U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
X...Quarterly report under section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended March 31,2000.
...Transition report under section 13 or 15(d) of the
Securities Exchange Act of 1934 for the transition period from _________
To _________.
Commission File No.: 000-28147
MORGAN CLARK MANAGEMENT, INC.
(Name of small business in its charter)
Utah 87-0633496
(State or other jurisdiction of Incorporation) (IRS Employer Id. No.)
3158 Redhill Ave., Ste. 240 Costa Mesa, CA 92626
(Address of Principal Office) Zip Code
Issuer's telephone number: (714) 770-2578
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 ....
Applicable only to issuers involved in bankruptcy proceedings
During the past five years Check whether the issuer has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act
after the distribution of securities under a plan confirmed by a court.
Yes .....
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.
At 03/31/2000 the following shares of common were outstanding: Common Stock,
$.001 par value, 1,000,000 shares.
Transitional Small Business Disclosure Format (Check one):
Yes ..... No ..X..
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
(a) The unaudited financial statements of registrant as
of and for the quarter ending March 31, 2000, and for the period from
inception (June 3, 1999) through March 31, 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.
MORGAN CLARK MANAGEMENT, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
Quarter Ended March 31, 2000
INDEX TO FINANCIAL STATEMENTS PAGE
BALANCE SHEET 3
STATEMENT OF LOSS AND ACCUMULATED DEFICIT 4
STATEMENTS OF CASH FLOWS 5
STATEMENT OF STOCKHOLDERS' EQUITY 6
NOTES TO FINANCIAL STATEMENTS 7
MORGAN CLARK MANAGEMENT, INC.
(A Development Stage Company)
BALANCE SHEET
(unaudited)
Mar 31 Dec 31
2000 2000
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 0 0
OTHER ASSETS:
Organizational costs (net
of amortization)
TOTAL ASSETS $ 0 0
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Notes payable $ 1,300 $ 1,424
Accounts payable- related party 100
Total Liabilities 1,300 1,524
STOCKHOLDERS' EQUITY
Common stock, $.001 par value;
50,000,000 shares authorized;
1,000,000 shares issued and
outstanding at Dec. 31, 1999 1,000 1,000
Stock Subscription Receivable (900) (900)
Additional Paid in Capital 0
Deficit accumulated during the development
stage (1,400) (1,524)
Total stockholders' equity (1,300) (1,424)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY - -
The accompanying notes are an integral part of these financial
statements.
MORGAN CLARK MANAGEMENT, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(unaudited)
Three Six
Months Months
Ended Ended
Mar 31 Mar 31
2000 2000
INCOME:
Revenue 0 0
TOTAL INCOME 0 0
EXPENSES:
General, and Administrative 1,300 3,724
Amortization
Total Expenses 1,300 3,724
Net Profit/Loss(-) From Operations (1,300) (3,724)
Interest Income 0
INCOME (LOSS) BEFORE INCOME TAXES (1,300) (3,724)
Provision for income tax 0
NET INCOME (LOSS) (1,300) (3,724)
NET INCOME (LOSS)PER SHARE-BASIC AND DILUTED (.001) (.002)
AVERAGE NUMBER OF SHARES OF COMMON STOCK
OUTSTANDING 1,000,000 1,000,000
The accompanying notes are an integral part of these financial
statements
MORGAN CLARK MANAGEMENT, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(unaudited)
Three Period from
Months Inception
Ended (6/3/99)
thru
03/31/00 03/31/00
Cash Flows from Operating Activities:
Net Income (Loss) (1,300) (3,824)
Changes in Operating Assets & Liabilities:
Increase (decrease) in accounts payable 1,300 3,824
Net Cash (Used) by Operating Activities - -
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of organizational costs
Corp. Promissory Note 0
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock for cash 0 100
Net Increase in Cash 0 0
Cash, Beginning of Period 0 0
Cash, End of Period 0 0
The accompanying notes are an integral part of these financial
statements.
MORGAN CLARK MANAGEMENT, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
For the period from inception (June 3, 1999)
to March 31, 2000
(Deficit
Accumu-
Lated
Additional During
Common Stock Paid-In Development
Shares Amount Capital Stage
Issued for
cash and organizational
costs June 3, 1999 1,000,000 $1,000 $ 0
Stock Subscription
Receivable (900)
Net Income June 3, 1999
(inception) to March 31, 2000 $(3,824)
Balance March 31, 2000 1,000,000 100 0 $(3,824)
The accompanying notes are an integral part of these financial
statements.
MORGAN CLARK MANAGEMENT, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
March 31, 2000
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The information including in the condensed financial statements
is unaudited, but includes all adjustments (consisting of normal
recurring items) which are, in the opinion of management, necessary for a
fair representation of the interim period presented.
Development stage company
The Company is a new enterprise in the development stage as
defined by Statement No. 7 of the Financial Accounting Standards Board
and has not engaged in any business other than organizational
efforts. It has no full-time employees and owns no real property. The
Company intends to seek to acquire one or more existing businesses which
have existing management, through merger or acquisition, that may
have potential for profit, and to that end, intends to acquire
properties or businesses, or a controlling interest therein. Management of
the Company will have virtually unlimited discretion in determining
the business activities in which the Company might engage.
Accounting Method
The Company records income and expenses on the accrual method.
Fiscal Year
The Company has selected a June 30 fiscal year end.
Loss Per Share
Loss per share was computed using the weighted number of shares
outstanding during the period.
Organization Costs
Costs to incorporate the Company have been capitalized and will
be amortized over a sixty-month period.
Statement of Cash Flows
For purposes of the statement of cash flows, the Company
considers all highly liquid debt instruments purchased with an original
maturity of three months or less to be cash equivalents.
Use of Estimates
The preparation of the Company's financial statements in
conformity with generally accepted accounting principles requires the
Company's management to make estimates and assumptions that effect the
amounts reported in these financial statements and accompanying
notes. Actual results could differ from those estimates.
Stock Basis
Shares of common stock issued for other than cash have been
assigned amounts equivalent to the fair value of the service or assets
received in exchange.
2. STOCKHOLDERS' EQUITY
The authorized common stock of the Company consists of
50,000,000 shares with a par value of $0.001 per share. As of
March 31, 2000 the Company had 1,000,000 shares outstanding.
Preferred Stock.
The authorized Preferred Stock of the Company consists of
10,000,000 shares with a par value of $0.001 per share. No
preferred shares have been issued.
5. INCOME TAXES
There is no provision for income taxes for the period ended
June, 1999 (inception) to March 31, 2000 due to the zero net
income and the net operating loss carryforward.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
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 stockholders' equity.
The Company will carry out its plan of business to seek out and
take advantage of business opportunities that may have potential for
profit, and acquire such businesses, or a controlling interest therein.
The Company cannot predict to what extent its liquidity and capital
resources will be diminished prior to the consummation of a business
combination or whether its capital will be further depleted by the
operating losses (if any) of the business entity which the Company
may eventually acquire.
Results of Operations.
During the period from June 3, 1999 (inception) through
March 31, 2000, the Company has engaged in no significant
operations other than the acquisition of capital and registering
its securities under the Securities and Exchange Act of 1934, as
amended. No revenues were received by the Company during this period.
The Company has experienced a net loss of $ 3,824 since inception.
The Company borrowed $3,824 from its principal shareholder in order
to pay its general and administrative expenses.
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.
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 issuance of
stock in lieu of cash.
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 approximately three months.
Thereafter, the company will require additional working capital
Unless it has completed a business combination. Thus, there is no
Assurance that the available funds will ultimately prove to be adequate
for the Company's operations. Although no commitments to provide funds
have been made by management or other stockholders, it is anticipated that
the Company would seek loans or additional capitalcontributions from its
existing principal shareholders in the event it requires additional working
capital. However, there can be no assurance that other funds will be available
to cover the Company's expenses.
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBIT 27 - FINANCIAL DATA SCHEDULE
(b) There have been no reports on Form 8-K for the quarter ending
March 31, 2000.
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.
Morgan Clark Management, Inc.
(Registrant)
Date: May 15, 2000
/s/ Vincent van den Brink
Vincent van den Brink, President
