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 934
For the quarterly period ended September 30, 1999
---------------------------
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from N/A to N/A
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Commission File number
RICH EARTH, INC.
------------------
(Exact name of registrant as specified in charter)
Nevada 87-0635536
- ------------------------------ -----------------------------
(State or other jurisdiction of (I.R.S. Employer incorporation or
organization) Identification No.)
5821 Emigration Cyn, Salt Lake City, Utah 84108
- ------------------------------------------------- ------------------------
(Address of principal executive offices) (Zip Code)
1- 801-274-1011
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Registrant's telephone number, including area code
N/A
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(Former name, former address, and former 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 [ ] No [ x ] and (2) has
been subject to such 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 September 30, 1999
------------------ -----------------------------------------
Common Stock, $0.001 498,000
<PAGE>
INDEX
Page
Number
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PART I.
ITEM 1. Financial Statements (unaudited) 3
Balance Sheets 4
September 30, 1999 and December 31, 1998
Statements of Operations
For the three and nine months ended September 30, 1999 and 1998 5
and the period from October 19, 1988 to September 30, 1999
Statement of Changes in Stockholders' Equity
For the period October 19, 1988 to September 30, 1999 6
Statements of Cash Flows
For the nine months ended September 30, 1999 and 1998 7
and the period October 19, 1988 to September 30, 1999
Notes to Financial Statements 8
ITEM 2. Plan of Operations 10
PART II. Signatures 11
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying balance sheets of Rich Earth, Inc. (a development stage
company) at September 30, 1999 and December 31 1998, and the statements of
operations for the three and nine months ended September 30, 1999 and 1998 and
the period from October 19, 1988 to September 30, 1999, the cash flows and the
statement of stockholder' equity for the nine months ended September 30, 1999
and 1998, and the period from October 19, 1988 to September 30, 1999, 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 September 30, 1999, are not
necessarily indicative of the results that can be expected for the year ending
December 31, 1999.
<PAGE>
RICH EARTH, INC.
( DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
SEPTEMBER 30, 1999, AND DECEMBER 31, 1998
<TABLE>
<CAPTION>
SEPT 30, DEC 31,
1999 1998
--------- ---------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash. . . . . . . . . . . . . . . . . . . . . . . . . $ - $ -
------------------------- ---------
Total Current Assets. . . . . . . . . . . . . . . . $ - $ -
========================= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable. . . . . . . . . . . . . . . . . . . $ - $ -
------------------------- ---------
Total Current Liabilities . . . . . . . . . . . . . . - -
------------------------- ---------
STOCKHOLDERS' EQUITY
Common stock
100,000,000 shares authorized, at $0.001 par
value; 498,000 shares issued and outstanding
on Sept 30, 1999; 490,000 on Dec 31, 1998. . . . . . 498 490
Capital in excess of par value. . . . . . . . . . . . 34,252 26,260
Deficit accumulated during the development stage. (34,750) (26,750)
------------------------- ---------
Total Stockholders' Equity (deficiency) . . . . . . . - -
------------------------- ---------
$ - $ -
========================= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
RICH EARTH, INC.
( DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
AND THE PERIOD OCTOBER 19, 1988 (DATE OF INCEPTION) TO SEPTEMBER 30, 1999
<TABLE>
<CAPTION>
THREE MONTHS NINE MONTHS OCTOBER 19, 1988
------------- ------------
SEPT 30, SEPT 30, SEPT 30, SEPT 30, (DATE OF INCEPTION) TO
1999 1998 1999 1998 SEPT 30, 1999
--------- --------- ---------- --------- ------------------------
<S> <C> <C> <C> <C> <C>
REVENUES . . . . . . $ - $ - $ - $ - $ -
EXPENSES . . . . . . - - 8,000 - 34,750
--------- --------- ---------- --------- ------------------------
NET LOSS . . . . . . $ - $ - $ (8,000) $ - $ (34,750)
========= ========= ========== ========= ========================
NET LOSS PER COMMON
SHARE
Basic. . . . . . . . $ - $ - $ (.02) $ -
--------- --------- ---------- ---------
AVERAGE OUTSTANDING
SHARES
Basic . . . . . 498,000 490,000 490,000 490,000
--------- --------- ---------- ---------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
RICH EARTH, INC.
( DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
PERIOD OCTOBER 19, 1988 (DATE OF INCEPTION)
TO SEPTEMBER 30, 1999
<TABLE>
<CAPTION>
COMMON STOCK CAPITAL In
----------------- EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------- ------- ---------- ---------
<S> <C> <C> <C> <C>
BALANCE OCTOBER 19, 1988 (date of inception) - $ - $ - $ -
Issuance of common stock for cash . . . . . . 80,000 80 3,920 -
at $.05 - August 15, 1993
Issuance of common stock for cash . . . . . . 160,000 160 7,840 -
at $.05 - August 27, 1993
Issuance of common stock for cash
at $.05 - October 15, 1993. . . . . . . . 160,000 160 7,840 -
Issuance of common stock for cash
at $.075 - November 18, 1993 . . . . . . 50,000 50 3,700 -
Issuance of common stock for cash
at $.075 - December 7. 1993 . . . . . . . 40,000 40 2,960 -
Net operating loss for the year ended
December 31, 1993. . . . . . . . . . . . . - - - (26,750)
BALANCE DECEMBER 31, 1998 . . . . . . . . . . 490,000 490 26,260 (26,750)
Issuance of common stock for cash
at $1.00 - June 30, 1999. . . . . . . . . 8,000 8 7,992 -
Net operating loss for the nine months ended
September 30, 1999. . . . . . . . . . . . - - - (8,000)
BALANCE SEPTEMBER 30, 1999. . . . . . . . . . 498,000 $ 498 $ 34,252 $(34,750)
======= ======= ========== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
RICH EARTH, INC.
( DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
AND THE PERIOD OCTOBER 19, 1988 (DATE OF INCEPTION) TO SEPTEMBER 30, 1999
<TABLE>
<CAPTION>
SEPT 30, SEPT 30, OCTOBER 19, 1988
1999 1998 TO SEPT 30, 1999
----------- ---------- -------------------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss. . . . . . . . . . . . . . . . . . $ 8,000 $ - $ (34,750)
Adjustments to reconcile net loss to
net cash provided by operating
activities. . . . . . . . . . . . . . . . . - - -
Net Cash Used in Operations . . . . . . . . (8,000) - (34,750)
----------- ---------- -------------------
CASH FLOWS FROM INVESTING
ACTIVITIES. . . . . . . . . . . . . . . . . - - -
----------- ---------- -------------------
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from issuance of common stock
8,000 - 34,750
----------- ---------- -------------------
Net Increase (Decrease) in Cash . . . . . . - - -
Cash at Beginning of Period . . . . . . . . - - -
----------- ---------- -------------------
Cash at End of Period . . . . . . . . . . . $ - $ - $ -
=========== ========== ===================
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
RICH EARTH, INC.
( DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on October
19, 1988 with the name of Charken Contractors Inc. with authorized common stock
of 2,500 shares with no par value. On June 28, 1999 the authorized capital
stock was increased to 100,000,000 shares with a par value of $0.001 in
connection with a name change to Rich Earth, Inc.
On June 28, 1999 the Company completed a forward common stock split of 200
shares for each outstanding share. This report has been prepared showing after
stock split shares with a par value of $.001 from inception.
The Company is in the development stage and has been engaged in the activity of
seeking developmental mining properties and became inactive after 1993.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
- -------------------
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
- ----------------
The Company has not adopted a policy regarding payment of dividends.
Income Taxes
- -------------
On December 31, 1998, the Company had a net operating loss carry forward of
$26,750. The tax benefit from the loss carry forward has been fully offset by
a valuation reserve because the use of the future tax benefit is undeterminable
since the Company has no operations. The net operating loss expires in 2019.
Earnings (Loss) Per Share
- ----------------------------
Earnings (loss) per share amounts are computed based on the weighted average
number of shares actually outstanding, after the stock split, in accordance with
FASB Statement No. 128 .
Financial Instruments
- ----------------------
The carrying amounts of financial instruments are considered by management to
be their estimated fair values. These values are not necessarily indicative of
the amounts that the Company could realize in a current market exchange.
<PAGE>
RICH EARTH, INC.
( DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
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. RELATED PARTY TRANSACTIONS
The statement of changes in stockholder's equity shows 498,000 shares of common
stock outstanding of which 250,000 shares were issued to related parties.
4. GOING CONCERN
Continuation of the Company as a going concern is dependent upon obtaining
sufficient working capital for any future planned activity 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 for the coming year.
<PAGE>
ITEM 2. PLAN OF OPERATIONS
History and Organization
- --------------------------
The Company was incorporated under the laws of the State of Nevada on October
19, 1988 with the name of Charken Contractors Inc. with authorized common stock
of 2,500 shares with no par value. On June 28, 1999 the authorized capital
stock was increased to 100,000,000 shares with a par value of $0.001 in
connection with a name change to Rich Earth, Inc.
On June 28, 1999 the Company completed a forward common stock split of 200
shares for each outstanding share. This report has been prepared showing after
stock split shares with a par value of $.001 from inception.
The Company is in the development stage and has been engaged in the activity of
seeking developmental mining properties and became inactive after 1993.
Plan of Operations
- --------------------
The Company's management intends to acquire interests in various business
opportunities which, in the opinion of management, will provide a profit to the
Company but it does not have the working capital to be successful in this
effort.
Continuation of the Company as a going concern is dependent upon obtaining the
working capital for its planned activity and the management of the Company has
developed a strategy, which they believe can obtain the needed working capital
through additional equity funding and long term debt which will enable the
Company to pursue its objective.
Results of Operations
- -----------------------
The Company has had no operations during this reporting period.
Liquidity and Capital Resources
- ----------------------------------
The Company will need additional working capital to finance its planned
activity.
<PAGE>
PART 2 - SIGNATURES
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 there unto duly authorized.
RICH EARTH, INC.
[Registrant]
/s/ Gary Noerring
-------------------------
Dated: November 2, 1999 By Gary Noerring, President
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JUL-01-1999
<PERIOD-END> SEP-30-1999
<EXCHANGE-RATE> 0
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 498
<OTHER-SE> (498)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
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<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
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<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
