U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 10 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1997
-----------------
[ ] 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 it charter)
Colorado 84-0804143
-------- ----------
(State or other jurisdiction of (I.R.S. Employer ID Number)
incorporation or organization)
1801 Broadway, Suite 1420
Denver, Colorado 80202
------------------------
(Address of principal executive offices)
(303) 296-3677
--------------
(Issuer's telephone number)
1801 Broadway, Suite 700
Denver, Colorado 80202
------------------------
(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 classed of
common equity, as of the latest practicable date: 3,072,836.
---------
Transitional Small Business Disclosure format: (Check One) Yes No X.
-
<PAGE>
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
PART I FINANCIAL INFORMATION PAGE
- ------ --------------------- ----
Item 1 Unaudited Condensed Consolidated
- ------
Balance Sheets - December 31, 1997,
and March 31, 1997 3
Unaudited Condensed Consolidated
Statements of Operations - Three
Months Ended December 31, 1996
and 1997 and Nine Months Ended
December 31, 1996 and 1997 4
Unaudited Condensed Consolidated
Statement of Cash Flow - Nine Months
Ended December 31, 1996 and 1997 5
Notes to Unaudited Condensed
Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis
- ------
of Financial Condition and Results
of Operations 7
PART II SIGNATURES 8
- ------- ----------
<PAGE>
PART I
- ------
FINANCIAL INFORMATION
---------------------
Item 1
- ------
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
December 31, March 31,
1997 1997
---- ----
<S> <C> <C>
Current assets
Cash and cash equivalents $ 266,281 $510,055
Certificates of deposit 392,000 194,000
Other receivables 4,667 4,938
---------- ----------
Total current assets 662,948 708,993
---------- ----------
Office furniture, equipment and
other, net of $227,196 of
accumulated depreciation at
December 31, 1997, and $222,096
of accumulated depreciation at
March 31, 1997. 52,637 33,378
Investment in limited liability
company 24,725 119,420
Other 26,638 26,638
---------- ----------
Total assets $ 766,948 $ 888,429
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 8,498 $ 18,648
Deposits, deferred revenue
and other 9,318 9,318
---------- ----------
Total current liabilities 17,816 27,966
---------- ----------
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 (5,883,866) (5,772,535)
---------- ----------
749,132 860,463
---------- ----------
Total liabilities and
stockholders' equity $ 766,948 $ 888,429
========== ==========
</TABLE>
See Notes to Unaudited Condensed Consolidated Financial Statements.
<PAGE>
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,
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenue:
Interest income $ 16,144 $ 12,382 $ 37,903 $ 34,615
Other income 6,230 7,913 18,391 22,598
---------- ---------- ---------- ----------
Total Revenue 22,374 20,295 56,294 57,213
---------- ---------- ---------- ----------
(Income) Expenses:
(Income) loss from
investment in
limited liability
company $ - $ (144,051) $ - $ (224,734)
Depreciation 1,700 2,555 5,100 7,665
Other operating
expenses 52,849 45,893 162,525 158,054
---------- ---------- ---------- ---------
Total (Income)
Expense 54,549 (95,603) 167,625 (59,015)
---------- ---------- ---------- ---------
Net Income (Loss) $ (32,175) $ 115,898 $ (111,331) $ 116,228
========== ========== ========== =========
Basic Net Income
(Loss) Per Share $ (.01) $ .04 $ (.04) $ .04
========== ========== =========== =========
Weighted average
number of share
outstanding 3,072,836 3,072,836 3,072,836 3,072,836
========== ========== ========== ==========
</TABLE>
See Notes to Unaudited Condensed Consolidated Financial Statements.
<PAGE>
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Nine For the Nine
Months Ended Months Ended
December 31, December 31,
1997 1996
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (111,331) $ 116,228
---------- ----------
Adjustments to reconcile net income
(loss) to net cash (used)
by operating activities:
Depreciation 5,100 7,665
Income from investment in
limited liability company - (224,734)
Change in assets and liabilities:
Decrease (increase) in accounts
receivable 271 (1,247)
(Decrease) in accounts payable (10,150) (23,557)
---------- ----------
Total adjustments (4,779) (241,873)
---------- ----------
NET CASH FLOWS (USED) BY
OPERATING ACTIVITIES (116,110) (125,645)
CASH FLOWS FROM INVESTING ACTIVITIES:
Collection of note receivable - 500,000
Purchase of certificates of deposit (198,000) (491,000)
Purchase of furniture and equipment (24,359) (4,958)
Return on investment in limited
liability company 94,695 320,538
---------- ----------
NET CASH FLOWS PROVIDED (USED)
BY INVESTING ACTIVITIES (127,664) 324,580
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (243,774) 198,935
CASH AND CASH EQUIVALENTS, BEGINNING
OF YEAR 510,055 41,387
---------- ----------
CASH AND CASH EQUIVALENTS, END OF
THE QUARTER $ 266,281 $ 240,322
========== ==========
</TABLE>
See Notes to Unaudited Condensed Consolidated Financial Statements.
<PAGE>
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, 1997, and March 31, 1997, and of the
condensed consolidated statements of operations and condensed consolidated
statements of cash flows for the nine months ended December 31, 1996 and 1997.
Except for as noted in the Company's 10-KSB, we are unable to obtain audited
financial statements supporting the Company's investment in a limited
liability company (LLC) at March 31, 1997, or monthly financial statements for
the nine months ended December 31, 1997. Therefore, this report has not
incorporated the financial information concerning the Company's ownership in
the LLC. The results of operations and 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, with the above mentioned exception.
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, 1997, included in the Company's 10-KSB filed with the
Securities and Exchange Commission on June 27, 1997.
3. During the third quarter of fiscal 1998, the Company adopted the
provisions of Statement of Financial Accounting Standard No. 28, "Earnings Per
Share" (FAS 128). FAS 128 established new definitions for calculating and
disclosing basic and diluted earnings per share. In accordance with FAS 128,
all prior periods have been restated to conform to the new methodology. The
restated amounts did not differ materially from amounts previously reported.
As the Company has no dilutive potential common shares, no diluted earnings
per share is presented.
<PAGE>
Item 2: Management's' Discussion and Analysis of Financial Condition and
- -------- ------------------------------------------------------------------
Results of Operation.
- ----------------------
Financial Condition, Liquidity and Capital Resources
- ---------------------------------------------------------
Cash and cash equivalents decreased for the nine months ended December
31, 1997, $243,774. For the same period the certificates of deposit increased
$198,000.
Stockholders' equity decreased from $860,462 to $749,131 or $111,331 for
the nine months ended December 31, 1997.
Subsequent to the nine months period ended December 31, 1997, the Company
settled its lawsuit, and the apartment project is in the process of being
sold.
Results of Operations
- -----------------------
For the nine months ended December 31, 1997, compared to the nine months ended
- ------------------------------------------------------------------------------
December 31, 1996.
- -------------------
For the nine months ended December 31, 1997, the Company's total revenue
was $56,294 as compared to $57,213 for the nine months ended December 31,
1996.
Total expenses for the nine month period ended December 31, 1997, were
$167,625 as compared to (net of income from the investment in the LLC of
$224,734) ($59,015) for the period ended December 31, 1996.
<PAGE>
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: February 9, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> JUN-30-1997
<CASH> 467,721
<SECURITIES> 194,000
<RECEIVABLES> 4,078
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 665,799
<PP&E> 255,974
<DEPRECIATION> 223,796
<TOTAL-ASSETS> 844,035
<CURRENT-LIABILITIES> 24,237
<BONDS> 0
0
0
<COMMON> 6,632,998
<OTHER-SE> (5,813,200)
<TOTAL-LIABILITY-AND-EQUITY> 844,035
<SALES> 0
<TOTAL-REVENUES> 16,847
<CGS> 0
<TOTAL-COSTS> 57,512
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (40,665)
<INCOME-TAX> 0
<INCOME-CONTINUING> (40,665)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (40,665)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
