UNITED STATES 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 quarterly period ended December 31, 1998
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from ______________ to _______________
FOUNTAIN COLONY HOLDING CORPORATION
-----------------------------------
(Exact name of registrant as specified in its charter)
Delaware Commission File No. 95-4723110
-------- ------------------- ----------
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) 33-27230 Identification No.)
1621 Altivo Way, Los Angeles, California 90026
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(Address of principal executive offices)
(818) 980-0929
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(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
Registrant's Name or 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 Exchange Act during the past twelve 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 No X
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:
Date: December 31, 1998
Common Stock, par value $0.001. Shares outstanding: 900,000
Transitional Small Business Disclosure Format (Check one): Yes No X
<PAGE>
FOUNTAIN COLONY HOLDING COTRPORATION
(A DEVELOPMENT STAGE COMPANY)
INDEX
Part 1 FINANCIAL INFORMATION Page
Item 1. Financial Statements - as attached 3
Item 2. Plan of Operation 10
Part II. OTHER INFORMATION
Item 1. Legal proceedings 10
Item 2. Changes in securities 10
Item 3. Defaults upon senior notes 10
Item 4. Submission of matters to a vote of security holders 10
Item 5. Other information 10
Item 6. Exhibits and reports on Form 8-K 10
2
<PAGE>
Item 1. Financial Statements
FOUNTAIN COLONY HOLDING CORPORATION
FINANCIAL STATEMENTS
December 31, 1998
Financial Statements:
Balance Sheets................................................................4
Statements of Operations......................................................5
Statement of Stockholders' Equity.............................................6
Statements of Cash Flows......................................................7
Notes to Financial Statements...............................................8-9
3
<PAGE>
FOUNTAIN COLONY HOLDING CORPORATION
BALANCE SHEETS
ASSETS
------
December 31, September 30,
1998 1998
(Unaudited) (Audited)
----------- ---------
Current Assets:
- ---------------
Cash $ 0 $ 0
--------- ---------
Total Current Assets 0 0
--------- ---------
Total Assets 0 0
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
- --------------------
Accrued expenses 15,750 10,000
--------- ---------
Total Liabilities 15,750 10,000
--------- ---------
Stockholders' Equity
- --------------------
Preferred stock - 1,000,000 shares
Authorized; issued and outstanding
none; $.01 par value -- --
Common Stock - 1,250,000 shares authorized;
issued and outstanding 900,000
shares at December 31 and September 30, 1998,
respectively, @ $.001 par value 900 900
Paid-in-capital 232,677 232,677
Deficit accumulated during the development
stage (249,327) (243,577)
--------- ---------
Total Stockholders' Equity (deficit) (15,750) (10,000)
--------- ---------
Total Liabilities and Stockholders' Equity $ 0 $ 0
========= =========
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
FOUNTAIN COLONY HOLDING CORPORATION
STATEMENTS OF OPERATIONS
For The Three Months Ended December 31, 1998 and 1997
(Unaudited)
1998 1997
---- ----
Operating Expenses:
Selling, general and administrative $ 5,750 $ 1,250
--------- ---------
Total operating expenses 5,750 1,250
--------- ---------
Net loss $ (5,750) $ (1,250)
========= =========
Weighted number of shares outstanding: 900,000 900,000
========= =========
Net loss per share nil nil
========= =========
The accompanying notes are an integral part of the financial statements.
5
<PAGE>
<TABLE>
<CAPTION>
FOUNTAIN COLONY HOLDING CORPORATION
STATEMENT OF STOCKHOLDERS' EQUITY
December 31, 1998
Common Stock Paid-In- Accumulated Stockholders'
Number Amount Capital Deficit Equity
------ ------ ------- ------- ------
<S> <C> <C> <C> <C> <C>
Balance Sept. 30, 1998 (Audited) 900,000 $ 900 $ 232,677 $(243,577) $ (10,000)
Net loss (5,750) (5,750)
October 1 - December 31, 1998
--------- --------- --------- --------- ---------
Balance Dec. 30, 1998 (Unaudited) 900,000 $ 900 $ 232,677 $(249,327) $ (15,750)
========= ========= ========= ========= =========
The accompanying notes are an integral part of the financial statements.
6
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FOUNTAIN COLONY HOLDING CORPORATION
STATEMENTS OF CASH FLOWS
For the Three Months Ended December 31, 1998 and 1997
(Unaudited)
1998 1997
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C>
Net loss for the period $(5,750) $(1,250)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Increase in accrued expenses 5,750 1,250
------- -------
NET CASH PROVIDED BY OPERATING ACTIVITIES 0 0
------- -------
NET INCREASE (DECREASED) IN CASH 0 0
CASH BALANCE, BEGINNING OF PERIOD 0 0
------- -------
CASH BALANCE, END OF PERIOD 0 0
======= =======
The accompanying notes are an integral part of the financial statements.
7
</TABLE>
<PAGE>
FOUNTAIN COLONY HOLDING CORPORATION
NOTES TO FINANCIAL STATEMENTS
December 31, 1998
(Unaudited)
Note 1 Summary of Significant Accounting Policies
- -------------------------------------------------
The unaudited financial statements and notes are representations of the
Company's management, which is responsible for their integrity and
objectivity. These accounting policies conform to generally accepted
accounting principles and have been consistently applied in the preparation
of the interim period financial statements.
(a) Organization and Business Activities:
The Company was incorporated on May 6, 1988 under the laws of the
State of Delaware under the name Argyle Funding, Incorporated. The
Company changed its name to Fountain Colony Holding Corporation
effective January 2, 1991.
The Company's business purpose is to seek out business opportunities,
including acquisitions, that the Board of Directors, in its
discretion, believes to be good opportunities.
(b) Fiscal Year:
The Company operates on a September 30 fiscal year end.
(c) Basis of Operation:
The Company prepares its financial statements and federal income taxes
on the accrual basis of accounting.
(d) Loss Per Share:
Loss per share of common stock is computed using the weighted average
number of common shares outstanding during the periods shown.
(e) Use of Estimates:
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
8
<PAGE>
FOUNTAIN COLONY HOLDING CORPORATION
NOTES TO FINANCIAL STATEMENTS continued
December 31, 1998
(Unaudited)
Note 2 Income Taxes
- -------------------
At December 31, 1998, the Company has a federal operating loss carryforward
of $249,327 for financial accounting and federal income tax purposes.
Utilization of the net operating loss in any taxable year during the
carryforward period may be subject to an annual limitation due to the
ownership change limitations imposed by the tax law.
The net operating losses will expire at various dates commencing in the
year 2004 through 2010.
The deferred tax asset consists of the future benefit of net operating loss
carryforwards. A valuation allowance limits the recognition of the benefit
of deferred tax assets until realization is reasonable assured by future
profitability.
9
<PAGE>
PLAN OF OPERATION
Item 2.
As of December 31, 1998, the Company had nominal assets and liabilities of
$15,750. In these circumstances the Company is neither able to meet its current
obligations nor provide for the operational expenses of its continued existence.
In the absence of operational capital, Management may recommend the liquidation
of the Company in which event the Company's stockholders will loose any value
their shareholding in the Company may have had.
OTHER INFORMATION
PART II
Iten 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
None
10
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereto
duly authorized.
FOUNTAIN COLONY HOLDING CORPORATION
/s/ Patrick C. Brooks
---------------------
Patrick C. Brooks
Director, President and Secretary
Date: February 16, 1999
11
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> OCT-01-1998
<PERIOD-END> DEC-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> 15,750
<BONDS> 0
0
0
<COMMON> 232,677
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> (15,750)
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> (5,750)
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (5,750)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (5,750)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
