<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000.
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION FROM _______ TO ________.
COMMISSION FILE NUMBER 0-29097
SOLO & HURST, INC.
--------------------------------------------
(Name of Small Business Issuer in its charter)
Nevada 86-0930437
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11260 North 92nd, Suite 1118
Scottsdale, Arizona 85260
---------------------------------------- ---------
(Address of principal executive offices) (Zip code)
N/A
--------------------------------------------
(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), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
At March 31, 2000, there were outstanding 3,000,000 shares of the
Registrant's Common Stock, $.001 par value.
Transitional Small Business Disclosure Format: Yes [ ] No [X]
<PAGE> 2
PART I
FINANCIAL INFORMATION
Item I. Financial Statements
SOLO & HURST, INC.
(a development stage enterprise)
Balance Sheets
December 31, 1999 and December 31, 1998
ASSETS
<TABLE>
<CAPTION>
Unaudited Audited
March 31, 2000 December 31, 1999
-------------- -----------------
<S> <C> <C>
CURRENT ASSETS
Cash $ -0- $ -0-
PROPERTY AND EQUIPMENT -0- -0-
--------- ---------
$ -0- $ -0-
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Loan payable $ -0- $ -0-
--------- ---------
TOTAL CURRENT LIABILITIES -0- -0-
--------- ---------
STOCKHOLDERS' EQUITY
Common stock, $.001 par value,
20,000,000, shares authorized,
3,000,000 shares issued and
outstanding 3,000 3,000
Preferred stock, $.001 par value,
5,000,000 shares authorized, no
shares issued and outstanding -0- -0-
Deficit accumulated during development
stage (3,000) (3,000)
--------- ---------
Total stockholders' equity -0- -0-
--------- ---------
$ -0- $ -0-
========= =========
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
<PAGE> 3
SOLO & HURST, INC.
(a development stage enterprise)
Statements of Cash Flows
For the Three Months Ended March 31, 2000 and March 31, 1999
the Year Ended December 31, 1999
and the Period February 25, 1998 (inception) to March 31, 2000
<TABLE>
<CAPTION>
Unaudited February 25, 1998
Three Months Ended March 31, Audited (inception) to
---------------------------- Year Ended March 31,
2000 1999 12/31/99 2000
------------ ------------ ---------- -----------------
<S> <C> <C> <C> <C>
Net Income/(Loss) $ -0- $ -0- $ -0- $ (3,000)
Adjustments to reconcile not income to
net cash provided by operating activities: -0- -0- -0- -0-
------- ------- ------- -----------
Cash From Operations -0- -0- -0- (3,000)
------- ------- ------- -----------
Cash From Investing Activities -0- -0- -0- -0-
------- ------- ------- -----------
Cash From Financing Activities
Stock issued -0- -0- -0- 3,000
------- ------- ------- -----------
Net Increase in Cash -0- -0- -0- -0-
Beginning Cash Balance -0- -0- -0- -0-
------- ------- ------- -----------
Ending Cash Balance $ -0- $ -0- $ -0- $ -0-
======= ======= ======= ===========
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
<PAGE> 4
SOLO & HURST, INC.
(a development stage enterprise)
Statement of Stockholders' Equity
March 31, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Paid in During
Preferred Stock Common Stock Capital Development
Stock Amount Stock Amount Amount Stage Total
--------- ------- ---------- -------- ------- ------------ --------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance February 25, 1998 -0- $ -0- -0- $ -0- $ -0- $ -0- $ -0-
Stock issued -0- -0- 3,000,000 3,000 -0- -0- 3,000
Retained Earnings (Loss) -0- -0- -0- -0- -0- (3,000) (3,000)
------- ------- --------- -------- -------- -------- -------
Balance December 31, 1998 -0- -0- 3,000,000 3,000 -0- (3,000) -0-
Retained Earnings (Loss) -0- -0- -0- -0- -0- -0- -0-
------- ------- --------- -------- -------- -------- -------
Balance December 31, 1999 -0- -0- 3,000,000 3,000 -0- (3,000) -0-
Retained Earnings (Loss) -0- -0- -0- -0- -0- -0- -0-
------- ------- --------- -------- -------- -------- -------
Balance March 31, 2000 -0- -0- 3,000,000 $ 3,000 $ -0- $ (3,000) $ -0-
======= ======= ========= ======== ========= ======== =======
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
<PAGE> 5
SOLO & HURST, INC.
(a development stage enterprise)
Statements of Income
For the Three Months Ended March 31, 2000 and March 31, 1999
the Year Ended December 31, 1999 and the Period February 25, 1998
(inception) to March 31, 2000
<TABLE>
<CAPTION>
Unaudited February 25, 1998
Three Months Ended March 31, Audited (inception) to
----------------------------- Year Ended March 31,
2000 1999 12/31/99 2000
----------- ------------- ------------ -----------------
<S> <C> <C> <C> <C>
REVENUE $ -0- $ -0- $ -0- $ -0-
COST OF SALES -0- -0- -0- -0-
----------- ----------- ----------- -----------
GROSS PROFIT -0- -0- -0- -0-
OPERATING EXPENSES
Filing Fees -0- -0- -0- 300
Professional Fees -0- -0- -0- 2,700
----------- ----------- ----------- -----------
-0- -0- -0- 3,000
----------- ----------- ----------- -----------
NET INCOME (LOSS) BEFORE INCOME TAXES (-0-) (-0-) (-0-) (3,000)
INCOME TAXES -0- -0- -0- -0-
----------- ----------- ----------- -----------
NET INCOME (LOSS) $ (-0-) $ (-0-) $ (-0-) $ (3,000)
=========== =========== =========== ===========
EARNINGS PER SHARE OF COMMON STOCK $ -0- $ -0- $ -0-
WEIGHTED AVERAGE NUMBERS OF SHARES OUTSTANDING 3,000,000 3,000,000 3,000,000
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
<PAGE> 6
SOLO & HURST, INC.
(a development stage enterprise)
Notes to Financial Statements
March 31, 2000, December 31, 1999 and March 31, 1999
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Operations
-------------------------
The Company was organized under the laws of the state of Nevada in
1998 and is authorized to do business in the United States. The
Company has no revenue from operations during the period covered by
this financial statement.
Method of Accounting
--------------------
These financial statements are prepared on the accrual basis of
accounting in accordance with generally accepted accounting
principles. Consequently, revenues are recognized when earned and
expenses are recognized when the obligation is actually incurred.
Income Taxes and Cash Flows
---------------------------
The Company accounts for income taxes and the statement of cash flows
in accordance with Financial Accounting Standards Board Statement No.
109 and No. 95.
Cash and Cash Equivalents
-------------------------
Cash and cash equivalents include all highly liquid investments with a
maturity of three months or less when purchased.
NOTE 2: CASH
The Company has no bank accounts at this time.
NOTE 3 - EARNINGS PER SHARE
Earnings per share has been computed by dividing net income/(loss) by
the weighted average number of common shares outstanding for the
period. There are no items which are deemed to be common stock
equivalents during the audit period.
NOTE 4: COMMON STOCK
As of March 31, 2000, December 31, 1999 and March 31, 1999, the
Company had 3,000,000 shares of common stock, par value $0.001, issued
and outstanding.
NOTE 5 - LEASE COMMITMENTS
The Company currently has no commitments for leases or contingencies.
NOTE 6 - USE OF ESTIMATES
The preparation of financial statements in conformity with Generally
Accepted Accounting Principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from these estimates.
<PAGE> 7
Item II. Management's Discussion and Analysis of Financial Condition and
Results of Operations
The Company has not commenced business activities and has no assets or
operations. The Company has not entered into any negotiations to effectuate a
business combination. The Company is dependent upon its officers to meet any de
minimis costs which may occur.
Valerie J. Sams, an officer and director of the Company, has agreed to
provide the necessary funds, without interest, for the Company to comply with
the Securities Exchange Act of 1934, as amended, provided that she is an officer
and director of the Company when the obligation is incurred. All advances are
interest-free.
In addition, since the Company has had no operating history nor any
revenues or earnings from operations, with no significant assets or financial
resources, the Company will in all likelihood sustain operating expenses without
corresponding revenues, at least until the consummation of a business
combination. This may result in the Company incurring a net operating loss which
will increase continuously until the Company can consummate a business
combination with a profitable business opportunity and consummate such a
business combination.
This discussion may contain certain forward looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Actual results
could differ materially from those forward-looking statements. The factors that
may cause actual results to differ materially is that the Company has no
arrangement, agreement or understanding with respect to engaging in a merger
with, joint venture with or acquisition of, a private or public company and that
there can be no assurance that the Company will be successful in identifying and
evaluating suitable business opportunities or including a business combination.
Item III. Qualitative and Quantitative Disclosures About Market
Risk.
The Company has neither considered or conducted any research concerning
qualitative and quantitative market risk.
<PAGE> 8
PART II
OTHER INFORMATION
Item 1 - Legal Proceedings ............................................None
Item 2 - Changes in the Rights of the Company's
Security Holders .............................................None
Item 3 - Defaults by the Company on its
Senior Securities ............................................None
Item 4 - Submission of Matter to Vote of Security
Holders ......................................................None
Item 5 - Other Information
The board held one meeting during the current quarter, including both
regularly scheduled and special meetings and actions by unanimous written
consent.
The board of directors has not established any audit committee. In
addition, the Company does not have any other compensation or executive or
similar committees. The Company will not, in all likelihood, establish any audit
committee until such time as the Company completes a business combination, of
which there can be no assurance. The Company recognizes that an audit committee,
when established, will play a critical role in the financial reporting system of
the Company by overseeing and monitoring management's and the independent
auditors' participation in the financial reporting process. At such time as the
Company establishes an audit committee, its additional disclosures with the
Company's auditors and management may promote investor confidence in the
integrity of the financial reporting process.
Until such time as an audit committee has been established, the full board
of directors will undertake those tasks normally associated with an audit
committee to include, but not by way of limitation, the (i) review and
discussion of the audited financial statements with management, (ii) discussions
with the independent auditors the matters required to be discussed by the
Statement On Auditing Standards No. 61, as may be modified or supplemented, and
(iii) received from the auditors disclosures regarding the auditors'
Independents Standards Board Standard No. 1, as may be modified or supplemented.
The board of directors of the Company, consistent with its intent to
enhance the reliability and credibility of its financial statements, has
submitted the financial statements included in this Form 10-QSB to its
independent auditors, for a review, prior to the filing of this report.
<PAGE> 9
Item 6 - Exhibits and Reports on Form 8-K
The following exhibits are filed with this report:
(a) Letter from Michael L. Stuck, CPA.
(b) No reports on Form 8-K were filed during the quarter for which
the report is filed.
(c) Financial Data Schedule 27.1.
SIGNATURE
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 thereunto duly authorized.
Dated: June 14, 2000 SOLO & HURST, INC.
By: /s/ VALERIE J. SAMS
-------------------------
Valerie J. Sams
President
