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 SECURITIES EXCHANGE ACT OF 1934
For the Quarter 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
Commission File Number 0-26067
EAGLES NEST MINING COMPANY
(Exact name of small business issuer as specified in its charter)
Idaho 87-0571300
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
253 Ontario #1, P.O. Box 3303, Park City, Utah 84060
(Address of principal executive offices)
Registrant's telephone no., including area code: (435) 649-5060
Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the past 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 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.
Class Outstanding as of March 31, 1999
Common Stock, no par value 1,392,700
TABLE OF CONTENTS
Heading Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . . . . . 3
Balance Sheets -- March 31, 1999 . . . . . . . . . . . . 4
Statements of Operations -- six months ended
March 31, 1999 and 1998. . . . . . . . . . . . . . . . 5
Statements of Stockholders' Equity . . . . . . . . . . . 6
Statements of Cash Flows -- six months ended
March 31, 1999 and 1998. . . . . . . . . . . . . . . . 7
Notes to Financial Statements . . . . . . . . . . . . . 8
Item 2. Management's Discussion and Analysis and
Results of Operations. . . . . . . . . . . . . . . . . 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. . . . . . . . . . . . . . . . . . . . 12
Item 2. Changes In Securities. . . . . . . . . . . . . . . . . . 12
Item 3. Defaults Upon Senior Securities. . . . . . . . . . . . . 12
Item 4. Submission of Matters to a Vote of
Securities Holders . . . . . . . . . . . . . . . . . . 12
Item 5. Other Information. . . . . . . . . . . . . . . . . . . . 12
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . 12
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . 13
PART I
Item 1. Financial Statements
The following unaudited Financial Statements for the period
ended March 31, 1999, have been prepared by the Company.
EAGLES NEST MINING COMPANY
FINANCIAL STATEMENTS
March 31, 1999
Eagles Nest Mining Company
A Development Stage Company
Comparative Balance Sheet
March 31
Assets 1999 1998
Current Assets
Cash and Cash Equivalents $146 $234
Total Current Assets 146 234
Total Assets 146 234
Liabilities and Stockholder's Equity
Current Liabilities
Total Current Liabilities 0 0
Stockholder's Equity
Common Stock - 10,000,000 Shares No Par
Authorized 1,392,700 shares issued
and outstanding 8,970 8,970
Retained Earnings (Deficit) (8,824) (8,736)
Total Stockholder's Equity 0 0
Total Liabilities and Stockholder's Equity $146 $234
The Accompanying "Notes to Financial Statements" Are An Integral Part of These
Financial Statements
Eagles Nest Mining Company
A Development Stage Company
Comparative Statement of Operations
From
For Six Inception
Months Ended Sept. 14, 1987
March 31 to March 31
1999 1998 1999 1998
Revenues
Net Revenues $ 0 $ 0 $ 0 $ 0
Expenses 48 (24) 5,466 8,824
Net Income (Loss) (48) (24) (5,466) (8,824)
Net Income (Loss) per
share common stock $ 0 $ 0 $ 0 $(0.02)
Weighted average
number of shares outstanding 1,392,700 1,392,700 450,263 450,263
The Accompanying "Notes to Financial Statements" Are An Integral Part of
These Financial Statements
Eagles Nest Mining Company
A Development Stage Company
Comparative Analysis of Stockholder's Equity
Deficit
Accumulated
Common Stock Since
Shares Amount Sept. 14,
1987
Common Stock Issued September 14, 1987 302,200 $3,200
Net Loss for the Year Ended September 30, 1987 0 0 $ (3,220)
Balance September 30, 1987 302,200 3,220 3,220
Common Stock Issued in 1988 500 50
Net Loss for the Year Ended September 30, 1988 0 0 (50)
Balance September 30, 1988 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1989 0 0 0
Balance September 30, 1989 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1990 0 0 0
Balance September 30, 1990 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1991 0 0 0
Balance September 30, 1991 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1992 0 0 0
Balance September 30, 1992 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1993 0 0 0
Balance September 30, 1993 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1994 0 0 0
Balance September 30, 1994 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1995 0 0 0
Balance September 30, 1995 302,700 3,270 (3,270)
Net Changes for the Year Ended September 30, 1996 0 0 0
Balance September 30, 1996 302,700 3,270 (3,270)
Common Stock Issued August 28, 1997 1,000,000 5,000 0
Net Changes for the Year Ended September 30, 1997 0 0 0
Balance September 30, 1997 1,302,700 8,270 (3,270)
Common Stock Issued November 12, 1997 900,000 450
Additional Paid in Capital February 23, 1998 250
Net (Loss) for Six Months Ended March 31, 1998 (5,466)
Balance March 31, 1998 1,392,700 8,970 (8,736)
Net (Loss) for Six Months Period
March 31, 1998 to September 30, 1998 (40)
Balance September 30, 1998 1,392,700 8,970 8,776
Net Loss Six Months Ended March 31, 1999 48
Balance March 31, 1999 1,392,700 $8,970 $8,824
The Accompanying "Notes to Financial Statements" Are An Integral Part of
These Financial Statements
Eagles Nest Mining Company
A Development Stage Company
Comparative Statement of Cash Flows
From
Six Months Ended Inception
March 31 Sept. 31, 1987
1999 1998 to March 31, 1999
Cash Flows From Operating Activities
Net (Loss) $ 48 $ (5,466) $ 8,824
Adjustments to Reconcile Net
Income (Loss) to Net Cash Used
in Operations
Non Cash Expenses 0 450 3,450
Net Cash Provided (Used) by Operations (48) (5,016) 5,374
Cash Flows From Investing Activity
Common Stock Issued for Cash 0 0 5,270
Additional Paid in Capital 0 250 250
Cash Flows from Financing Activities 0 0 5,520
Net Cash Increase (Decrease) (48) (4,766) 0
Cash Balance Beginning 194 500 0
Cash Balance Ending $146 $ 234 $ 0
The Accompanying "Notes to Financial Statements" Are An Integral Part of
These Financial Statements
Eagles Nest Mining Company
(A Development Stage Company)
Notes to Financial Statements
March 31, 1999 and 1998
Note 1: Organization and History
The Company was organized in the State of Idaho on September 14,
1987. The Company has not begun operations and has been dormant
since its organization.
Cash and Cash Equivalents: Cash consist of cash and demand
deposits. The Company defines cash equivalent as highly liquid
short term investments with an original maturity of three months or
less. The Company has not had any cash equivalents.
Accounting Method and Financial Statements: The Company has been
dormant since its inception with its only transactions consisting
of stock sales and administrative services.
Income Tax: The Company does not have a tax asset or liability. The
Company has a net operating loss carryover of $5,056 which has ben
offset by a valuation account. Should the Company commence
operations the net operating loss would be usable and would expire
as follows:
Year Loss
2002 $220
2003 50
2018 5,056
2019 48
Total $5,374
Net (Loss) Per Share: Net income (loss) per share is calculated by
dividing net income (loss) by the weighted average number of shares
of common stock outstanding during the period.
Development Stage Company: The Company is classified as a
development stage company as it is dormant and planned principle
operation have not commenced.
Use of Estimates: The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect that
amounts reported in the financial statements and accompanying
notes. Actual results could differ from these estimates.
Note 2: Common Stock Issued for Services
390,000 shares of unregistered common stock was issued to certain
directors of the corporation as compensation for services rendered.
Information regarding this issue is as follows:
1. The 300,000 shares were issued on September 17, 1987 and
90,000 shares were issued on
November 12, 1997.
2. The stock was issued for administrative services rendered
to the Corporation.
3. The value of the services rendered is as follows:
A. 300,000 shares issued September 17, 1987 was
$3,000.00
B. 90,000 shares issued November 12, 1997 was $450.00
Note 3: Going Concern
The Company's financial statements have been presented on the basis
that it is a going concern which contemplated the realization of
assets and the satisfaction of liabilities in the normal course of
business. The Company is in the development stage and has not
earned any revenues from operations. The Company's ability to
continue as a going concern is dependent upon its ability to
develop additional sources of capital or locate a merge candidate
and ultimately, achieve profitable operation. The accompanying
financial statements do no include any adjustments that might
result from the outcome of these uncertainties. Management is
seeking new capital to revitalize the Company.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The following information should be read in conjunction with
the financial statements and notes thereto appearing elsewhere in
this Form 10-QSB.
Eagles Nest Mining Company (the "Company") is considered a
development stage company with no assets or capital and with no
significant operations or income for several years. The costs and
expenses associated with the preparation and filing of the
Company's registration statement in 1999 were paid for by a
shareholder of the Company. It is anticipated that the Company
will require only nominal capital to maintain the corporate
viability of the Company and necessary funds, including funds to
cover expenses associated with being a public company, will most
likely be provided by the Company's officers and directors in the
immediate future. However, unless the Company is able to
facilitate an acquisition of or merger with an operating business
or is able to obtain significant outside financing, there is
substantial doubt about its ability to continue as a going concern.
Accordingly, the Company's independent accountants have included in
the Company's financial statements a going concern qualification
footnote.
Plan of Operation
During the next 12 months, the Company will actively seek out
and investigate possible business opportunities with the intent to
acquire or merge with one or more business ventures. Because the
Company lacks funds, it may be necessary for the officers and
directors to either advance funds to the Company or to accrue
expenses until such time as a successful business consolidation can
be made. Management intends to hold expenses to a minimum and to
obtain services on a contingency basis when possible. Further, the
Company's directors will defer any compensation until such time as
an acquisition or merger can be accomplished and will strive to
have the business opportunity provide their remuneration. However,
if the Company engages outside advisors or consultants in its
search for business opportunities, it may be necessary for the
Company to attempt to raise additional funds.
As of the date hereof, the Company has not made any
arrangements or definitive agreements to use outside advisors or
consultants or to raise any capital. In the event the Company does
need to raise capital, most likely the only method available to the
Company would be the private sale of its securities. Because of
the nature of the Company as a development stage company, it is
unlikely that it could make a public sale of securities or be able
to borrow any significant sum from either a commercial or private
lender. There can be no assurance that the Company will be able to
obtain additional funding when and if needed, or that such funding,
if available, can be obtained on terms acceptable to the Company.
The Company does not intend to use any employees, with the
possible exception of part-time clerical assistance on an as-needed
basis. Outside advisors or consultants will be used only if they
can be obtained for minimal cost or on a deferred payment basis.
Management is confident that it will be able to operate in this
manner and to continue its search for business opportunities during
the next twelve months.
Net Operating Loss
The Company has accumulated approximately $5,374 of net
operating loss carryforwards as of March 31, 1999, which may be
offset against taxable income and income taxes in future years.
The use of these losses to reduce future income taxes will depend
on the generation of sufficient taxable income prior to the
expiration of the net operating loss carryforwards. The
carry-forwards expire in the year 2019. In the event of certain
changes in control of the Company, there will be an annual
limitation on the amount of net operating loss carryforwards which
can be used. No tax benefit has been reported in the financial
statements for the six month period ended March 31, 1999 because
there is a 50% or greater chance that the carryforward will not be
used. Accordingly, the potential tax benefit of the loss
carryforward is offset by a valuation allowance of the same amount.
Inflation
In the opinion of management, inflation has not and will not
have a material effect on the operations of the Company until such
time as the Company successfully completes an acquisition
or merger. At that time, management will evaluate the possible
effects of inflation on the Company related to it business and
operations following a successful acquisition or merger.
Year 2000
Year 2000 issues may arise if computer programs have been
written using two digits (rather than four) to define the
applicable year. In such case, programs that have time-sensitive
logic may recognize a date using "00" as the year 1900 rather than
the year 2000, which could result in miscalculations or system
failures.
Because the Company currently does not have any operations
except for its search for viable business opportunities, it does
not own or use any computer equipment. The Company does not
anticipate doing a full assessment of the potential Year 2000 issue
until it has made an acquisition of or merged with an operating
entity. The Company does not believe that the cost of addressing
the issue will have a material adverse impact on its financial
position. Further, the Company believes that no third parties with
whom it may have a material relationships will be materially
affected by the Year 2000 issues.
Risk Factors and Cautionary Statements
This report contains certain forward-looking statements. The
Company wishes to advise readers that actual results may differ
substantially from such forward-looking statements. Forward-
looking statements involve risks and uncertainties that could cause
actual results to differ materially from those expressed in or
implied by the statements, including, but not limited to, the
following: the ability of the Company search for appropriate
business opportunities and subsequently acquire or merge with such
entity, to meet its cash and working capital needs, the ability of
the Company to maintain its existence as a viable entity, and other
risks detailed in the Company's periodic report filings with the
Securities and Exchange Commission.
PART II
Item 1. Legal Proceedings
There are presently no other material pending legal
proceedings to which the Company or any of its subsidiaries is a
party or to which any of its property is subject and, to the best
of its knowledge, no such actions against the Company are
contemplated or threatened.
Item 2. Changes In Securities
This Item is not applicable to the Company.
Item 3. Defaults Upon Senior Securities
This Item is not applicable to the Company.
Item 4. Submission of Matters to a Vote of Security Holders
This Item is not applicable to the Company.
Item 5. Other Information
This Item is not applicable to the Company.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 - Financial Data Schedules
(b) Reports on Form 8-K
No report on Form 8-K was filed by the Company during the
three month period ended March 31, 1999.
SIGNATURES
In accordance with the requirements of the Securities Exchange
Act of 1934, the Registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
EAGLES NEST MINING COMPANY
Date: September 28, 1999 By: /S/ J. Rockwell Smith
J. Rockwell Smith
C.E.O., President and
Director
Date: September 28, 1999 By: /S/ Jim Ruzicka
Jim Ruzicka
Secretary/Treasurer, and
Director
(Principal Accounting
Officer)
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<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE EAGLES NEST MINING COMPANY
FINANCIAL STATEMENTS FOR THE PERIOD ENDED MARCH 31,
1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
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