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, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from _______________ to ______________
Commission file number: 33-27230
FOUNTAIN COLONY VENTURES INC.
(Exact name of registrant as specified in its charter)
Colorado 95-4723110
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
1621 Altivo Way, Los Angeles, California 90026
(Address of principal executive offices)
(818) 980-0929
(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 X 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:
Date: December 31, 1999 Common Stock, par value $0.001 per share.
Shares outstanding: 900,000
Transitional Small Business Disclosure Format (Check one): Yes No X
<PAGE>
FOUNTAIN COLONY VENTURES INC.
(A DEVELOPMENT STAGE COMPANY)
INDEX
Part 1 FINANCIAL INFORMATION Page
Item 1. Financial Statements
Balance Sheets.......................................F-1
Statements of Operations.............................F-2
Statements of Cash Flows.............................F-3
Notes to Financial Statements......................F-4-F-5
Item 2. Plan of Operation 3
Part II. OTHER INFORMATION
Item 1. Legal proceedings 3
Item 2. Changes in securities 3
Item 3. Defaults upon senior notes 3
Item 4. Submission of matters to a vote of security holders 3
Item 5. Other information 3
Item 6. Exhibits and reports on Form 8-K 3
2
<PAGE>
FOUNTAIN COLONY VENTURES, INC.
BALANCE SHEETS
ASSETS
------
December 31, September 30,
1999 1999
(Unaudited) (Audited)
----------- ---------
Current Assets: None None
- ---------------
Other Assets:
- -------------
Organizational costs, net $ 3,000 $ 3,180
--------- ---------
Total Assets 3,000 3,180
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
- --------------------
Due to Stockholder 28,350 26,100
--------- ---------
Total Liabilities 28,350 26,100
--------- ---------
Stockholders' Equity
- --------------------
Preferred stock - 10,000,000 shares
authorized; issued and outstanding
none; $.001 par value -- --
Common Stock - 50,000,000 shares authorized;
issued and outstanding 900,000 shares at
December 31 and September 30, 1999,
respectively, @ $.001 par value 900 900
Paid-in-capital 232,677 232,677
Accumulated Deficit (258,927) (256,497)
--------- ---------
Total Stockholders' Equity (deficit) (25,350) (22,920)
--------- ---------
Total Liabilities and Stockholders' Equity $ 3,000 $ 3,180
========= =========
The accompanying notes are an integral part of these financial statements.
F-1
<PAGE>
FOUNTAIN COLONY VENTURES, INC.
STATEMENTS OF OPERATIONS
For The Three Months Ended December 31, 1999 and 1998
(Unaudited)
Operating Expenses: 1999 1998
---- ----
Amortization $ 180 $ 0
General and administrative $ 2,250 $ 5,750
--------- ---------
Total operating expenses 2,430 5,750
--------- ---------
Net loss $ (2,430) $ (5,750)
--------- ---------
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.
F-2
<PAGE>
FOUNTAIN COLONY VENTURES, INC.
STATEMENTS OF CASH FLOWS
For the Three Months Ended December 31, 1999 and 1998
(Unaudited)
1999 1998
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period $(2,430) $(5,750)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Amortization 180 0
Increase due to stockholder 2,250 5,750
------- -------
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.
F-3
<PAGE>
FOUNTAIN COLONY VENTURES, INC.
NOTES TO FINANCIAL STATEMENTS
December 31, 1999
(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 changed its name to Fountain Colony Ventures, Inc.,
effective February 19, 1999.
The Company's business purpose is to seek out business opportunities,
including acquisitions, and mergers which management believes offers
long-term growth potential, and does not propose to engage in any
activity prior to this combination.
(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.
F-4
<PAGE>
FOUNTAIN COLONY VENTURES, INC.
NOTES TO FINANCIAL STATEMENTS continued
December 31, 1999
(Unaudited)
(f) Organizational Costs:
Organizational costs consist of costs incurred for professional
services at the Reorganization of the Company in February 1999 and is
being amortized over sixty months.
Note 2 Income Taxes
- -------------------
At December 31, 1999, the Company has a federal operating loss carryforward
of $258,927 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
2019. 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.
Note 3 Due to Related Party
- ---------------------------
The Company presently utilizes office space and secretarial services
provided by its President at a cost of $750 per month. The Company
increased its accruals for general and administrative costs, due its
majority stockholder, by $2,250 and $750 during the three months ended
December 31, 1999 and 1998, respectively.
F-5
<PAGE>
PLAN OF OPERATION
Item 2.
As of December 31, 1999, the Company had nominal assets and liabilities of
$28,350. 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
3
<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 VENTURES INC.
/ s / Patrick C. Brooks
-----------------------
Patrick C. Brooks
Director, President and Secretary
Date: February 29, 2000
4
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM COMPANY
FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> OCT-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,000
<CURRENT-LIABILITIES> 28,350
<BONDS> 0
0
0
<COMMON> (25,927)
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 3,000
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> (2,430)
<OTHER-EXPENSES> 0
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<INCOME-PRETAX> (2,430)
<INCOME-TAX> 0
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</TABLE>
