FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 1999
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Transition period from to
Commission file number: 0-9060
ROCKY MOUNTAIN MINERALS, INC.
(Exact name of Registrant as specified in its charter)
Wyoming 83-0221102
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
5801 Lumberdale, Houston, Texas 77092
(Address of principal executive offices and Zip Code)
(713) 683-0939
Registrant's telephone number
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes _ . No .
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
stock, as of the latest practicable date:
Class Outstanding at April 30, 1999
Common stock, $.001 par value 85,179,239 shares
<PAGE>
PART I. FINANCIAL INFORMATION
<TABLE>
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
ASSETS
(Amounts in thousand, except per share data)
<CAPTION>
October 31, April 30,
1998 1999
(Unaudited) (Unaudited)
<S> <C> <C>
ASSETS
Current Assets:
Cash $ 294 $ 285
Accounts Receivable - -
Assets held for sale 122 122
_________ _________
Total current assets 416 407
OTHER ASSETS
Investment in Affiliated Company - -
________ ________
0 0
Property and equipment
less accumulated depreciation and depletion
of $66,811 and $66,811
Equipment 32 32
Undeveloped mineral interest 402 402
Developed mine dumps and tailings 1,882 1,882
Producing oil and gas properties 2 2
__________ _________
2,318 2,318
Less Accummulated Depreciation 67 67
__________ __________
TOTAL ASSETS 2,667 2,658
</TABLE>
See accompanying notes.
(1)
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
<TABLE>
BALANCE SHEET
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
(Amounts in thousands, except per share data)
<CAPTION>
October 31, April 30,
1998 1999
(Unaudited) (Unaudited)
<S> <C> <C>
Current liabilities:
Accounts Payable $ 1 $ 3
Accrued:
Salaries - -
Property Taxes 95 95
Other - -
__________ __________
Total current liabilities 96 98
Stockholders' equity:
Preferred Stock; $.05 par value,
$.015 cumulative dividends,
convertible; 44,000,000 shares
authorized, 26,240,450 shares
issued and outstanding 1,280 1,280
Common Stock; $.001 par value,
250,000,000 shares authorized
85,179,239 shares issued and
outstanding 85 85
Capital in excess of par value 4,339 4,339
Deficit accumulated during the
development stage (3,133) (3,144)
__________ _________
Total stockholder's equity 2,571 2,560
__________ __________
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIENCY) 2,667 2,658
</TABLE>
See accompanying notes.
(2)
<PAGE>
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
For the Six Months
Ended April 30,
1998 1999
<TABLE>
<S> <C> <C>
Revenues:
Interest - -
Royalty and lease bonus 0 0
______ _______
0 0
Costs and expenses:
General and administrative 8 10
Depreciation, depletion
and amortization - -
Interest - -
________ _______
Net Income (loss)(Note 2) (8) (10)
Loss per share (Note 3): $ 0 $ 0
</TABLE>
======== ========
See accompanying notes.
(3)
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
ASSETS
For the Six Months
April 30,
1998 1999
<TABLE>
<S> <C> <C>
Cash Flows from Operating Activities:
Net (loss) $ - $ -
Adjustments to reconcile
Net (loss) to
Net cash used in Operating Activities:
Depreciation, Depletion
and Amortization - -
Other items - Net - -
_________ ________
Net Cash used in Operating Activities - -
_________ ________
Cash Flows from Investing Activities:
Acquisition of Property & Equipment $ - $ -
Net Cash provided by (used in)
Investing Activities - -
_________ _________
Cash Flows from Financing Activities:
Proceeds from Payment on Long Term
Debt - -
Net Cash provided by (used in)
Investing Activities - -
_________ ________
Increase (Decrease) in Cash - -
Cash at beginning of period 300 290
_________ ________
Cash at end of period $ 300 $ 285
</TABLE>
========= ========
See accompanying notes.
(4)
<PAGE>
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
(1) In the opinion of the Company, the accompanying unaudited financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of
April 30, 1999, and the results of operations for the six months
ended April 30, 1999 and 1998, and cash flows for the six months
ended April 30, 1999 and 1998.
(2) No provision for income taxes is required for the period ended
April 30, 1999 or 1998, because (a) in management's opinion, the current
year will result in a net operating loss, (b) there are no previous
earnings to which the current year's estimated loss may be carried back,
and (c) there are no recorded income tax deferrals to be eliminated.
(3) Loss per share is based on the weighted average number of shares of common
stock and equivalents (Convertible Preferred Stock) outstanding during the
period; three months ended April 30, 1998, 95,675,419 shares;
three months and six months ended April 30, 1999, 95,675,419 shares.
Shares issuable under stock options and warrants have been excluded, since
they would be antidilutive.
(5)
<PAGE>
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
On April 22, 1988 the Registrant and Quillium Nominees, Pty., Ltd.
("Quillium"), consummated the Stock Purchase Agreement dated July 17, 1987,
whereby the Registrant received $1,000,000 of gross proceeds upon the issuance
of 33,333,000 shares of its Common Stock ($.03 per share). The Registrant
also agreed to grant Quillium an option to acquire 33,333,000 shares of
its Common Stock at a price of $.05 per share exercisable at any time prior
to January 31, 1991. This option was not exercised and has terminated.
The Registrant has used a portion of the Quillium proceeds to conduct geologic
studies, exploration work and maintenance on the Registrant's mining
properties. In addition, the Registrant has conducted mineral exploratory
studies on other precious and base mineral properties both in the western
United States and Australia. The Registrant has also invested significant
funds to the development of a waste management company, which is controlled
by certain officers, directors and significant shareholders of the Registrant.
This investment was bought back from the Registrant in March, 1997 for shares
in USA Waste Services, Inc., a publically traded company. The Registrant
received 8,097 USA Waste Services shares which had a value of approximately
$280,000. USA Waste Services is a NYSE listed company.
(6)
<PAGE>
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Registrant was organized on May 19, 1978, and prior to November 1, 1983,
was considered to be a mining company in the exploratory stage and is currently
a development stage company, as defined by SFAS No. 7.
There were no milling operations and therefore no revenues from milling for
the three months ended April 30, 1997 and 1998. Management anticipates that
operations will not be commenced until such time as the Registrant
establishes additional ore reserves and the price of gold increases. On
January 9, 1990, the Registrant entered into a Mineral Lease Agreement with
FMC Minerals Corporation ("FMC") whereby FMC agreed to contribute $1,000,000
to the exploration and development of the Registrant's Rochester property.
FMC has the right to terminate this Lease Agreement at any time. The
Lease Agreement was terminated May, 1992.
On February 19, 1993, the Registrant entered into a Mineral Lease Agreement
with Rouetel, Inc., a Washington corporation whereby Rouetel agreed to expend
funds to develop and explore the Registrants Rochester property. The
Registrant retained a 5% Net Semlter Return from future production as
well as a minimum advance royalty of $25,000 to be paid annually and
recoverable from any future production. Rouetel has the right to terminate
this Lease Agreement at any time. The terms of the Mineral Lease Agreement
requires Rouetel to perform all necessary assessment work mandated by local,
state and federal agencies, as well as comply with all required environmental
laws. This lease was terminated in August 1996.
(7)
PART II. OTHER INFORMATION
ROCKY MOUNTAIN MINERALS, INC.
Item 6 Exhibits and Reports on From 8-K
a. Exhibits
Exhibits 27. Financial Data Schedule
b. Reports on Form 8-K
No reports have been filed on Form 8-K during this
quarter.
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.
ROCKY MOUNTAIN MINERALS, INC.
Registrant
Date: June 8, 1999 Richard Bain
Richard Bain
Principal Financial Officer
Date: June 8, 1999 Richard Bain
Richard Bain
Principal Executive Officer
(8)
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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<ARTICLE> 5
<CIK> 0000312583
<NAME> ROCKY MOUNTAIN MINERALS
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> OCT-31-1998
<PERIOD-START> OCT-31-1998
<PERIOD-END> APR-30-1999
<CASH> 285
<SECURITIES> -
<RECEIVABLES> -
<ALLOWANCES> 0
<INVENTORY> 122
<CURRENT-ASSETS> 419
<PP&E> 2318
<DEPRECIATION> 67
<TOTAL-ASSETS> 2658
<CURRENT-LIABILITIES> 98
<BONDS> 0
<COMMON> 85
0
1280
<OTHER-SE> 1137
<TOTAL-LIABILITY-AND-EQUITY> 2658
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
