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 December 31, 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)
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 - December 31, 1996,
and March 31, 1996 3
Unaudited Condensed Consolidated
Statements of Operations - Three
Months Ended December 31, 1995 and 1996
and Nine Months Ended December 31, 1995
and 1996 4
Unaudited Condensed Consolidated
Statements of Cash Flows - Nine Months
Ended December 31, 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>
December 31 March 31
1996 1996
<S> <C> <C>
Assets
Cash $ 41,621 $ 41,387
Temporary cash investments 198,701 -
Certificates of deposit 491,000 -
Note receivable - 500,000
Other receivables 5,069 3,822
Office furniture, equipment and
other, net of $216,986 of accumulated
depreciation at December 31, 1996,
and $209,321 of accumulated depreciation
at March 31, 1996 40,287 44,444
Other 24,837 23,387
Investment in limited liability company 450,898 546,702
$1,252,413 $1,159,742
Liabilities and Stockholders' Equity
Accounts payable $ 13,694 $ 37,251
Deposits, deferred revenue and other 10,261 10,261
Total liabilities 23,955 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 (5,404,540) (5,520,768)
1,228,458 1,112,230
$1,252,413 $1,159,742
</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 Nine For the Nine
Months Ended Months Ended Months Ended Months Ended
December 31, December 31, December 31, December 31,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Gain on sale of interest
in oil and gas properties
and land held for sale:
Proceeds from sales $ - $ 4,000 $ - $ 4,000
Recovery of costs on sales - - - -
Gain on sale - 4,000 - 4,000
Interest income 12,382 23,469 34,615 79,428
Other income 7,913 9,636 22,598 152,514
Total revenues $ 20,295 $ 37,105 $ 57,213 $ 235,942
(Income) expenses
(Income) loss from investment
in LLC $(144,051) $ - $(224,734) $ -
Depreciation 2,555 6,368 7,665 18,948
Other 45,893 53,888 158,054 157,918
Impairment of note receivable - - - 600,000
Total (income) expense $ (95,603 $ 60,256 $(59,015) $ 776,866
Net income (loss) $ 115,898 $(23,151) $116,228 $ (540,924)
Net income per share $ .04 $ * $ .04 $ (.18)
Weighted average number of
shares 3,072,836 3,072,836 3,072,836 3,072,836
</TABLE>
* Less than $.01 per share
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Nine Months Ended
December 31 December 31,
1996 1995
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 116,228 $ (540,924)
Adjustments to reconcile net income
(loss) to net cash provided (used) by
operating activities:
Gain on sale of interest in oil and gas
properties and real estate held for sale - (4,000)
Depreciation 7,665 18,948
Impairment of note receivable - 600,000
Income from investment in LLC (224,734) -
Change in assets and liabilities:
(Increase) decease in accounts
receivable (1,247) (2,294)
Proceeds from sale of real estate held
for sale - 4,000
Increase (decrease) in accounts payable (23,557) 2,325
Total adjustments (241,873) 618,979
NET CASH FLOWS PROVIDED (USED) BY
OPERATING ACTIVITIES (125,645) 78,055
CASH FLOWS FROM INVESTING ACTIVITIES:
Collection of note receivable 500,000 -
Advances on note receivable - (600,000)
Purchase of certificate of deposit (491,000) -
Proceeds from certificates of
deposit - 1,018,913
Acquisition of undeveloped property - (3,034)
Purchase of furniture and equipment
and other (4,958) (1,500)
Return on investment in LLC 320,538 -
Investment in LLC - (851,288)
NET CASH FLOWS PROVIDED BY
INVESTING ACTIVITIES 324,580 (436,909)
NET INCREASE (DECREASE) IN CASH AND
TEMPORARY CASH INVESTMENTS 198,935 (358,854)
CASH AND TEMPORARY CASH INVESTMENTS,
BEGINNING OF YEAR 41,387 416,054
CASH AND TEMPORARY CASH INVESTMENTS,
END OF THE QUARTER $ 240,322 $ 57,200
</TABLE>
See notes to unaudited condensed consolidated financial statements.
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
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
financial position at December 31, 1996, and March 31, 1996, and of the
condensed consolidated statements of operations for the nine months and three
months ended December 31, 1996, and 1995, and condensed consolidated
statements of cashflows for the nine months ended December 31, 1996, and 1995.
The results of operations 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
Exchange Commission on July 23, 1996.
See notes to unaudited condensed consolidated financial statements.
Item 2: Managements's Discussion and Analysis of Financial Condition
and Results of Operation.
Financial Condition, Liquidity and Capital Resources
Cash, temporary cash investments and certificates of deposit increased
$689,935 for the nine months period ended December 31, 1996 primarily as a
result of the collection of a $500,000 note receivable.
As reported last quarter, 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, and the independent management
company in charge of managing the complex has done an excellent job sustaining
the economic occupancy of 90 percent plus since this time. However, your
Company's management is concerned that the operating cost of the property
is higher than the average cost of a similar property. The property
management company has responded to these concerns by advising that now that
stabilization has occurred the operating cost will trend downward. In spite
of these high operating costs the property is profitable for the year ended
December 31, 1996.
Regarding the sale of the property the Company has recently been
advised that the manager of the LLC has not extended the listing agreement
with CB Commercial Real Estate Group,Inc.; and further advised the membership
that he has no intention of selling the property. The manager was then advised
by the Company in the form of a demand letter that included among other
things a request to put the property back on the market. The Company is
currently awaiting the requested written response. The Company's history
with the manager of the LLC has included litigation. Therefore, further
litigation is expected should the manager of the LLC refuse to operate
under the terms and conditions of the Operating Agreement.
Stockholder's equity increased to $1,228,458 from $1,112,230 or
$116,228 for the period ended December 31, 1996 as a result of current
period net income.
Results of Operations
For the nine months ended December 31, 1996, compared to the nine months
ended December 31, 1995.
For the nine months ended December 31, 1996, the Company's total
revenue was $57,213 as compared to $235,942 for the nine months ended
December 31, 1995.
Tota l(income) expenses for the nine month period ended
December 31, 1996, (net of income from the investment in the LLC
of $224,734) were $(59,015).
See notes to unaudited condensed consolidted financial statements.
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
See notes to unaudited condensed consoildated financial statements.
Date: February 13, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 9-MOS
<FISCAL-YEAR-END> MAR-31-1997 MAR-31-1997
<PERIOD-END> DEC-31-1996 DEC-31-1996
<CASH> 240,322 240,322
<SECURITIES> 491,000 491,000
<RECEIVABLES> 5,069 5,069
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 0
<PP&E> 257,273 257,273
<DEPRECIATION> 216,986 216,986
<TOTAL-ASSETS> 1,252,413 1,252,413
<CURRENT-LIABILITIES> 0 0
<BONDS> 0 0
0 0
0 0
<COMMON> 6,632,998 9,632,998
<OTHER-SE> (5,404,540) (5,404,540)
<TOTAL-LIABILITY-AND-EQUITY> 1,252,413 1,252,413
<SALES> 0 0
<TOTAL-REVENUES> 20,295 57,213
<CGS> 0 0
<TOTAL-COSTS> 48,448 165,719
<OTHER-EXPENSES> (144,051) (224,734)
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> 115,898 116,228
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 115,898 116,228
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 115,898 116,228
<EPS-PRIMARY> .04 .04
<EPS-DILUTED> .04 .04
</TABLE>
