U. S. Securities and Exchange Commission
Washington, D. C. 20549
Form 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
Commission file number 0-9458
Eagle Exploration Company
(Exact name of Registrant as specified in its charter)
Colorado 84-0804143
(State or other jurisdiction of incorporation (I.R.S. Employer ID Number)
or organization)
1776 Lincoln Street, Suite 1311
Denver, Colorado 80203
(Address of principal executive offices)
(303) 863-0800
(Issuer's telephone number)
None
(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 court.
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:
3,072,836
Transitional Small Business Disclosure format: (check one) Yes
No X
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
INDEX TO UNAUDITED FINANCIAL STATEMENTS
PART I FINANCIAL INFORMATION PAGE
Item 1 Unaudited Condensed Consolidated
Balance Sheets - September 30, 1996,
and March 31, 1996 3
Unaudited Condensed Consolidated
Statements of Operations - Three
Months Ended September 30, 1995 and 1996
and Six Months Ended September 30, 1995
and 1996 4
Unaudited Condensed Consolidated Statement
of Cash Flows - Six Months Ended
September 30, 1995, and 1996
5
Notes to Unaudited Condensed
Consolidated Financial Statements 7
Item 2 Management's Discussion and Analysis
of Financial Condition and Results
of Operations 8
PART II SIGNATURES 9
PART I FINANCIAL INFORMATION
Item 1
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, March 31,
1996 1996
<S> <C> <C>
Assets
Cash $ 3,223 $ 41,387
Temporary cash investments 266,512 -
Certificates of deposit 491,000 -
Note receivable - 500,000
Other receivables 5,907 3,822
Office furniture, equipment and
other, net of $214,431 of accumulated
depreciation at September 30, 1996,
and $209,321 of accumulated depreciation
at March 31, 1996 39,334 44,444
Other 23,387 23,387
Investment in limited liability company 306,847 546,702
$1,136,210 $1,159,742
Liabilities and Stockholders' Equity
Accounts payable $ 13,389 $ 37,251
Deposits, deferred revenue and other 10,261 10,261
Total liabilities 23,650 47,512
Stockholders' equity
Common stock, no par value;
authorized 10,000,000 shares;
3,072,836 shares issued and
outstanding 6,632,998 6,632,998
Accumulated deficit (5,520,438) (5,520,768)
1,112,560 1,112,230
$1,136,210 $1,159,742
</TABLE>
See Notes to Unaudited Condensed Consolidated Financial Statements.
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Six Months Ended:
September September
30, 1996 30, 1995
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 330 $ (517,773)
Adjustments to reconcile net
(loss) to net cash provided (used)
by operating activities:
Depreciation 5,110 12,580
Impairment of note receivable - 600,000
Income from investment in LLC (80,683) -
Change in assets and liabilities:
(Increase) in accounts receivable (2,085) (1,035)
(Decrease) in accounts payable (23,862) (1,134)
Total adjustments (101,520) 610,411
NET CASH FLOWS PROVIDED (USED)
BY OPERATING ACTIVITIES (101,190) 92,638
CASH FLOWS FROM INVESTING ACTIVITIES:
Collection of note receivable 500,000 -
Advances on note receivable - (600,000)
Purchase of certificates of deposit (491,000) -
Proceeds from certificates of
deposit - 968,913
Acquisition of undeveloped property - (3,034)
Purchase of furniture and equipment - (1,500)
Return on investment in limited
liability company 320,538 -
Investment in limited liability
company - (851,288)
NET CASH FLOWS PROVIDED (USED)
BY INVESTING ACTIVITIES 329,538 (486,909)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from note payable - 425,644
Principal payment on note payable - (97,768)
NET CASH FLOWS PROVIDED BY
FINANCING ACTIVITIES - 327,876
</TABLE>
See notes to Unaudited Condensed Financial Statements
Continue on following page.
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Continue from previous page.
<TABLE>
<CAPTION>
For the Six Months Ended:
September September
30, 1996 30, 1995
<S> <C> <C>
NET INCREASE (DECREASE) IN CASH AND
TEMPORARY CASH INVESTMENTS 228,348 (66,395)
CASH AND TEMPORARY CASH INVESTMENTS,
BEGINNING OF YEAR 41,387 416,054
CASH AND TEMPORARY CASH INVESTMENTS,
END OF THE QUARTER $ 269,735 $ 349,659
</TABLE>
See notes to unaudited condensed consolidated financial statements.
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
For the Three For the Three For the Six For the Six
Months Ended Months Ended Months Ended Months Ended
September 30, September 30, September 30, September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
REVENUES:
Interest income $ 6,483 $ 22,667 $ 22,233 $ 55,959
Other income 7,129 133,687 14,685 142,878
TOTAL REVENUES 13,612 156,354 36,918 198,837
(INCOME) EXPENSES:
(Income) loss from
investment in LLC (124,684) - - 89,792
Depreciation 2,555 6,369 5,110 12,580
Other 50,208 59,177 112,161 104,030
Impairment of note
receivable - 600,000 - 600,000
TOTAL EXPENSE (71,921) 665,546 36,588 716,610
NET INCOME (LOSS) $ 85,533 $ (509,192) $ 330 $ (517,773)
NET INCOME (LOSS)
PER SHARE $ .03 $ (.17) $ * $ (.17)
Weighted average
number of shares
outstanding 3,072,836 3,072,836 3,072,836 3,072,836
</TABLE>
See Notes to Unaudited Condensed Consolidated Financial Statements.
* Less than $.01 per share
Opinion of Management
1. The financial information furnished reflects all adjustments
which are, in the opinion of management, necessary to a fair
presentation of the consolidated financial position at September 30,
1996, and March 31, 1996, and of the consolidated statements of
operations for the six months and three months ended September 30,
1996, and 1995, and consolidated statements of cash flows for the six
months ended September 30, 1996, and 1995. The consolidated results
of operations and the consolidated statements of cash flows for the
periods presented are not necessarily indicative of those to be
expected for the entire year.
2. The accompanying unaudited condensed, consolidated financial
statements have been prepared in accordance with generally accepted
accounting principles for interim financial information.
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles. For further
information refer to the audited consolidated financial statements
and notes thereto for the year ended March 31, 1996, included in the
Company's 10-KSB filed with the Securities and Exchange Commission on
July 23, 1996.
Item 2: Managements's Discussion and Analysis of Consolidated
Financial Condition and Consolidated Results of Operation.
Financial Condition, Liquidity and Capital Resources
Cash, temporary cash investments and certificates of deposit
increased $719,348 for the six months period ended September 30,
1996. This was primarily due to the collection of a note receivable
of $500,000 and a return on the Company's investment in a limited
liability company, Eagle's Landing, LLC, which reduced the Company's
initial investment. The Company's reduction of its initial
investment in Eagle's Landing, LLC, occurred through the disbursement
of permanent loan proceeds that exceeded construction and loan
closing costs. The Company's 40 percent share of this disbursement
was approximately $320,000.
The Company's major asset, its 40 percent interest in Eagle's
Landing, LLC, (176 unit apartment complex), finally reached 96
percent occupancy in August, 1996. This occupancy rate not only
facilitates the asset to be profitable after deducting the mortgage
payments, operating expenses and capital reserves, but also helped
implement the Company's goal to cause the property to be formally
listed and marketed in a manner to justify the asking price. The
property is currently for sale and is listed with CB Commercial Real
Estate Group, Inc., for $15.2 million. The loan amount after the
November 1, 1996 payment is $10,902,819 and the interest rate of 7.5
percent may be assumed by the purchaser.
Stockholder's equity increased to $1,112,560 from $1,112,230 or
$330 for the period ended September 30, 1996, due to the result of
net income for the quarter as a result of the Company's 40% share of the
income from the LLC.
Results of Operations
For the six months ended September 30, 1996, compared to the six
months ended September 30, 1995.
For the six months ended September 30, 1996, the Company's total
revenue was $36,918 as compared to $198,837 for the six months ended
September 30, 1995.
Total expenses for the six month period ended September 30, 1996
(net of income from the investment in the LLC of $80,683) were $117, 271
as compared to $716,610 for the period ended September
30, 1995.
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
PART II
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 thereunto duly authorized.
EAGLE EXPLORATION COMPANY
(Registrant)
By/s/ Raymond N. Joeckel
Raymond N. Joeckel
President/Chief Financial Officer
By/s/ Paul M. Joeckel
Paul M. Joeckel
Secretary
Date: November 13, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 9-MOS
<FISCAL-YEAR-END> SEP-30-1996 SEP-30-1996
<PERIOD-END> MAR-31-1996 MAR-31-1996
<CASH> 3,223 3,223
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 0
<PP&E> 0 0
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 0 0
<CURRENT-LIABILITIES> 0 0
<BONDS> 0 0
00 0
0 0
<COMMON> 0 0
<OTHER-SE> 0 0
<TOTAL-LIABILITY-AND-EQUITY> 0 0
<SALES> 0 0
<TOTAL-REVENUES> 0 0
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> 0 0
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 0 0
<EPS-PRIMARY> 0 0
<EPS-DILUTED> 0 0
</TABLE>
