CURRENT LIABILITIES
Officers Advances $ 1,775 $ 0 $ 450
------------ ------------ ------------
TOTAL CURRENT LIABILITIES $ 1,775 $ 0 $ 450
------------ ------------ ------------
STOCKHOLDERS' EQUITY
Common stock, no par value
authorized 2,500 shares
issued and outstanding at
December 31, 1998-1,860 $ 1,860
shares March 31, 1998-1,860 $ 1,860
shares
Common stock, $0.001 par
value authorized 25,000,000
shares issued and outstanding
at March 31, 1999-1,860,000
shares $ 1,860
Additional paid in Capital 0 0 0
Accumulated loss -3,635 -1,860 -2,310
------------ ------------ ------------
TOTAL STOCKHOLDERS' EQUITY $ -1,775 $ 0 $ -450
------------ ------------ ------------
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY $ 0 $ 0 $ 0
============ ============ ============
</TABLE>
4.
<PAGE> 5
Sierra Resource Group, Inc.
(A Development Stage Company)
March 31, 1999, December 31, 1998, and March 31, 1998(1)
STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
Audited
Three Months Ended ------------
----------------------------------- Year Ended
March 31, March 31, December 31,
1999 1998 1998
------------ ------------ ------------
<S> <C> <C> <C>
INCOME $ 0 $ 0 $ 0
- ------ ------------ ------------ ------------
EXPENSES
General and
Administrative $ 1.325 $ 0 $ 0
------------ ------------ ------------
Total Expenses $ 1.325 $ 0 $ 0
------------ ------------ ------------
Net Profit/Loss(-) $ -1,325 $ 0 $ -450
============ ============ ============
Net Profit/Loss(-)
per weighted
share $ -.0007 $ NIL $ 0.002
============ ============ ============
Weighted Average
number of common
shares outstanding 1,860,000 1,860,000 1,800,000
============ ============ ============
</TABLE>
- --------
(1) See accompanying note.
5.
<PAGE> 6
Sierra Resource Group, Inc.
(A Development Stage Company)
March 31, 1999, March 31, 1998, and December 31, 1998
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months Ended Audited
------------------------------ Year Ended
March 31 March 31, December 31,
1999 1998 1998
------------ ------------ ------------
<S> <C> <C> <C>
Cash Flows from
Operating Activities:
Net Loss $ -1,325 $ 0 $ -450
Adjustment to reconcile
net loss to net cash
provided by operating
activities 0 0 0
Changes in assets and
liabilities:
Increase in current
liabilities +1,325 0 +450
------------ ------------ ------------
Net cash used in
operating activities: $ 0 $ 0 $ 0
Cash Flows from
Investing Activities: 0 0 0
Cash Flows from
Financing Activities:
Issuance of common
stock 0 0 0
------------ ------------ ------------
Net increase (decrease)
in cash $ 0 $ 0 $ 0
Cash,
beginning of period 0 0 0
------------ ------------ ------------
Cash,
End of Period $ 0 $ 0 $ 0
============ ============ ============
</TABLE>
6.
<PAGE> 7
Sierra Resource Group, Inc.
(A Development Stage Company)
March 31, 1999, March 31, 1998, and December 31, 1998(2)
ITEM I
NOTE #1 - Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three month period ending March 31, 1999 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 1999. For further information, refer to the financial statements
and footnotes thereto included in the Company's report on Form 10SB12G for the
year ended December 31, 1998.
ITEM II
Management's Discussion and Analysis of Financial Condition and
Results of Operation
The Company has not commenced business activities and has no assets or
operations. The Company is dependent upon its officers to meet any de minimis
costs which may occur.
Paul W. Andre, an officer and director of the Company, has agreed to provide the
necessary funds, without interest, for the Company to comply with the Securities
Exchange Act of 1934, as amended, provided that he is an officer and director of
the Company when the obligation is incurred. All advances are interest-free.
In addition, since the Company has had no operating history nor any
revenues or earnings from operations, with no significant assets or
financial resources, the Company will in all likelihood sustain
operating expenses without corresponding revenues, at least until
the consummation of a business combination. This may result in the
Company incurring a net operating loss which will increase continuously until
the Company can consummate a business combination with a profitable business
opportunity. There is assurance that the Company can identify such a business
opportunity and consummate such a business combination.
SRG:10QSB.2
- --------
(2) See accompanying note.
7.
<PAGE> 8
PART II
OTHER INFORMATION
Item 1 Legal Proceedings. . . . . . . . . . . . . . . . . . None
Item 2 Changes in the Rights of the Company's
Security Holders . . . . . . . . . . . . . . . . . . None
Item 3 Defaults by the Company on its Senior
Securities . . . . . . . . . . . . . . . . . . . . . None
Item 4 Results of Votes of Security Holders . . . . . . . . None
Item 5 Other Information:
The Company's business is subject to certain year 2000 issues and risks,
including the following:
1. Required Year 2000 Compliance. A business combination will, in
all likelihood, result in the Company disclosing additional Year
2000 matters. 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. The Year 2000 issue affects virtually all companies
and organizations.
2. Disclosure by Public Companies Regarding the Year 2000 Issue.
The business combination will require specific Year 2000
disclosures. Management of the Company believes that any
potential business opportunity may require a disclosure that
many companies must undertake major projects to address the Year
2000 issue. The disclosure of the potential costs and
uncertainties will depend on a number of factors, including its
software and hardware and the nature of its industry. Companies
also must coordinate with other entities with which they
electronically interact, both domestically and globally,
including suppliers, customers, creditors, borrowers, and
financial service organizations. If the Company does not
successfully address its Year 2000 issues, the Company may face
material adverse consequences. The Company will be required to
review, on an ongoing basis, whether it needs to disclose
anticipated costs, problems and uncertainties associates with
Year 2000 consequences, particularly in their filings with the
Securities and Exchange Commission. The Company may have to
disclose this information in the Securities and Exchange
Commission filings because (i) the form or report may require
the disclosure, or (ii) in addition to the information
8.
<PAGE> 9
that the Company is specifically required to disclose, the
disclosure rules require disclosure of any additional material
information necessary to make the required disclosure not
misleading.
If the Company determines that it should make a Year 2000
disclosure, applicable rules or regulations must be followed. If
the Company has not made an assessment of its Year 2000 issues
or has not determined whether it has material Year 2000 issues,
a disclosure of this known uncertainty is required. In addition,
the Securities and Exchange Commission staff believes that the
determination as to whether the Company's Year 2000 issues
should be disclosed should be based on whether the Year 2000
issues are material to the Company's business, operations, or
financial condition, without regard to related countervailing
circumstances (such as Year 2000 remediation programs or
contingency plans). If the Year 2000 issues are determined to be
material, without regard to countervailing circumstances, the
nature and potential impact of the Year 2000 issues as well as
the countervailing circumstances will be required. As part of
this disclosure, the following topics will be addressed:
- the Company's general plans to address the Year 2000
issues relating to its business, its operations
(including operating systems) and, if material, its
relationships with customers, suppliers, and other
constituents; and its timetable for carrying out those
plans; and
- the total dollar amount that the Company estimates will
be spent to remediate its year 2000 issues, if such
amount is expected to be material to the Company's
business, operations or financial condition, and any
material impact these expenditures are expected to have
on the Company's results of operations, liquidity and
capital resources.
The Company has no full time or part-time employees. None of the
officers and directors anticipates devoting more than ten (10%)
percent of his or her time to Company activities. The Company's
officers and directors have agreed to allocate a portion of said
time to the activities of the Company, without compensation.
As of the date hereof, Paul W. Andre and Sandra J. Andre are no
longer officers and directors of Two-BB-Company, Inc., and LA
Investment Associates, Inc., blank check companies, who are
eligible for having its securities quoted by the National
Quotation Bureau LLC in its "pink sheets."
Item 6 Exhibits and Reports on Form 8-K . . . . . . . . . . None
9.
<PAGE> 10
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.
SIERRA RESOURCE GROUP, INC.
Date: May 13, 1999 By: /s/ SANDRA J. ANDRE
-------------------------------------
Sandra J. Andre
President
10.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1999
<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> 1,860
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> (1,325)
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,325)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,325)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,325)
<EPS-PRIMARY> (.001)
<EPS-DILUTED> 0
</TABLE>
