UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES
EXCHANGE ACT OF 1934
For the quarterly period ended May 31, 2000
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( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File number 0-25707
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THE BRALORNE MINING COMPANY
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(Exact name of registrant as specified in charter)
Nevada 91-1948355
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
114 - 2274 Folkestone Way
West Vancouver, BC, Canada V7S 2X7
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(Address of principal executive offices) (Zip Code)
1 - 604 - 926-3839
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Registrant's telephone number, including area code
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(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark 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), Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of May 31, 2000
----------------------------------- ------------------------------
Common Stock, $0.001 per share 11,040,050
<PAGE>
INDEX
<TABLE>
<CAPTION>
Page
PART 1. Number
------
<S> <C>
ITEM 1. Financial Statements (unaudited) ............................................ 3
Balance Sheet as at May 31, 2000
(with comparative figures as at November 30, 1999) ................. 4
Statement of Operations
For the three months ended May 31, 2000, for the
six months ended May 31, 2000 (with
comparatives) and for the period from
December 2, 1998 (Date of
Incorporation) to May 31, 2000 ................................. 5
Statement of Changes in Shareholders' Equity
For the period from December 2, 1998 (Date of
Incorporation) to May 31, 2000 ................................. 6
Statement of Cash Flows
For the three months ended May 31, 2000, for the
six months ended May 31, 2000 (with
comparatives) and for the period from
December 2, 1998 (Date of
Incorporation) to May 31, 2000 ................................. 7
Notes to the Financial Statements ........................................... 8
ITEM 2. Plan of Operations .......................................................... 11
PART 11 Signatures .................................................................. 12
</TABLE>
2
<PAGE>
PART 1 - FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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The accompanying balance sheet of The Bralorne Mining Company (an exploration
stage company) at May 31, 2000 (with comparative figures as at November 30,
1999) and the statement of operations and statement of cash flow for the three
months ended May 31, 2000 (with comparative figures), for the six months ended
May 31, 2000 (with comparative figures) and for the period from December 2, 1998
(date of incorporation) to May 31, 2000 and the statement of stockholders'
equity for the period from December 2, 1998 (date of incorporation) to May 31,
2000 have been prepared by the Company's management and they do not include all
information and notes to the financial statements necessary for a complete
presentation of the financial position, results of operations, cash flows, and
stockholders' equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been included and all such adjustments are of a normal recurring nature.
Operating results for the quarter ended May 31, 2000, are not necessarily
indicative of the results that can be expected for the year ending November 30,
2000.
3
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
BALANCE SHEET
May 31, 2000 and November 30, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
ASSETS
CURRENT ASSETS
Bank $ -- $ 3,324
-------- --------
Total current assets -- 3,324
-------- --------
OTHER ASSETS
Mining claim - Note 3 1 1
-------- --------
$ 1 $ 3,325
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Bank overdraft $ 13 $ --
Accounts payable and accrued liabilities $ 3,575 4,200
Due to director 1,320 --
-------- --------
Total current liabilities 4,908 4,200
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STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized, at $0.001 par
value, 11,040,050 shares issued and outstanding 11,040 11,040
Capital in excess of par value 15,972 15,972
Deficit accumulated during the development stage (31,919) (27,887)
-------- --------
Total Stockholders' Equity (Deficit) (4,907) (875)
-------- --------
$ 1 $ 3,325
======== ========
</TABLE>
The accompanying notes are an integral part of these unaudited financial
statements.
4
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
STATEMENT OF OPERATIONS
For the three months ended May 31, 2000,
for the six months ended May 31, 2000 (with comparatives)
and for the period from December 2, 1998 (Date of Inception) to May 31, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE For the Three For the Six For the Six From Inception
MONTHS ENDED Months Ended Months Ended Months Ended To
MAY 31, 2000 May 31, 1999 May 31, 2000 May 31, 1999 May 31, 2000
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
SALES $ -- $ -- $ -- $ -- $ --
------------ ------------ ------------ ------------ ------------
GENERAL AND ADMINISTRATIVE
EXPENSES:
Accounting and audit 1,075 2,000 1,525 2,000 5,525
Assessment fees -- 120 -- 1,440 1,200
Bank charges and interest 37 17 58 123 225
Consulting -- -- -- 4,000 6,063
Filing fees - Edgar -- 1,056 874 1,056 4,695
Geological report -- -- -- 1,270 1,270
Incorporation costs -- 350 -- 1,020 670
Legal -- 2,500 -- 2,500 4,020
Office expenses 39 389 110 549 1,253
Miscellaneous -- -- -- 39 39
Staking costs -- -- -- -- 1,155
Transfer agent's fees 1,255 960 1,465 3,005 4,178
Travel -- -- -- -- 1,626
------------ ------------ ------------ ------------ ------------
NET LOSS $ (2,406) $ (7,392) $ (4,032) $ (17,002) $ (31,919)
============ ============ ============ ============ ============
NET LOSS PER COMMON SHARE
Basic $ -- $ -- $ -- $ --
============ ============ ============ ============
AVERAGE OUTSTANDING SHARES
Basic 11,040,050 11,040,050 11,040,050 8,031,366
============ ============ ============ ============
</TABLE>
The accompanying notes are an integral part of these unaudited financial
statements.
5
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from December 2, 1998 (Date of Inception)
to May 31, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
CAPITAL IN
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------ ------ --------- -------
<S> <C> <C> <C> <C>
BALANCE DECEMBER 2, 1998 (date of inception) -- $ -- $ -- $ --
Issuance of common shares for cash at
$0.001 - January 15, 1999 5,000,000 5,000 -- --
Issuance of common shares for cash at
$0.002 - January 26, 1999 6,000,000 6,000 6,000 --
Issuance of common shares for cash at
$0.25 - February 5, 1999 40,050 40 9,972 --
Net operating loss for the period from
December 2, 1998 to May 31, 2000 -- -- -- (39,919)
---------- ---------- ---------- ----------
BALANCE MAY 31, 2000 11,040,050 $ 11,040 $ 15,972 $ (31,919)
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these unaudited financial
statements.
6
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
For the three months ended May 31, 2000,
for the six months ended May 31, 2000 (with comparatives)
and for the period from December 2, 1998 (Date of Inception) to May 31, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
For the Six For the Six From Inception
Months Ended Months Ended To
May 31, 2000 May 31, 1999 May 31, 2000
------------ ------------ ------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (4,032) $(17,002) $(31,919)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Increase in subscription receivable -- -- --
Increase in prepaid assessment fees -- -- --
Increase in accounts payable (625) 3,291 3,575
Increase in due to a director 1,320 -- 1,320
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Net Cash from Operations (3,337) (13,711) (27,024)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of mineral claim - Note 3 -- (1) (1)
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock -- 27,012 27,012
-------- -------- --------
Net Increase in Cash (3,337) 13,300 (13)
Cash at Beginning of Period 3,324 -- --
-------- -------- --------
CASH AT END OF PERIOD $ (13) $ 13,300 $ (13)
======== ======== ========
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
7
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
May 31, 2000
(Unaudited - Prepared by Management)
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
December 2, 1998 with the authorized common shares of 200,000,000
shares at $0.001 par value.
The Company was organized for the purpose of acquiring and developing
mineral properties. As at the date of the balance sheet a mineral
property, with unknown reserves, has been acquired. The Company has not
established the existence of a commercially minable ore deposit and
therefore has not reached the development stage and is considered to be
in the exploration stage. (see Note 3).
Since its inception the Company has completed Regulation D offerings of
11,040,050 shares of its capital stock for cash.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
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The Company recognizes income and expenses based on the accrual method
of accounting.
Dividend Policy
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The Company has not yet adopted a policy regarding payment of
dividends.
Income Taxes
------------
On May 31, 2000, the Company had a net operating loss carry forward of
$31,919. The tax benefit from the loss carry forward has been fully
offset by the valuation reserve because the use of the future tax
benefit is undeterminable since the Company has no operations. The net
operating loss carry forward will expire in 2020.
8
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
May 31, 2000
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Earnings (Loss) per Share
-------------------------
Earnings (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding.
Comprehensive Income
--------------------
The Company adopted Statement of Financial Accounting Standards No.
130. The adoption of the standard had no impact on the total
stockholder's equity.
Recent Accounting Pronouncements
--------------------------------
The Company does not expect that the adoption of other recent
accounting pronouncements will have a material impact on its financial
statements.
Cash and Cash Equivalents
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The Company considers all highly liquid instruments purchased with a
maturity, at the time of purchase, of less than three months, to be
cash equivalents.
Capitalization of Mineral Claim Costs
-------------------------------------
Cost of acquisition, exploration, carrying and retained unproven
properties are expensed as incurred. Cost incurred in proving and
developing a property ready for production are capitalized and
amortized over the life of the mineral deposit or over a shorter period
if the property is shown to have an impairment in value. Expenditures
for mining equipment are capitalized and depreciated over their useful
life.
Environmental Requirements
--------------------------
At the report date environmental requirements related to the mineral
claims acquired (Note 3) are unknown and therefore an estimate of any
future cost cannot be made.
Financial Instruments
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The carrying amounts of financial instruments, including cash and
accounts payable, are considered by management to be their estimated
fair values.
9
<PAGE>
THE BRALORNE MINING COMPANY
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
May 31, 2000
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Estimates and Assumptions
-------------------------
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and
liabilities, and the reported revenues and expenses. Actual results
could vary from the estimates that were assumed in preparing these
financial statements.
3. MINING CLAIMS
During February, 1999 the Company acquired, for $1.00 from a related
party, a mineral claim known as the "Golden" consisting of one 18 unit
metric claim situated within the Bridge River gold camp near the town
of Gold Bridge, British Columbia, with an expiration date of March 17,
2001.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 45% of the common shares issued for cash.
5. GOING CONCERN
Management is currently seeking other mineral leases which it believes
can be profitable. To be successful in this effort the Company will
need additional working capital.
Continuation of the Company as a going concern is dependent upon
obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this
objective through additional equity funding, and long term financing,
which will enable the Company to operate in the future.
10
<PAGE>
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ITEM 2. PLAN OF OPERATIONS
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In the fall of 1999 the Company extended its geochemcial grid and took soil
samples for assaying. The assays indicated some gold content in certain areas
but over all the assays were not indicative of a strong gold occurrence. The
Company will concentrate its efforts during the 2000 field season in the areas
when there was an indication of gold. The Company has not tested its samples for
other metals but might do this prior to undertaken further exploration work on
the claim/
Liquidity and Capital Resources
-------------------------------
The Company will need additional funds to undertake any exploration program in
2000. The exact amount of dollars required for an exploration program is not
known as yet but will be determined within the next several months.
Results of Operations
---------------------
There have been no operations during the current period.
11
<PAGE>
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.
THE BRALORNE MINING COMPANY
(Registrant)
June 22, 2000 /s/ "James Bruce"
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Date James Bruce - President and Director
June 22, 2000 /s/ "Raymond Contoli"
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Date Raymond Contoli - Secretary
Treasurer and Director
12
