SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10Q
QUARTERLY REPORT PURSUANT OF SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended - December 31, 1997
0-9295
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Commission File Number
WINCO PETROLEUM CORPORATION
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(Exact name of registrant as specified in its charter)
COLORADO 84-0794604
- ------------------------------- ---------------------------------------
(State of other jurisdiction of (I.R.S. Employer Identification number)
incorporation of organization
P O BOX 342
GARDEN CITY, KANSAS 67846
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(Address of principal executive offices) (Zip Code)
(316) 275-2963
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(Registrant's telephone number, including area code)
N/A
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(Former name, former address, former fiscal year if change since
last report)
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 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.
X Yes No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the close of the period covered by this report.
Class: Common Stock, No par value
Outstanding as of December 31, 1997: 40,852,576
<PAGE>
WINCO PETROLEUM CORPORATION
CONDENSED BALANCE SHEET
DECEMBER 31, SEPTEMBER 30,
1997 1997
(Unaudited) (Audited)
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ASSETS
- ------
CURRENT ASSETS:
Cash and short-term cash
investments $ 143,999 $ 166,605
Notes and accounts receivable 100,872 69,927
Prepaid expenses and other - -
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TOTAL CURRENT ASSETS 244,871 236,532
INVESTMENTS IN OIL AND GAS PROPERTIES
AT COST, NET (Using the full cost method
of accounting) 303,031 310,031
WELL EQUIPMENT INVENTORY At Lower
of Cost or Market 32,217 32,218
FURNITURE, FIXTURES AND VEHICLES
At Cost, Net of Allowances for
Depreciation 361 361
OTHER ASSETS 1,000 1,000
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TOTAL ASSETS $ 581,480 $ 580,142
========== ==========
LIABILITIES AND STOCKHOLDERS' INVESTMENT
- ----------------------------------------
CURRENT LIABILITIES:
Accounts payable to stockholders
and directors $ 150 $ 150
Accounts payable and accrued
liabilities 46,476 44,480
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TOTAL CURRENT LIABILITIES 46,626 44,630
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STOCKHOLDERS' INVESTMENT
Common stock, no par value; 50,000,000
shares authorized; 23,000,000
shares issued and outstanding 307,000 307,000
Additional paid in capital 1,281,520 1,281,520
Accumulated deficit (1,053,666) (1,053,008)
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TOTAL STOCKHOLDERS' INVESTMENT 534,854 535,512
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TOTAL LIABILITIES AND
STOCKHOLDERS' INVESTMENT $ 581,480 $ 580,142
========== ==========
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<PAGE>
WINCO PETROLEUM CORPORATION
CONDENSED STATEMENT OF OPERATIONS
(UNAUDITED)
THREE MONTHS ENDED
DECEMBER 31,
1997 1996
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REVENUES:
- ---------
Oil and gas sales $ 32,188 $ 72,770
Interest income 1,366 955
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33,554 73,725
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EXPENSES:
- ---------
Lease operating expenses 21,991 38,385
General and administrative 5,220 14,872
Depreciation, depletion and amortization 7,000 11,541
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34,211 64,798
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Income (Loss) before income tax (657) 8,927
Income tax expense (benefits) - -
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NET INCOME (LOSS): $ (657) $ 8,927
========== ==========
NET INCOME (LOSS) PER
COMMON SHARE-
Primary and fully diluted $ - $ -
========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING: 40,852,576 40,852,576
========== ==========
-3-
<PAGE>
WINCO PETROLEUM CORPORATION
STATEMENT OF CASH FLOW
THREE MONTHS ENDING DECEMBER 31,
1997 1996
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Cash flows from operating activities:
Net income (loss) $ (657) $ 8,927
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation, depletion and
amortization 7,000 11,541
Changes in current assets and
current liabilities:
Accounts Receivable (30,945) (1,288)
Prepaid and Other Expenses - (740)
Accounts Payable 1,996 16,214
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Net cash provided by (used) in
operating activities (22,606) 34,654
Cash flows from investing activities:
Investment in oil and gas properties - (7,959)
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NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS (22,606) 26,695
Cash and Cash Equivalents at
beginning of the period 166,605 97,941
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Cash and Cash Equivalents at
end of the period $ 143,999 $ 124,636
========== ==========
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<PAGE>
WINCO PETROLEUM CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
CONDENSED FINANCIAL STATEMENTS
- ------------------------------
1. The accompanying, unaudited, condensed financial statements have been
prepared in accordance with Rule 10-01 of Regulation S-X and do not include
all principles for completed financial statements.
In the opinion of Winco Petroleum Corporation the accompanying
unaudited, condensed financial statements contain all adjustments
(consisting of normal adjustments) necessary to present fairly the
financial position as of December 31, 1997 and the results of operations
and changes in financial position for the three months then ended.
Operating results for the three months ended December 31, 1997 are not
necessarily indicative of the results that may be expected for the fiscal
year ending September 30, 1998. These statements should be read in
conjunction with the financial statements and notes thereto included in
Form 10-K for the fiscal year ended September 30, 1997.
INVESTMENTS IN OIL AND GAS PROPERTIES
- -------------------------------------
2. Depreciation and depletion of the full cost pool is computed using a
unit-of-production method based on proved reserves as determined annually
by the Company and independent engineers. A provision of $7,000 was made
for the three months ended December 31, 1997. Reserve for depreciation and
depletion was $751,475 and $744,475 on December 31, 1997 and September 30,
1997, respectively.
EARNINGS PER SHARE
- ------------------
3. Earnings per common share were computed by dividing net income by the
weighted average number of shares of common stock outstanding during the
three month period ended December 31, 1997 and 1996. The weighted average
shares outstanding for the periods ending December 31, 1997 and 1996 was
40,852,576.
-5-
<PAGE>
WINCO PETROLEUM CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
During the three months ended December 31, 1997 the Company's working
capital increased $6,342. Working capital increased as a result of the
Company's normal operations. The Company's working capital at December 31,
1997 was $198,244.
The Company intends to utilize funds to purchase producing properties.
The Company also may participate in oil and gas development programs
through sharing arrangements with industry participants. The Company will
consider those arrangements which are financially feasible under current
conditions.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 1997
- ------------------------------------------------------------------
During the three months ended December 31, 1997 oil and gas sales
decreased approximately $40,852 from the comparable period in 1996, due to
lower oil and gas prices and the plugging of one of the Company's wells in
Wyoming during 1997. There was a corresponding decrease in lease operating
expenses of $16,394 between the same periods.
Interest income increased from the comparable period in 1996 due to
more cash available for investment.
Due to net operating loss carry forward and the tax credits available
for financial reporting and tax reporting purposes, the Company does not
expect any significant income tax effects in the current year.
General and administrative expense decreased from the comparable
quarter in 1996, primarily as a result of relocating the office and the
timing of payments for professional fees associated with the Company's
year-end reporting.
-6-
<PAGE>
WINCO PETROLEUM CORPORATION
PART II
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ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
None
-7-
<PAGE>
SIGNATURES
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Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
WINCO PETROLEUM CORPORATION
/s/ CECIL O'BRATE
----------------------------
Cecil O'Brate
President
Dated: February 17, 1998
-8-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-START> OCT-01-1997
<PERIOD-END> DEC-31-1997
<CASH> 143,999
<SECURITIES> 0
<RECEIVABLES> 100,872
<ALLOWANCES> 0
<INVENTORY> 32,217
<CURRENT-ASSETS> 244,871
<PP&E> 1,054,867
<DEPRECIATION> 751,475
<TOTAL-ASSETS> 581,480
<CURRENT-LIABILITIES> 46,626
<BONDS> 0
0
0
<COMMON> 307,000
<OTHER-SE> 227,854
<TOTAL-LIABILITY-AND-EQUITY> 581,480
<SALES> 32,188
<TOTAL-REVENUES> 33,554
<CGS> 0
<TOTAL-COSTS> 34,211
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (657)
<INCOME-TAX> 0
<INCOME-CONTINUING> (657)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (657)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
