______________________________________________________________________________
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: December 31, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 000-08835
TAURUS PETROLEUM, INC.
(Exact name of registrant as specified in its charter)
Colorado 84-0736215
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
2016 Main Street, Suite 109
Houston, Texas 77002
(Address of principal executive offices, including zip code)
(713) 650-0161
(Registrant's telephone number, including area code)
Check whether the issuer (1) has 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 court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
At September 19, 1997, 60,307,749 shares of common stock, $.001 par value,
were outstanding.
Transitional Small Business Disclosure Format (check one); Yes [ ] No [x]
<PAGE>
TAURUS PETROLEUM, INC.
CONTENTS
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheet - December 31, 1996
Statement of Operations -
Three Months Ended December 31, 1995 and 1996
Statement of Changes in Stockholder's Equity
Three Months Ended December 31, 1996
Statement of Cash Flows -
Three Months Ended December 31, 1995 and 1996
Notes to Unaudited Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
PART II - OTHER INFORMATION
Item 5. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
<PAGE>
TAURUS PETROLEUM, INC.
Quarterly Report on Form 10-QSB
BALANCE SHEET
(Unaudited)
December 31, 1996
<TABLE>
ASSETS
<S> <C>
Current Assets:
Cash and cash equivalents $ 156
Total Current Assets 156
Other assets 26,844
-----------
Total Assets $ 27,000
-----------
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY
Accounts payable and accrued liabilities $ 30,000
Total Current Liabilities 30,000
Stockholders' Equity:
Common stock, par value $.001; authorized
200,000,000 shares; issued 60,307,749
shares in 1996 and 1995 60,307
Additional paid-in capital 3,112,694
Accumulated deficit (since date of
reorganization in November 1994) (3,093,428)
-----------
79,573
Less treasury stock, 353,707 shares at cost (82,573)
-----------
Total Stockholders' (Deficit) Equity (3,000)
-----------
Total Liabilities and Stockholders'
(Deficit) Equity $ 27,000
-------------
</TABLE>
The following notes are an integral part of these unaudited financial
statements.
<PAGE>
TAURUS PETROLEUM, INC.
STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the
Three Months Ended
December 31,
1996 1995
<S> <C> <C>
Operating Revenue:
Oil and gas sales $ -- $ 46,004
Other 147 2,382
-------- ---------
147 48,386
Costs and operating expenses:
Lease operating, including taxes -- 27,168
Depreciation and depletion -- 7,830
General and administrative 997 40,775
--------- --------
997 75,773
--------- --------
Loss from operations (850) (27,387)
Other income (expense):
Interest expense -- (1,814)
--------- ---------
-- (1,814)
--------- ---------
Net loss $ (850) $ (29,201)
Net loss per common share $ (0.00) $ (0.00)
------------- ------------
Weighted average number of
common shares outstanding 60,307,749 60,307,749
------------- ------------
The following notes are an integral part of these unaudited financial
statements.
<PAGE>
</TABLE>
<TABLE>
TAURUS PETROLEUM, INC.
STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY
For the Three Months Ended December 31, 1996
(Unaudited)
Total
<CAPTION>
Additional Less Stockholders'
Common Stock Paid-In Accumulated Treasury (Deficit)
Shares Amount Capital Deficit Stock Equity
<S> <C> <C> <C> <C> <C> <C>
Balance, September 30, 1996 60,307,749 $ 60,307 $ 3,111,844 $ (3,092,578) $ (82,573) $ (3,000)
Contributed capital -- -- 850 -- -- 850
Net loss -- -- -- (850) -- (850)
---------- --------- ----------- ------------- ---------- ---------
Balance, December 31, 1996 60,307,749 $ 60,307 $ 3,112,694 $ (30,093,428) $ (82,573) $ (3,000)
</TABLE>
The following notes are an integral part of these unaudited financial
statements.
<PAGE>
TAURUS PETROLEUM, INC.
STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the
Three Months Ended
December 31,
1996 1995
<S> <C> <C>
Cash Flows from Operating Activities:
Net loss $ (850) $ (29,201)
Adjustments to reconcile net loss to
net cash used in operations:
Depreciation and depletion -- 7,830
Decrease in accounts receivable -- 308
Increase in prepaid expenses -- (15,475)
Increase in accounts payable -- 35,701
--------- --------
Net cash provided by (used in) operating
activities -- (837)
Cash Flows from Investing Activities -- --
Net cash provided by (used in) investing
activities -- --
Cash Flows from Financing Activities:
Capital contributions 850 --
Net cash from financing activities 850 --
Net increase (decrease) in cash -- (837)
Cash and cash equivalents:
Beginning of period 156 2,174
End of period $ 156 $ 1,337
--------- ---------
Supplemental disclosure of cash
flow information:
Cash paid during the year
for interest $ -- $ --
------------ -----------
</TABLE>
The following notes are an integral part of these unaudited financial
statements.
<PAGE>
TAURUS PETROLEUM, INC.
NOTE 1 - GENERAL
The accounting policies followed by Taurus Petroleum, Inc. (the "Company") are
set forth in the notes to the Company's audited financial statements in the
report on Form 10-K filed for the year ended September 30, 1996, which is
incorporated herein by reference. Such policies have been continued without
change. Also, refer to the notes with those financial statements for
additional details of the Company's financial condition, results of operations
and cash flows. All material items included in those notes have not changed
except as a result of normal transactions in the interim, or as disclosed
within this report. Any and all adjustments are of a "normal recurring
nature".
In the opinion of management, the accompanying interim unaudited financial
statements contain all adjustments necessary to present fairly the Company's
financial position as of December 31, 1996, and the results of operations and
cash flows for the three month periods ended December 31, 1995 and 1996.
NOTE 2 - CHANGE OF OWNERSHIP
Effective July 1, 1996, SBCA Holdings, Inc. acquired all the common stock
previously controlled individually and/or beneficially by Thomas P. McDonnell
and Validus Operating, Inc., (8,262,602 and 20,000,000, respectively) for a
total of 28,262,602 shares or 46.87% of the Company's common stock. SBCA
Holdings, Inc. exchanged 17,500 shares of common stock it owns in a private
company, The Enigma Group, Inc., for the aforementioned common stock of the
Company. SBCA Holdings, Inc. is controlled by Mr. Stephen E. Fischer. The
Board of Directors of the Company appointed Mr. Stephen E. Fischer to the
Board of Directors and appointed Mr. Fischer as Chairman of the Board on April
29, 1996. The Company has entered into business combination discussions with
entities controlled by Mr. Fischer, as well as other entities.
NOTE 3 - GOING CONCERN
These financial statements have been prepared on the "going concern" basis,
which presumes that the Company will be able to realize its assets and
discharge its liabilities in the normal course of business for the foreseeable
future.
The Company's continuation as a "going concern" is dependent on the
establishment of profitable operations, and upon either the continued
financial support of its principal shareholders or upon the ability of the
Company to raise additional capital. Management is pursuing various options
to attract capital, including infusions of cash and mergers. The outcome of
these matters cannot be predicted at this time. These financial statements do
not include any adjustments to the amounts and classification of assets and
liabilities that might be necessary should the Company be unable to continue
in business.
<PAGE>
TAURUS PETROLEUM, INC.
ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND
RESULTS OF OPERATIONS.
RESUTS OF OPERATIONS
Consolidated losses are $ 850 and $ 29,201 for the first quarter of
Fiscal 1997 and 1996, respectively. This decrease is a result of the
disposition of oil and gas operations and associated General and
Administrative expenses. The Company currently does not own or operate any oil
and gas properties. All expenses are associated with maintenance of the
corporation and development of future business activities.
PART II
OTHER INFORMATION
Item 5. OTHER INFORMATION
N/A
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits required by Item 601 of Regulation SB
(2) Exhibit 27. Financial Data Schedule
(b) Reports on Form 8-K
None
<PAGE>
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 hereunto duly authorized.
TAURUS PETROLEUM, INC.
Date: September 26, 1997 By: /s/ Stephen E.Fischer
Stephen E. Fischer, Chairman
and Chief Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> DEC-31-1996
<CASH> 156
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 156
<PP&E> 26844
<DEPRECIATION> 0
<TOTAL-ASSETS> 27000
<CURRENT-LIABILITIES> 30000
<BONDS> 0
0
0
<COMMON> 60307
<OTHER-SE> 63307
<TOTAL-LIABILITY-AND-EQUITY> 27000
<SALES> 0
<TOTAL-REVENUES> 147
<CGS> 0
<TOTAL-COSTS> 997
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (850)
<INCOME-TAX> 0
<INCOME-CONTINUING> (850)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (850)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
