U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB/A
(Mark One)
X...Quarterly report under section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended February 29,
2000.
....Transition report under section 13 or 15(d) of the Securities
Exchange Act of 1934 [No Fee Required] for the transition period
from _________ to _________.
Commission File No: __000-27169__
Franklyn Resources I, Inc.
---------------------------------------
(Name of small business in its charter)
Nevada 84-1491678
- ---------------------- -----------------------
(State or other (IRS Employer Id. No.)
jurisdiction of Incorporation)
5330 E. 17th Ave. Pkwy Denver, Colorado 80220
- -------------------------------------------------------------------
(Address of Principal Office) Zip Code
Issuer's telephone number: (303) 394-1187
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act 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 __X__ No _____
At 4/06/00 the following shares were outstanding: Common Stock,
$0.001 par value, 3,206,000 shares.
Transitional Small Business Disclosure
Format (Check one):
Yes _____ No __X__
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
(a) The financial statements of registrant for the
three months ended February 29, 2000, follow. The financial
statements reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results for the
interim period presented.
Franklyn Resources I, Inc.
(A Development Stage Company)
FINANCIAL STATEMENTS
Quarter Ended February 29, 2000
<PAGE>
CONTENTS
Accountants' report 1
Balance Sheet 2
Statements of Operations 3
Statements of Cash Flows 4
Notes to Financial Statements 5
<PAGE>
The Board of Directors and Stockholders of
Franklyn Resources I, Inc.
We have reviewed the accompanying balance sheet of Franklyn Resources I, Inc.
(a development stage company) as of February 29, 2000, and the related
statements of operations and cash flows for the three and nine month periods
then ended and for the period from inception to February 29, 2000. These
financial statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial statements consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements in order for them to be
in conformity with generally accepted accounting principles.
Denver, Colorado
April 6, 2000
COMISKEY & COMPANY
PROFESSIONAL CORPORATION
1
<PAGE>
Franklyn Resources I, Inc.
(A Development Stage Company)
BALANCE SHEET
February 29, 2000
(See Accountants' Review Report)
<TABLE>
<S> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 118
---------
Total current assets 118
---------
TOTAL ASSETS $ 118
=========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES $ -
---------
Total current liabilities -
STOCKHOLDERS' EQUITY
Common stock, $0.001 par value;
25,000,000 shares authorized;
3,206,000 shares issued and
outstanding 3,206
Additional paid-in capital 60,914
Deficit accumulated during the
development stage (64,002)
---------
118
---------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 118
=========
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
Franklyn Resources I, Inc.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(See Accountants' Review Report)
<TABLE>
<S> <C> <C> <C>
For the period
from inception For the three For the nine
(February 25, months ended months ended
1999) to February 29, February 29,
February 29, 2000 2000 2000
--------------- ------------- -------------
REVENUES $ - $ - $ -
-------------- ------------- -------------
EXPENSES
Legal fees 250 - 250
Office supplies 100 100 100
Professional fees 2,273 300 2,273
Selling, general and
administrative 60,989 - 125
Transfer agent 390 - 390
--------------- ------------- ------------
Total expense 64,002 400 3,138
--------------- ------------- ------------
NET LOSS (64,002) (400) (3,138)
Accumulated deficit
Balance, beginning of period - (63,602) (60,864)
--------------- ------------- ------------
Balance, end of period $ (64,002) $ (64,002) $ (64,002)
=============== ============= ============
NET LOSS PER SHARE $ (0.02) $ (NIL) $ (NIL)
=============== ============= ============
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 3,206,000 3,206,000 3,206,000
=============== ============= ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
Franklyn Resources I, Inc.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(See Accountants' Review Report)
<TABLE>
<S> <C> <C>
For the period
from inception
(February 25, For the nine
1999) to months ended
February 29, February 29,
2000 2000
-------------- -------------
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net Loss $ (64,002) $ (3,138)
Adjustments to reconcile
net loss to net cash used
by operating activities:
Stock issued for services 60,325 -
-------------- -------------
Net cash used by
operating activities (3,677) (3,138)
CASH FLOWS FROM
INVESTING ACTIVITIES - -
CASH FLOWS FROM
FINANCING ACTIVITIES
Issuance of common stock 3,795 40
Decrease in stock subscription
receivable - 25
Decrease in stock subscribed - (40)
--------------- --------------
Net cash provided by
financing activities 3,795 25
--------------- --------------
Net increase (decrease) in
cash and cash equivalents 118 (3,113)
CASH AND CASH EQUIVALENTS,
Beginning of period - 3,231
--------------- --------------
CASH AND CASH EQUIVALENTS,
End of period $ 118 $ 118
=============== ==============
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
Franklyn Resources I, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 29, 2000
(See Accountants' Review Report)
1. Management's Representation of Interim Financial Information
------------------------------------------------------------
The accompanying financial statements have been prepared by Franklyn Resources
I, Inc. without audit pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
as allowed by such rules and regulations, and management believes that the
disclosures are adequate to make the information presented not misleading.
These financial statements include all of the adjustments which, in the opinion
of management, are necessary to a fair presentation of financial position and
results of operations. All such adjustments are of a normal and recurring
nature. These financial statements should be read in conjunction with the
audited financial statements at May 31, 1999.
5
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATIONS.
Liquidity and Capital Resources
The Company remains in the development stage and, since
inception, has experienced no significant change in liquidity or capital
resources or stockholder's equity. The Company's balance sheet for the
period ending February 29, 2000, reflects a current asset value of $118
and a total asset value of $118, exclusively in the form of cash.
The Company's business plan is to seek, investigate, and, if
warranted, acquire one or more properties or businesses, and to pursue
other related activities intended to enhance shareholder value. The
acquisition of a business opportunity may be made by purchase, merger,
exchange of stock, or otherwise, and may encompass assets or a business
entity, such as a corporation, joint venture, or partnership. The
Company has minimal capital, and it is unlikely that the Company will be
able to take advantage of more than one such business opportunity.
The Company cannot predict to what extent its lack of liquidity
and capital resources will impair the consummation of a business
combination or whether it will incur further operating losses through
any business entity which the Company may eventually acquire.
Results of Operations
During the period from February 25, 1999 (inception) through
February 29, 2000, the Company has engaged in no significant operations
other than organizational activities, acquisition of capital and
preparation for registration of its securities under the Securities
Exchange Act of 1934, as amended. No revenues were received by the
Company during this period.
For the quarter and initial period ended February 29, 2000, the
Company experienced losses of $400 and $64,002 respectively. Of this
$60,325 of services was settled for shares of stock in the Company.
For the current fiscal year, the Company anticipates incurring
additional losses as a result of organizational expenses, expenses
associated with registration under the Securities Exchange Act of 1934,
and expenses associated with locating and evaluating acquisition
candidates. The Company anticipates that until a business combination is
completed with an acquisition candidate, it will not generate revenues and
may continue to operate at a loss after completing a business combination,
depending upon the performance of the acquired business.
Need for Additional Financing
The Company believes that its existing capital will be sufficient
to meet the Company's cash needs, including the costs of compliance
with the continuing reporting requirements of the Securities Exchange
Act of 1934, as amended, for a period of approximately one year.
Accordingly, in the event the Company is able to complete a business
combination during this period, it anticipates that its existing capital will
be sufficient to allow it to accomplish the goal of completing a business
combination. There is no assurance, however, that the available funds
will ultimately prove to be adequate to allow it to complete a business
combination, and once a business combination is completed, the Company's
needs for additional financing are likely to increase substantially.
No commitments to provide additional funds have been made by
management or other stockholders. Accordingly, there can be no
assurance that any additional funds will be available to the Company to
allow it to cover its expenses.
Irrespective of whether the Company's cash assets prove to be
inadequate to meet the Company's operational needs, the Company
might seek to compensate providers of services by issuances of stock in
lieu of cash.
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBIT 27 - FINANCIAL DATA SCHEDULE
There have been no reports on Form 8-K for the quarter ending
February 29, 2000.
<PAGE>
Signatures
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Franklyn Resources I, Inc.
(Registrant)
Date: April 6, 2000
/s/
Frank Kramer, President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
BALANCE SHEET AND STATEMENTS OF OPERATIONS AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH 10QSB FOR THE QUARTER ENDED February 29,
2000.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> May-31-2000
<PERIOD-END> Feb-29-2000
<CASH> 118
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 118
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 118
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 3206
<OTHER-SE> (3088)
<TOTAL-LIABILITY-AND-EQUITY> 118
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 400
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (400)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (400)
<EPS-BASIC> (.000)
<EPS-DILUTED> (.000)
</TABLE>
