PISMO COAST VILLAGE INC
10QSB, 2000-02-14
HOTELS, ROOMING HOUSES, CAMPS & OTHER LODGING PLACES
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<PAGE>

               QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT
                     TO THE 1934 ACT REPORTING REQUIREMENTS

                                   FORM 10-QSB

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

(MARK ONE)

[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)OF THE SECURITIES
EXCHANGE ACT OF 1934

                For the quarterly period ended December 31, 1999

[  ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                 For the transition period from _____ to ______

                         Commission file number #0-8463


                            PISMO COAST VILLAGE, INC.
        (Exact name of small business issuer as specified in its charter)


          California                                      95-2990441
(State or other jurisdiction of                   (IRS Employer I.D. Number)
incorporation or organization)


            165 South Dolliver Street, Pismo Beach, California 93449
                    (Address of Principal Executive Offices)


                   (Issuer's telephone number) (805) 773-5649


                    (Former name, former address and former
                   fiscal year, if changed since last report)

     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15 (d) of the 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 PRECEDING FIVE YEARS

Check whether the registrant 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  _____


                                   FORM 10-QSB


State the number of shares outstanding of each of the issuers classes of common
equity, as of the latest practicable date: -1800-

<PAGE>

                                     PART I

                                   ----------

                              Financial Information

                            -------------------------


ITEM 1 - FINANCIAL STATEMENTS
The following financial statements and related information are included in this
Form 10-QSB, Quarterly Report.

          1.  Accountant's Review Report

          2.  Balance Sheets

          3.  Statement of Operations and Retained Earnings (Deficit)

          4.  Statement of Cash Flows

          5.  Notes to Financial Statements (Unaudited)

The financial information included in Part 1 of this Form 10-QSB has been
reviewed by Glenn, Burdette, Phillips and Bryson, the Company's Certified
Public Accountants, and all adjustments and disclosures proposed by said firm
have been reflected in the data presented. The information furnished reflects
all adjustments which, in the opinion of management, are necessary to a fair
statement of the results for the interim periods.

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                CONDITION AND RESULT OF OPERATIONS


STATEMENT ON FORWARD-LOOKING INFORMATION
Certain information included herein contains statements that may be considered
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, such as statements relating to anticipated expenses,
capital spending and financing sources. Such forward-looking information
involves important risks and uncertainties that could significantly affect
anticipated results in the future and, accordingly, such results may differ from
those expressed in any forward-looking statements made herein. These risks and
uncertainties include, but are not limited to, those relating to competitive
industry conditions, California tourism and weather conditions, dependence on
existing management, leverage and debt service, the regulation of the
recreational vehicle industry, domestic or global economic conditions and
changes in federal or state tax laws or the administration of such laws.

RESULTS OF OPERATIONS
The Company develops its income from two sources: (a) Resort Operations,
consisting of revenues generated from RV site rentals, from RV storage space
operations, and from lease revenues from laundry, and arcade operations by
third party lessees; and (b) Retail Operations, consisting of revenues from
general store operations and from RV parts and service operations.

                                       1
<PAGE>

Income from Resort Operations for the three-month period ended December 31,
1999, increased $63,549, or 14.8%, from the same period in 1998. This
increase is a result of favorable weather conditions and a 19.7% increase in
paid site occupancy. RV storage income grew to a 10.3% increase above the
same three-month period last year ending on December 31, 1998, primarily due
to new business generated from the expansion of Company storage capabilities.
Income from retail operations increased by $2,048, for the three-month period
ended December 31, 1999, 2% above the same period in 1998. Interest income
increased 6.5% for the three-month period ended December 31, 1999, over the
same period in 1998 due to increased cash reserves in anticipation of major
capital expenditures. The Company anticipates continued moderate growth in
both income from resort operations and in retail operations.

On December 31, 1998, the Company closed escrow on a property to provide
additional RV storage capacity. This property has been developed and began
storage in October 1999.

Operating expenses for the three-month period ending December 31, 1999,
increased $28,893, or 6.2%, above the same period ended December 31, 1998. This
increase is primarily due to increased resort maintenance expenditures,
utilities, and labor, as a result of substantially higher occupancy. Other
operating costs remain consistent with the prior year and are considered well
managed to create an effective operation.

Cost of Goods Sold expenses for the three-month period ended December 31, 1999,
are 59.6% compared to 58.0% for the same period in 1998, which is within the
guidelines established by management for the individual category sales of RV
supplies and General Store merchandise.

Interest expense for the three-month period ended December 31, 1999, was at
$8,844, up from zero for the same period in 1998. This increase is the result
of the note generated upon the purchase and development of the new RV storage
property. The Company has renewed its $150,000 line of credit, but currently
has no outstanding balance.

Loss before provisions for taxes on income for the three-month period ended
December 31, 1999, decreased by $28,388 below the same period in 1998. This
decrease of loss is a result of increased Resort income and managed operating
expenses. Losses during this period are directly attributed to and are
consistent with seasonal occupancy of a tourist-oriented business.

Published occupancy rates for Resort operations have remained consistent for
the past three years. These rates are formally reviewed annually by the Board
of Directors and were last changed in October 1994. Management has introduced
various marketing promotions with reduced rates to increase revenues during
low occupancy periods. The Company, during these three years, has seen some
of its fixed and variable costs increase and decrease and has not seen any
significant trend to warrant an increase in rates. However, due to the nature
of business and economic cycles and trends, rates may be adjusted
accordingly, if deemed necessary. Although the supply-demand balance
generally remains favorable, future operating results could be adversely
impacted by weak demand. This condition could limit the Company's ability to
pass through inflationary increases in operating costs as higher rates.
Increases in transportation and fuel costs or sustained recessionary periods
could also unfavorably impact future results. However, the Company believes
that its financial strength, and market presence will enable it to remain
extremely competitive.

                                       2
<PAGE>

LIQUIDITY
The Company plans capital expenditures of $332,000 in Fiscal Year 2000 to
continue its enhancement of Resort facilities and services, improve roads,
construct an additional restroom, and renovate an existing restroom. Funding
for these projects is expected to be from revenue generated from the normal
course of business. The Company's current cash position, including
Certificates of Deposits, as of December 31, 1999, is $841,012 which is 28%
more than the same position in 1998. This level of cash is in anticipation
for this year's large capital expenditures. The Company has taken steps to
renew a $150,000 line of credit to insure funds will be available, if
required.

Accounts payable and accrued liabilities decreased $39,742 from the same period
last year. All undisputed payables have been paid in full accordingly to the
Company's policy.

Expenditures are consistent with prior years' operations and are expected to
provide adequate resources to support the amounts committed to complete the
authorized capital projects during the fiscal year. Fourth quarter site
occupancy and storage fill are expected to be consistent with that of the past
year. Capital projects are designed to enhance the marketability of the camping
sites and enhance support facilities. Capital projects not completed prior to
our busy season will be completed after Labor Day.

YEAR 2000 COMPLIANCE
Year 2000 compliance within the Company's computerized systems, and the
readiness of associated vendors required ongoing assessment. The Company
retained the services of a consultant to identify any and all hardware and
software systems which may need to be upgraded or replaced. All of the
Company's integral systems, such as reservations and accounting, were
upgraded within the past two years.

Following the change of the calender year, the Company experienced no
disruptions associated with Year 2000 computer equipment issues.



                           PART II - OTHER INFORMATION
                       ----------------------------------


ITEM 1 -     LEGAL PROCEEDINGS

             Not Applicable

ITEM 2 -     CHANGES IN SECURITIES

             Not Applicable

ITEM 3 -     DEFAULTS UPON SENIOR SECURITIES

             Not Applicable


ITEM 4 -     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                                     3

<PAGE>

The annual meeting for the shareholders of Pismo Coast Village, Inc., was
held Saturday, January 15, 2000, at 9:00 a.m. at the South County Regional
Center, 800 West Branch Street, Arroyo Grande, California 93420. At that
meeting the following Directors were elected to serve until the annual
meeting in January 2001, or until successors are elected and have qualified.
Following each elected Director's name is the total number of votes cast for
that Director:

          Allard, Howard                                      935
          Barton, Emily                                       898
          Bianchi, Donald                                     970
          Brown, Albert                                      1196
          Buchaklian, Harry                                  1006
          Drake, Frank                                        886
          Gould, Norman                                       941
          Harris, R. Elaine                                   961
          Hickman, Glenn                                     1065
          Hinds, Jr., Edward                                  971
          Hughes, Terris                                      841
          Keller, Larry                                       873
          Nunlist, Ronald                                     957
          Pettibone, Jerald                                  1040
          Proschold, Richard                                  869
          Rourke, Thomas                                      778
          Williams, Jack                                      690
          Zahka, Charles                                      655

Further, the following additional matters were voted upon at the meeting, and
the number of affirmative votes and negative votes cast with respect to each
such matter is set forth below:

(a) A proposal to approve the selection of Glenn, Burdette, Phillips and Bryson
to serve as independent certified public accountants for the Company for the
Fiscal Year 1999-2000.

Affirmative Votes               Negative Votes
      866                              3

ITEM 5 -     OTHER INFORMATION

The annual meeting of the stockholders of Pismo Coast Village, Inc., was held
Saturday, January 15, 2000, at 9:00 a.m. at the South County Regional Center,
800 West Branch Street, Arroyo Grande, California 93420. Following that
meeting, the newly elected Board held a reorganizational meeting at which the
following officers were elected to serve until the next Annual Stockholders'
Meeting:

President                                                   Jerald Pettibone
Executive Vice President                                         Frank Drake
V.P. - Finance/Chief Financial Officer                         Jack Williams
V.P. - Policy                                                  Thomas Rourke
V.P. - Secretary                                           Edward Hinds, Jr.
Assistant Corporate Secretary                                    Jay Jamison

                                     4


<PAGE>


ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit Index:

                                                                    Sequential
Exhibit Number               Item Description                       Page Number

     27                   Financial Data Schedule                       **
     99                   Accountant's Review Report




                                     5


<PAGE>



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.

PISMO COAST VILLAGE, INC.


Date: February 14, 2000
      ---------------------------------

Signature: /s/ JERALD PETTIBONE
           ----------------------------
Jerald Pettibone, President

Date: February 14, 2000
      ---------------------------------

Signature: /s/ JACK WILLIAMS
           ----------------------------
Jack Williams, V.P. - Finance / Chief Financial Officer


Date: February 14, 2000
      ---------------------------------

Signature: /s/ LINDA DAVIDSON
           ----------------------------
Linda Davidson, Controller / Principal Accounting Officer







                                     6

<PAGE>


                            PISMO COAST VILLAGE, INC.
                                 BALANCE SHEETS
                DECEMBER 31, 1999 AND 1998 AND SEPTEMBER 30, 1999

<TABLE>
<CAPTION>

                                                                   DECEMBER 31,           SEPTEMBER 30,            DECEMBER 31,
                                                                       1999                    1999                    1998
                                                                   (UNAUDITED)               (AUDITED)              (UNAUDITED)
                          ASSETS
<S>                                                                   <C>                    <C>                      <C>
CURRENT ASSETS
Cash and cash equivalents                                              $ 659,361              $ 826,763                $ 657,410
Investments                                                              181,651                180,665
Accounts receivable                                                       10,780                 15,232                   13,109
Inventory                                                                 69,926                 66,678                   69,061
Current deferred taxes                                                    42,000                 30,000                   33,000
Prepaid expenses                                                          37,423                 48,976                   33,885
                                                            ---------------------     ------------------     --------------------

   Total current assets                                                1,001,141              1,168,314                  806,465

PISMO COAST VILLAGE RECREATIONAL
   VEHICLE RESORT AND RELATED ASSETS -
   Net of accumulated depreciation                                     5,845,204              5,903,215                5,787,116

OTHER ASSETS                                                               8,747                  2,211                   10,624

                                                            ---------------------     ------------------     --------------------

   Total Assets                                                      $ 6,855,092            $ 7,073,740              $ 6,604,205
                                                            =====================     ==================     ====================

           LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts payable and accrued liabilities                               $  45,003              $  98,426                $  84,745
Accrued salaries and vacation                                             37,148                 61,966                   38,000
Rental deposits                                                          213,823                243,156                  176,211
Income taxes payable                                                                             88,000
                                                            ---------------------     ------------------     --------------------
   Total current liabilities                                             295,974                491,548                  298,956

LONG-TERM LIABILITIES
Long-term deferred taxes                                                  90,000                 91,000                   73,000
Long-term debt                                                           395,000                395,000                  395,000
                                                            ---------------------     ------------------     --------------------

   Total liabilities                                                     780,974                977,548                  766,956
                                                            ---------------------     ------------------     --------------------

STOCKHOLDERS' EQUITY
Common stock - no par value, issued
   and outstanding 1,800 shares                                        5,647,708              5,647,708                5,647,708
Retained earnings                                                        426,410                448,484                  189,541
                                                            ---------------------     ------------------     --------------------
   Total stockholders' equity                                          6,074,118              6,096,192                5,837,249
                                                            ---------------------     ------------------     --------------------

   Total Liabilities and Stockholders'
     Equity                                                          $ 6,855,092            $ 7,073,740              $ 6,604,205
                                                            =====================     ==================     ====================

</TABLE>

See accountants' review report.
The accompanying notes are an integral part of these financial statements.


                                     7
<PAGE>



                            PISMO COAST VILLAGE, INC.
                 STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
                                   (UNAUDITED)
                  THREE MONTHS ENDED DECEMBER 31, 1999 AND 1998
<TABLE>
<CAPTION>
                                                                 1999                                       1998
                                                                 ----                                       ----
<S>                                                            <C>                                          <C>
INCOME

Resort operations                                               $ 494,289                                   $ 430,740
Retail operations                                                 103,492                                     101,444

Interest income                                                     6,420                                       6,028
                                                         -----------------                          ------------------
   Total income                                                   604,201                                     538,212
                                                         -----------------                          ------------------

COST AND EXPENSES

Operating expenses                                                493,467                                     464,574
Cost of goods sold                                                 61,695                                      58,800
Depreciation                                                       75,269                                      78,300
Interest expense                                                    8,844
                                                         -----------------                          ------------------
                                                                  639,275                                     601,674
                                                         -----------------                          ------------------

LOSS BEFORE PROVISION
   FOR TAXES ON INCOME                                            (35,074)                                    (63,462)


Income Tax Expense (Benefit)                                      (13,000)                                    (18,000)
                                                         -----------------                          ------------------

NET LOSS                                                          (22,074)                                    (45,462)


RETAINED EARNINGS
Beginning of period                                               448,484                                     235,003
                                                         -----------------                          ------------------

END OF PERIOD                                                   $ 426,410                                   $ 189,541

                                                         =================                          ==================

NET LOSS PER SHARE FROM CONTINUING OPERATIONS                   $  (12.26)                                  $  (25.26)

                                                         =================                          ==================

NET LOSS PER SHARE FROM NET INCOME                              $  (12.26)                                  $  (25.26)

                                                         =================                          ==================

</TABLE>

See accountants' review report.
The accompanying notes are an integral part of these financial statements.

                                     8

<PAGE>



                            PISMO COAST VILLAGE, INC.
                      STATEMENTS OF CASH FLOWS (UNAUDITED)
                  THREE MONTHS ENDED DECEMBER 31, 1999 AND 1998

<TABLE>
<CAPTION>
                                                                1999                                          1998
                                               -------------------------------------------     ------------------------------------
<S>                                                    <C>                   <C>                     <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss                                                                     $ (22,074)                                  $ (45,462)
Adjustments to reconcile net
   loss to net cash used by
   operating activities:
     Depreciation                                      $75,269                                      $ 78,300
     Deferred taxes                                    (13,000)                                      (12,000)
     Gain on sale of fixed assets                                                                     (1,193)
     Increase in investments                              (986)
     (Increase) decrease in accounts
     receivable                                          4,452                                        (2,614)
     Increase in inventory                              (3,248)                                       (2,338)
     Decrease in prepaid expenses                       11,553                                        14,301
     Increase in other assets                           (6,536)
     Decrease in accounts payable and
      accrued liabilities                              (53,423)                                      (38,670)
     Decrease in accrued  salaries and
     vacation                                          (24,818)                                       (7,540)
     Decrease in rental deposits                       (29,333)                                      (38,494)
     Decrease in income taxes payable                  (88,000)                                      (45,000)
                                               ----------------                              ----------------
        Total adjustments                                                     (128,070)                                    (55,248)
                                                                      -----------------                             ---------------
        Net cash used by
          operating activities                                                (150,144)                                   (100,710)

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures                                   (17,258)                                      (75,436)
Proceeds from sale of fixed assets                                                                     1,800
                                               ----------------                              ----------------
        Net cash used in investing
          activities                                                           (17,258)                                    (73,636)
                                                                      -----------------                             ---------------

        Net decrease in cash and
          cash equivalents                                                    (167,402)                                   (174,346)

CASH AND CASH EQUIVALENTS - BEGINNING
   OF PERIOD                                                                   826,763                                      831,756

                                                                      -----------------                             ---------------

CASH AND CASH EQUIVALENTS - END OF PERIOD                                    $ 659,361                                    $ 657,410

                                                                      =================                             ===============

SCHEDULE OF PAYMENTS OF INTEREST AND TAXES

Payments for interest                                                        $  5,825                                $
Payments for income tax                                                      $ 93,473                                $   38,800

</TABLE>

See accountants' review report.
The accompanying notes are an integral part of these financial statements.

                                     9

<PAGE>



                            PISMO COAST VILLAGE, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)
                DECEMBER 31, 1999 AND 1998 AND SEPTEMBER 30, 1999


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS

Pismo Coast Village, Inc. (Company) is a recreational vehicle camping resort.
Its business is seasonal in nature with the fourth quarter, the summer,
being its busiest and most profitable.

INVENTORY

Inventory has been valued at the lower of cost or market on a first-in,
first-out basis.

DEPRECIATION AND AMORTIZATION

Depreciation of property and equipment is computed using an accelerated method
based on the cost of the assets, less allowance for salvage value, where
appropriate. Depreciation rates are based upon the following estimated useful
lives:

         Building and resort improvements                       5 to 40 years
         Furniture, fixtures, equipment and
           leasehold improvements                               5 to 31.5 years
         Transportation equipment                               5 to 10 years

EARNINGS (LOSS) PER SHARE

The earnings (loss) per share is based on the 1,800 shares issued and
outstanding.

RECLASSIFICATION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

Reclassification of certain accounts reported in previously issued financial
statements have been made to enhance comparability with current financial
statements.

CASH AND CASH EQUIVALENTS

For purposes of the statement of cash flows, the Company considers all highly
liquid investments including certificates of deposit with a maturity of three
months or less when purchased, to be cash equivalents.

                                     10

<PAGE>

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires the Company to make estimates and assumptions
that affect certain reported amounts and disclosures. Accordingly, actual
results could differ from those estimates.

REVENUE AND COST RECOGNITION

The Company's revenue is recognized on the accrual basis as earned based on the
date of stay. Expenditures are recorded on the accrual basis whereby expenses
are recorded when incurred, rather than when paid.


                                     11


<PAGE>



PISMO COAST VILLAGE, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
AS OF DECEMBER 31, 1999 AND 1998 AND SEPTEMBER 30, 1999
PAGE 2


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

ADVERTISING

The Company follows the policy of charging the costs of non-direct
advertising to expense as of the first time the advertisement takes place.
Advertising expense was $13,056 and $5,702 for the three months ended
December 31, 1999 and 1998, respectively, and $23,538 for the year ended
September 30, 1999. There was $10,474 and $4,120 capitalized in prepaid
expense as of December 31, 1999 and 1998, and $13,006 as of September 30,
1999.

INVESTMENTS

Investments at December 31, 1999 and September 30, 1999, consisted of
certificates of deposit with original maturities of less than one year.

NOTE 2 - PISMO COAST VILLAGE RECREATIONAL VEHICLE RESORT AND RELATED ASSETS

At December 31, 1999, September 30, 1999 and December 31, 1998, property and
equipment included the following:

<TABLE>
<CAPTION>

                                                          DECEMBER 31, 1999        SEPTEMBER 30, 1999       DECEMBER 31,
                                                                                                                1998
                                                          -----------------        ------------------     -----------------
     <S>                                                      <C>                          <C>                   <C>
     Land                                                     $ 3,208,617                  $ 3,208,618           $ 3,208,618
     Building and resort improvements                           5,638,426                    5,764,775             5,585,444
     Furniture, fixtures, equipment                               802,290                      649,620             1,218,080
     and leasehold improvements

     Transportation equipment                                     202,016                      228,338               200,400

     Construction in progress                                     161,647                      144,387                25,893
                                                       -------------------      -----------------------   -------------------
                                                               10,012,996                    9,995,738            10,238,435
     Less accumulated depreciation                             (4,167,792)                  (4,092,523)           (4,451,319)
                                                       -------------------      -----------------------   -------------------

                                                              $ 5,845,204                  $ 5,903,215           $ 5,787,116
                                                       ===================      =======================   ===================
</TABLE>



<PAGE>

<TABLE>

NOTE 3 - LONG-TERM DEBT

Long-term debt at December 31, 1999 is as follows:
  <S>                                                                                                      <C>
  8.25%   Construction loan payable allowing for a two year draw down period not to
     exceed $900,000. Payments are interest only for two years.  Then principal
     and interest of $3,198 for eight years with a balloon of $331,942 on February
     5, 2009.  Secured by deed of trust on the storage lot at 300 South Dolliver,                          $ 395,000
     land and improvements at 180 South Dolliver and a storage lot known as parcel                         =========
     061,171,006 and 061,671,007.


</TABLE>


                                     13


<PAGE>



PISMO COAST VILLAGE, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
AS OF DECEMBER 31, 1999 AND 1998 AND SEPTEMBER 30, 1999
PAGE 3

NOTE 3 - LONG-TERM DEBT (CONTINUED)

Maturities of long-term debt are as follows:

<TABLE>

                 <S>                                                                         <C>
           YEAR ENDED DECEMBER 31                                                           AMOUNT
           ----------------------                                                           ------
                    2001                                                                  $    5,496
                    2002                                                                       6,487
                    2003                                                                       7,043
                    2004                                                                       7,647
                 Thereafter                                                                ---------
                                                                                             368,327

</TABLE>

Total interest cost incurred was $8,844 and $-0- for the three months ended
December 31, 1999 and 1998, respectively, and $25,364 for the year ended
September 30, 1999.

NOTE 4 - LINE OF CREDIT

The Company has a revolving line of credit for $150,000. The interest rate is
variable at two percent over prime, with an initial rate of 10.50 percent
expiring March 15, 2000. The purpose of the loan is to augment operating cash
needs in off season months. There were no outstanding amounts as of December
31, 1999 and 1998 and September 30, 1999.

NOTE 5 - COMMON STOCK

Each share of stock is intended to provide the shareholder with a maximum free
use of the resort for 45 days per year. If the Company is unable to generate
sufficient funds from the public, the Company may be required to charge
shareholders for services.

A shareholder is entitled to a pro rata share of any dividends as well as a
pro rata share of the assets of the Company in the event of its liquidation
or sale. The shares are personal property and do not constitute an interest
in real property. The ownership of a share does not entitle the owner to any
interest in any particular site or camping period.


                                     14
<PAGE>

NOTE 6 - INCOME TAXES

<TABLE>
<CAPTION>


The provision for income taxes is as follows:
                                                                                  DECEMBER 31,          DECEMBER 31,
                                                                                      1999                   1998
          <S>                                                                        <C>                 <C>
          Income tax expense (benefit)                                              $(13,000)           $(18,000)


</TABLE>

                                     15

<PAGE>


PISMO COAST VILLAGE, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
AS OF DECEMBER 31, 1999 AND 1998 AND SEPTEMBER 30, 1999
PAGE 4

NOTE 6 - INCOME TAXES (CONTINUED)
Effective September 30, 1993, the Company adopted Statement of Financial
Accounting Standard No. 109, "Accounting for Income Taxes" (SFAS 109). SFAS
109 requires, among other things, a change from the deferred to the
asset-liability method of computing deferred income taxes. SFAS 109 also
requires that if income is expected for the entire year, but there is a net
loss to date, a tax benefit is recognized based on the annual effective tax
rate.

The difference between the effective tax rate and the statutory tax rates is
due primarily to the effects of the graduated tax rates and state taxes net
of the federal tax benefit.

NOTE 7 - OPERATING LEASES
The Company leases two pieces of property to use as storage lots. One is leased
under a cancelable month-to-month lease. The other was entered into effective
January 1, 1997, for five years with an option to extend the lease for an
additional five years. Monthly lease payments are currently $2,462 and are
increased annually based on the Consumer Price Index. Future minimum lease
payments under the second lease and an obligation to lease equipment are as
follows:

<TABLE>
<CAPTION>

                YEAR ENDED DECEMBER 31,
                          <S>                                                                   <C>
                         2000                                                                  $28,648
                         2001                                                                   27,240
                         2002                                                                   10,215
                                                                                             ---------

                         Total                                                                 $66,103
                                                                                               =======

</TABLE>

Rent expense under these agreements was $17,189, $16,081 for the three month
period ended December 31, 1999 and 1998, respectively and $66,155 for the year
ended September 30, 1999.

NOTE 8 - EMPLOYEE RETIREMENT PLANS
The Company is the sponsor of a 401(k) profit sharing pension plan, which covers
substantially all full-time employees. Employer contributions are discretionary
and are determined on an annual basis. The contribution to the pension plan was
$2,851, and $-0- for the three months ended December 31, 1999 and 1998,
respectively, and $9,095 for the year ended September 30, 1999.

                                     16


<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-2000
<PERIOD-END>                               DEC-31-1999
<CASH>                                         659,361
<SECURITIES>                                   181,651
<RECEIVABLES>                                   10,780
<ALLOWANCES>                                         0
<INVENTORY>                                     69,926
<CURRENT-ASSETS>                             1,001,141
<PP&E>                                      10,012,996
<DEPRECIATION>                               4,167,792
<TOTAL-ASSETS>                               6,855,092
<CURRENT-LIABILITIES>                          295,974
<BONDS>                                              0
                                0
                                          0
<COMMON>                                     5,647,708
<OTHER-SE>                                     426,410
<TOTAL-LIABILITY-AND-EQUITY>                 6,855,092
<SALES>                                        103,492
<TOTAL-REVENUES>                               604,201
<CGS>                                           61,695
<TOTAL-COSTS>                                  639,275
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               8,844
<INCOME-PRETAX>                               (35,074)
<INCOME-TAX>                                  (13,000)
<INCOME-CONTINUING>                           (22,074)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (22074)
<EPS-BASIC>                                    (12.26)
<EPS-DILUTED>                                  (12.26)


</TABLE>

<PAGE>











                             ACCOUNTANTS' REVIEW REPORT


Board of Directors
Pismo Coast Village, Inc.
165 South Dolliver Street
Pismo Beach, California 93449

We have made a review of the balance sheets of Pismo Coast Village, Inc. as of
December 31, 1999 and 1998, and the related statements of operations and
retained earnings and cash flows for the three months ended December 31, 1999
and 1998, in accordance with Statements on Standards for Accounting and Review
Services issued by the American Institute of Certified Public Accountants. All
information included in these financial statements is the representation of the
management of Pismo Coast Village, Inc.

A review of interim financial information consists principally of obtaining
an understanding of the system for the preparation of interim financial
information, applying analytical review procedures to financial data, and
making inquiries of persons responsible for financial and accounting matters.
It is substantially less in scope than an examination in accordance with
generally accepted auditing standards which will be performed for the full
year with the objective of expressing 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 interim financial statements referred to above for
them to be in conformity with generally accepted accounting principles.

We previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of September 30, 1999, (presented herein) and
the related statements of operations and retained earnings and cash flows for
the year then ended (not presented herein); and in our report dated October
20, 1999, we expressed an unqualified opinion on those financial statements.

Glenn, Burdette, Phillips & Bryson
Certified Public Accountants
A Professional Corporation
San Luis Obispo, California

January 18, 2000




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