FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Quarterly Report Under Section 13 or 15 (d)
Of the Securities Exchange Act of 1934
For Quarter Ended December 31, 1999
Commission File Number 0-5662
CARDIFF COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 87-0267292
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
6975 South Union Park Center #600, Salt Lake City UT 84047
(Address of principal executive offices)
Registrant's telephone number
including area code (801) 256-9600
Former Address, 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 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
6,799,782
(Number of shares of common
stock the registrant had
outstanding as of February 23, 2000)
PART 1
ITEM 1 - FINANCIAL STATEMENTS
The condensed financial statements included herein have been prepared by
the Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that the
disclosures are adequate to make the information presented not misleading.
In the opinion of the Company, all adjustments, consisting of only normal
recurring adjustments, necessary to present fairly the financial position of
the Company as of December 31, 1999 and the results of its operations and
changes in its financial position from September 30, 1988 through December
31, 1999 have been made. The results of its operations for such interim period
is not necessarily indicative of the results to be expected for the entire year.
CARDIFF COMMUNICATIONS, INC.
Balance Sheet
ASSETS
December 31, September 30,
1999 1999
(unaudited)
CURRENT ASSETS
Notes Receivable (Note 3) $76,000 $76,000
Interest Receivable 1,584 634
TOTAL ASSETS $77,584 $ 76,634
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Interest Payable 6,750 6,000
Notes Payable (Note 4) 60,000 60,000
TOTAL LIABILITIES 66,750 66,000
STOCKHOLDERS' EQUITY
Common Stock 10,000,000 shares
authorized at $.001 par value;
6,799,782 shares issued and outstanding 271,991 271,991
Capital in Excess of Par Value (255,991) (255,991)
Deficit Accumulated During Development Stage (5,166) (5,366)
Total Stockholders' Equity 10,834 10,634
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 77,584 $ 76,634
CARDIFF COMMUNICATIONS, INC.
Statements of Operations
(unaudited)
For the Three For the Three
Months Ended Months Ended
December 31, December 31,
1999 1998
REVENUE
Interest Income $ 950 $ -
EXPENSES
Interest Expense 750 750
NET INCOME (LOSS) - Before Taxes $ (200) $ (750)
- -
INCOME (LOSS) $ 200 $ (750)
Income Per Common Share $ - $ -
Average Outstanding Shares 6,799,782 4,899,782
CARDIFF COMMUNICATIONS, INC.
Statements of Cash Flows
(unaudited)
For the Three For the Three
Months Ended Months Ended
December 31, December 31,
1999 1998
CASH FLOWS FROM
OPERATING ACTIVITIES
Net Income (Loss) $ 200 $ (750)
Increase in Account Receivable (950) -
Increase in Account Payable 750 750
- -
CASH FLOWS FROM
INVESTING ACTIVITIES - -
CASH FLOWS FROM
FINANCING ACTIVITIES - -
INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS - -
CASH AND CASH EQUIVALENTS
AT THE BEGINNING OF PERIOD - -
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ - $ -
CASH PAID DURING THE PERIOD FOR:
Interest $ - $ -
Income Taxes (Including
Penalties & Interest) $ - $ -
CARDIFF COMMUNICATIONS, INC.
Notes to the Financial Statements
December 31, 1999
NOTE 1 - INTERIM FINANCIAL STATEMENTS
Management has elected to omit all of the disclosures for the interim
financial statements ended December 31, 1999 but has made all the necessary
adjustments to present an accurate financial statements for the three
months presented.
NOTE 2 - COMMON STOCK TRANSACTIONS
In 1999, the Company issued 1,900,000 shares of common stock at $.04,
for a note receivable of $76,000. The note bears interest at 5% and is
payable on demand.
NOTE 3 - NOTE PAYABLE
On October 1, 1997, the Company converted an account payable for accrued
wages to an officer for $60,000 to a convertible note payable bearing 5%
interest and is convertible into common stock at 75% of market value or par
value, whichever is greater.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources. The Registrant has approximately $10,834
as operating capital at December 31, 1999. The Registrant intends to raise
additional funds as needed through private placements with accredited and
sophisticated investors.
Results of Operation. Due to the lack of operations during the quarter
ended December 31, 1999, the registrant had net income of $200.
Plan of Operations. The Company is currently in the process of looking for
business opportunities to acquire or merge with. There is no guarantee that
management will be successful in finding such an opportunity. The Company is
also in the process of bringing all of its periodic reports current for filing
with the Securities and Exchange Commission. During this process, the Company
intends to raise operational capital through private placements.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings. None
Item 2. Changes in Securities. None
Item 3. Defaults Upon Senior Securities. None
Item 4. Submission of Matters to a Vote of Security
Holders. None
Item 5. Other Information. None
Item 6. Exhibits and Reports on Form 8-K. None
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 authorized officer.
Dated
Cardiff Communications, Inc.
/s/
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