GOLDEN SOIL INC
10QSB, 2000-08-02
NON-OPERATING ESTABLISHMENTS
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                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 quarterly period ended        June  30, 2000
                               -------------------------------------------------

(  )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                               000-28475
                       ---------------------------------------------------------

                                GOLDEN SOIL, INC.
          -------------------------------------------------------------
               (Exact name of registrant as specified in charter)

      Nevada                                                  87-0635270
----------------------                                       ------------
(State or other jurisdiction of                            (I.R.S. Employer
incorporation or organization)                            Identification No.)


372 East 12600 South Draper Utah                                 84020
-------------------------------------------               -------------------
(Address of principal executive offices)                        (Zip Code)

                                  801-571-5252
                               -------------------
               Registrant's telephone number, including area code


(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 [x ] No [ ] 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 June 30, 2000
      ---------                               ----------------------------------
 Common  Stock, $0.001                                      675,000






<PAGE>

<TABLE>
<CAPTION>

                                                        INDEX

                                                                                                           Page
                                                                                                           Number
<S>                                                                                                    <C>

PART I.

          ITEM 1.           Financial Statements (unaudited).................................................3

                            Balance Sheets...................................................................4
                               June 30, 2000 and December 31, 1999

                            Statements of Operations
                               For the three and six  months ended June  30, 2000 and 1999...................5
                                          and the period May 7, 1985 to June 30, 2000

                            Statements of Cash Flows
                                For the six months ended June 30, 2000 and 1999..............................6
                                           and the period May 7, 1985  to June 30, 2000

                            Notes to Financial Statements....................................................7

          ITEM 2.           Plan of Operations...............................................................9

PART II.  Signatures ....................................................................................... 9

</TABLE>


<PAGE>


                         PART I - FINANCIAL INFORMATION



                          ITEM 1. FINANCIAL STATEMENTS




The  accompanying  balance  sheets of Golden  Soil,  Inc.  (  development  stage
company) at June 30, 2000 and December 31 1999,  and the related  statements  of
operations  for the three and six months  ended  June 30,  2000 and 1999 and the
period May 7, 1985 to June 30,  2000,  the  statement  of cash flows for the six
months  ended  June 30,  2000 and 1999,  and the  period May 7, 1985 to June 30,
2000, 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 June 30,  2000,  are not  necessarily
indicative of the results that can be expected for the year ending  December 31,
2000.





























<PAGE>
<TABLE>
<CAPTION>


                                GOLDEN SOIL, INC.
                          ( Development Stage Company)
                                 BALANCE SHEETS
                      June 30, 2000, and December 31, 1999




                                                                Jun 30,             Dec 31,
                                                                 2000                1999
                                                              ---------            ---------
<S>                                                          <C>                  <C>

ASSETS

CURRENT ASSETS

   Cash                                                       $   -                $   -
                                                              ---------            ---------

       Total Current Assets                                   $   -                $   -
                                                              =========            =========



LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

   Accounts payable                                           $     -              $     500
                                                              ---------            ---------

       Total Current Liabilities                                    -                    500
                                                              ---------            ---------


STOCKHOLDERS' EQUITY

   Common stock 100,000,000 shares authorized,
   at $0.001 par value;
   675,000 shares issued and outstanding                            675                  675

   Capital in excess of par value                                45,685               44,325

    Deficit accumulated during the development stage            (46,360)             (45,500)
                                                              ---------            ---------

       Total Stockholders' Equity (deficiency)                       -                  (500)
                                                              ---------            ---------

                                                              $      -             $     -
                                                              =========            =========

</TABLE>



   The accompanying notes are an integral part of these financial statements.


<PAGE>

<TABLE>
<CAPTION>

                                           GOLDEN SOIL, INC.
                                   ( Development Stage Company)
                                     STATEMENTS OF OPERATIONS
                    For the Three and Six Months Ended June 30, 2000, and 1999
                and the Period March 28, 1983 (Date of Inception) to June 30, 2000



                                                    Three Months                 Six Months
                                                    ------------                 ----------
                                              Jun 30,        Jun 30,        Jun 30,       Jun 30,    Mar 28, 1983 to
                                               2000           1999           2000           1999     Jun  30, 2000
                                             --------       --------      ----------    -----------  --------------
<S>                                          <C>            <C>           <C>           <C>           <C>

REVENUES                                     $   -          $   -         $     -       $    -        $     -

EXPENSES                                           60           -                860         -             46,360
                                             --------       --------      ----------    -----------   -----------
NET LOSS                                     $    (60)      $   -         $     (860)   $    -        $   (46,360)
                                             ========       ========      ==========    ===========   ---========



NET LOSS PER COMMON
   SHARE

   Basic                                     $   -          $   -         $     -       $    -
                                             --------       --------      ----------    -----------



AVERAGE  OUTSTANDING
    SHARES

     Basic                                    675,000        512,000         675,000        512,000
                                             --------       --------      ----------    -----------


</TABLE>












                 The accompanying notes are an integral part of
                          these financial statements.


<PAGE>
<TABLE>
<CAPTION>


                                GOLDEN SOIL, INC.
                          ( Development Stage Company)
                             STATEMENT OF CASH FLOWS
                        For the Six Months Ended June 30,
                  2000, and 1999 and the Period March 28, 1983
                      (Date of Inception) to June 30, 2000



                                                                                       Jun 14, 1982
                                                             Jun 30,       Jun 30,      to Jun 30,
                                                              2000          1999           2000
                                                            --------      --------      ----------
<S>                                                         <C>           <C>           <C>

CASH FLOWS FROM
   OPERATING ACTIVITIES

   Net loss                                                 $   (860)     $    -        $  (46,360)

       Adjustments to reconcile net loss to
       net cash provided by operating activities


             Contributions to capital - expenses                 860           -             1,360


          Net Cash Used in Operations                            -             -           (45,000)
                                                            --------      --------      ----------

CASH FLOWS FROM INVESTING
   ACTIVITIES
                                                                 -             -              -
                                                            --------      --------      ----------

CASH FLOWS FROM FINANCING
   ACTIVITIES

       Proceeds from issuance of common stock
                                                                 -             -            45,000
                                                            --------      --------      ----------

   Net Increase (Decrease) in Cash                               -             -              -

   Cash at Beginning of Period                                   -             -              -
                                                            --------      -------       ----------

   Cash at End of Period                                    $    -        $    -        $     -
                                                            ========      ========      ==========


NON CASH FLOWS FROM OPERATING ACTIVITIES

     Contributions to capital - expenses - related party                                $    1,360
                                                                                        ----------

</TABLE>

                 The accompanying notes are an integral part of
                          these financial statements.


<PAGE>


                                GOLDEN SOIL, INC.
                          ( Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS



1. ORGANIZATION

The  Company  was  incorporated  under the laws of the State of Nevada on May 7,
1985 with the name of Architronics  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 Golden Soil 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 was inactive after 1992.

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 June 30, 2000, the Company had a net operating loss carry forward of $46,360.
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 will expire  starting in 2007
through 2121.

Basic and Diluted Net Income (Loss) Per Share

Basic net income  (loss) per share  amounts are  computed  based on the weighted
average  number of shares  actually  outstanding.  Diluted net income (loss) per
share amounts are computed  using the weighted  average  number of common shares
and common  equivalent  shares  outstanding  as if shares had been issued on the
exercise of the preferred share rights unless the exercise becomes  antidilutive
and then only the basic per share amounts are shown in the report.

Financial Instruments

The carrying amounts of financial  instruments,  including accounts payable, are
considered by management to be their estimated fair values.


<PAGE>


                                GOLDEN SOIL, 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.

Comprehensive Income

The Company  adopted  Statement of Financial  Accounting  Standards No. 130. The
adoption of this  standard  had no impact on the total  stockholder's  equity on
February 29, 1999.

Recent Accounting Pronouncements

The  Company  does not  expect  that the  adoption  of other  recent  accounting
pronouncements will have a material impact on its financial statements.

3.  RELATED PARTY TRANSACTIONS

The statement of changes in stockholder's  equity shows 675,000 shares of common
stock outstanding of which 200,000 shares were issued to related parties.

4.  GOING CONCERN

The Company will need additional working capital to be successful in its planned
operations.

Continuation  of the  Company as a going  concern is  dependent  upon  obtaining
additional 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 equity funding, and long term financing, which will enable the
Company to operate for the coming year.

There can be no assurance that the Company can be successful in this effort.










<PAGE>








                           ITEM 2. PLAN OF OPERATIONS



The Company's  management is seeking and 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  necessary  for its planned  activity.  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 continue operations for the coming year.

Liquidity and Capital Resources

The  Company  will need  additional  working  capital  to  finance  its  planned
activity.

Results of Operations

The Company has had no operations during this reporting period.


                               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.


                                                         Golden Soil, Inc.
                                                            [Registrant]



                                                       /s/ Jeff Larrabee
                                                       ------------------------
                                                       Jeff Larrabee - President
August 2, 2000





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