As Filed with the Securities and Exchange Commission on April 20, 2000
File No. 0-30415
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
AMENDMENT NO. 1 TO FORM 10SB
GENERAL FORM FOR REGISTRATION OF SECURITIES
PURSUANT TO SECTION 12 (b) or 12 (g)
OF THE SECURITIES EXCHANGE ACT OF 1934
WESTERN GLORY HOLE, INC.
(Exact name of registrant as specified in its charter)
Nevada 87-0632495
(STATE OF INCORPORATION) (I.R.S. EMPLOYER ID NO.)
1981 E. Murray-Holladay Rd., Salt Lake City, Utah 84117
(Address of principal executive offices) (Zip Code)
(801) 272-9294
(REGISTRANT'S TELEPHONE NUMBER)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12 (g) OF THE ACT:
742,500
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12 (b) OF THE ACT:
NONE
Title of each class Name of each exchange on which
To be so registered Each class is to be registered
Common stock: $0.001 Par value N/A
THE AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NON- AFFILIATES OF THE
REGISTRATION WAS $0.001 AS OF MAY 31, 2000.
SHARES OF COMMON STOCK OUTSTANDING AS OF MAY 31, 2000: 742,500
<PAGE>
ANDERSEN ANDERSEN & STRONG, L.C. 941 East 3300 South, Suite 202
-------------------------------- Salt Lake City, Utah 84106
Certified Public Accountants and Business Consultants Telephone 801 486-0096
Fax 801 486-0098
REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The Board of Directors
Western Glory Hole, Inc.
We have reviewed the condensed balance sheet of Western Glory Hole, Inc.
(development stage company) as of March 31, 2000 and the related condensed
statement of operations and the condensed statement of cash flows for the three
months ended March 31, 2000 and 1999 and the periods March 28, 1983 (date of
inception of development stage) to March 31. 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
information 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 for them to be in conformity
with generally accepted accounting principles.
/s/ Andersen Andersen and Strong
Salt Lake City, Utah
June 10, 2000
<PAGE>
<TABLE>
<CAPTION>
WESTERN GLORY HOLE, INC.
( Development Stage Company)
BALANCE SHEETS
March 31, 2000 and December 31, 1999
-------------------------------------------------------------------------------------------
Mar 31, Dec 31,
2000 1999
---------- --------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ - $ -
-------- --------
Total Current Assets $ - $ -
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 1,300 $ 500
------ ----
Total Current Liabilities 1,300 500
------ -----
STOCKHOLDERS' EQUITY
Common stock
100,000,000 shares authorized, at $0.001 par value;
742,500 shares issued and outstanding 743 743
Capital in excess of par value 39,492 39,492
Deficit accumulated during the development stage (41,535) (40,735)
------- -------
Total Stockholders' Equity (deficiency) (1,300) (500)
-------- -------
$ - $ -
========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WESTERN GLORY HOLE, INC.
(Development Stage Company)
STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2000,
and 1999 and the Period March 28, 1983 (Date of
Inception) to March 31, 2000
--------------------------------------------------------------------------------
March 28, 1983
Mar 31, Mar 31, (Date of Inception)
2000 1999 to Mar 31, 2000
------- -------- ---------------
REVENUES $ - $ - $ -
EXPENSES 800 - 41,535
----- ---------- ---------
NET LOSS $ (800) $ - $ (41,535)
====== ========= ========
NET LOSS PER COMMON
SHARE
Basic $ - $ -
--------- ----------
AVERAGE OUTSTANDING
SHARES
Basic 742,500 517,500
------- -------
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
<CAPTION>
WESTERN GLORY HOLE, INC.
( Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
Period March 28, 1983 (Date of Inception) to March 31, 2000
------------------------------------------------------------------------------------------------------------------------------------
Common Stock Capital in
----------------------------- Excess of Accumulated
Shares Amount Par Value Deficit
---------- -------- ------------- -----------
<S> <C> <C> <C> <C>
Balance March 28, 1983 (date of inception) - $ - $ - $ -
Issuance of common stock for cash 45,000 45 1,955 -
at $.044 - February 9, 1989
Issuance of common stock for cash 40,500 41 1,759 -
at $.044 - May 13, 1989
Issuance of common stock for cash
at $.044 - July 17, 1989 27,000 27 1,173 -
Net operating loss for the year ended
December 31, 1989 - - - (5,000)
Issuance of common stock for cash
at $.044 - January 25, 1990 180,000 180 7,820 -
Issuance of common stock for cash
at $.044 - March 15, 1990 135,000 135 5,865 -
Issuance of common stock for cash
at $.067 - June 19, 1990 90,000 90 5,910 -
Net operating loss for the year ended
December 31, 1990 - - - (20,000)
Balance December 31, 1998 517,500 518 24,482 (25,000)
Issuance of common stock for cash
at $.20 - May 28, 1999 25,000 25 4,975 -
Issuance of common stock for cash
at $.05 - private offering - December 1999 200,000 200 9,800 -
Contribution to capital - expenses - related party - - 235 -
Net operating loss for year ended
December 31, 1999 - - - (15,735)
Balance December 31, 1999 742,500 743 39,492 $ (40,735)
Net operating loss for the three months ended
March 31, 2000 - - - (800)
------------- -------- ------------ ---------
Balance March 31, 2000 742,500 $ 743 $ 39,492 $ (41,535)
============= ======== ============ =========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
WESTERN GLORY HOLE, INC.
( Development Stage Company)
STATEMENT OF CASH FLOWS
For the Three Months Ended March 31,
2000, and 1999 and the Period March 28, 1983 (Date
of Inception) to March 31, 2000
-------------------------------------------------------------------------------------------------------------------
March 28, 1983
Mar 31, Mar 31, (Date of Inception)
2000 1999 to Mar 31, 2000
-------- -------- --------------------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $ (800) $ - $ (41,535)
Adjustments to reconcile net loss to
net cash provided by operating
activities
Changes in accounts payable 800 - 1,300
Contributions to capital - - 235
Net Cash Used in Operations - - (40,000)
---------- ------- --------
CASH FLOWS FROM INVESTING
ACTIVITIES
- - -
---------- ------- --------
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from issuance of common stock
- - 40,000
----------- ------- -------
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 $ 235
=======
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
WESTERN GLORY HOLE, INC.
( Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on March 28,
1983 with the name of "L. Peck Enterprises, Inc." with authorized common stock
of 2,500 shares at no par value. On May 27, 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 "Western Glory Hole, Inc".
On May 27, 1999 the Company completed a forward common stock split of 225 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 has been engaged in the activity of seeking and developing mining
properties and was inactive after 1990.
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
At March 31, 2000 the Company had a net operating loss carry forward of $41,535.
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 2005
through 2022.
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.
Financial Instruments
The carrying amounts of financial instruments, including accounts payable, are
considered by management to be their estimated fair values.
<PAGE>
WESTERN GLORY HOLE, 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 742,500 shares of common
stock outstanding of which 501,125 shares were issued to related parties.
4. GOING CONCERN
The Company intends to acquire interests in various business opportunities
which, in the opinion of management, will provide a profit to the Company,
however there is insufficient working capital for any future planned activity.
Continuation of the Company as a going concern is dependent upon obtaining
additional working capital and the management of the Company has developed a
strategy, which it believes will accomplish this objective through additional
equity funding and long term debt which will enable the Company to conduct
operations for the coming year.
There can be no assurance that they will be successful in this effort.
<PAGE>
PART III
EXHIBIT INDEX
Exhibit
Number Description
3(i)* Articles of Incorporation
3(ii)* Bylaws
4 Instruments defining rights of security holders, including
indentures.
None.
9 Voting Trust Agreement
None
10 Material Contracts
None
16 Letter re Change in Certifying Accountant
None
21 Subsidiaries of the Registrant
None
27 Financial Data Schedule
* Previously included in Form 10SB12G filing on April 20, 2000
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
WESTERN GLORY HOLE, INC.
(Registrant)
By: s/ John Riche
President and Director
Dated: 19th day of June, 2000.
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated on the 19th day of June, 2000.
s/ John Riche
--------------------------------------------------
Director and Chief Executive Officer
s/ Fred Hefferon
---------------------------------------------------
Director and Treasurer
