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U.S. SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
( X ) Amended Quarterly report under Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarter period of September 30, 1996.
( ) Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition period from to .
Commission File Number 0-9185
MEDCO HEALTH CORPORATION
(Formerly Williston Oil Corporation)
Nevada 22-1934084
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
532 Sylvan Avenue
Englewood Cliffs, New Jersey 07632
(address of Principal Executive Offices) (Zip Code)
(201)541-8444
(Registrant's telephone number, including area code)
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Class A Common Stock, $.001 Par Value
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding twelve (12) months
(or for such shorter period that registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past
ninety (90) days. YES ( X )( ).
Applicable Only to Corporate Issuers
State the number of shares outstanding of each of the issuer's classes of
common equity:
36,695,543 Shares of Class A Common Stock, $.001 par value
1,250,000 Shares of Class B Common Stock, $.001 par value
Transitional Small Business Disclosure Format
YES ( X ) NO ( X )
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Item 1. Financial Statements.
The financial statements of the company, required to be included in this
report pursuant to Item 310(a) of Regulation S-13, are set forth below:
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Medco Health Corporation (formerly Medco, Inc.)
(A Development Stage Company)
Statements of Operations
<TABLE>
<CAPTION>
Cumulative
Period from
Three months ended July 1, 1994
--------------------------------- (Date of Inception)
September 30, September 30, to September 30,
1995 1996 1996
------------- ------------- ------------------
<S> <C> <C> <C>
Revenues $ 3,399 $ -- $ 83,069
Cost of sales 1,322 -- 16,939
--------- ----------- ------------
Gross profit 2,077 -- 66,130
--------- ----------- ------------
General and
administrative
expenses:
Payroll - officers -- 32,390 39,890
Payroll - other -- 8,000 23,689
Taxes and licenses 100 2,517 4,817
Management fees -- 1,065 6,990
Commission expense 7,134 200 8,600
Travel -- 450 7,324
Miscellaneous 750 1,641 2,391
Bad debt -- -- 60,746
Insurance 605 2,779 8,067
Supplies 230 2,270 2,270
Advertising 26 -- 1,844
Truck and auto
expenses 236 746 4,248
Rent 1,500 2,250 13,325
Telephone 1,239 79 6,892
Utilities 189 134 2,259
Repairs and
maintenance 138 35 987
Office expense 399 195 1,863
Seminars -- -- 648
Professional fees 1,000 4,045 11,718
Depreciation and
amortization 2,627 2,650 16,484
--------- ----------- ------------
16,173 61,446 225,052
--------- ----------- ------------
Operating loss (14,096) (61,446) (158,922)
Gain (loss) on
equipment -- 59,800 26,172
--------- ----------- ------------
Loss before provision
for income taxes (14,096) (1,646) (132,750)
Provision for income
taxes -- -- 827
--------- ----------- ------------
Net loss $ (14,096) $ (1,646) $ (133,577)
========= =========== ============
Net loss per
common share $ -- $ -- $ --
========= =========== ============
Weighted average shares
of common stock
outstanding $ -- $38,017,913 $ 37,944,453
========= =========== ============
</TABLE>
See Notes to Financial Statements
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Medco Health Corporation (formerly Medco, Inc.)
(A Development Stage Company)
Statements of Cash Flows
<TABLE>
<CAPTION>
Cumulative
Period from
Three months July 1, 1994
ended (Date of
----------------------------------- Inception) to
September 30, September 30, September 30,
1995 1996 1996
------------- ------------- ---------------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (14,096) $ (1,646) $ (133,577)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 2,627 2,650 16,484
Bad debts -- -- 60,746
Change in assets and liabilities:
(Increase) in accounts receivable 1,922 -- (60,746)
(Increase) in prepaid expenses -- (32,000) (117,000)
Increase in accrued expenses 375 2,000 5,050
(Decrease) increase in income taxes payable (421) -- 405
--------- --------- ----------
Net cash used in operating activities (9,593) (28,996) (228,638)
--------- --------- ----------
Cash flows from investing activities:
Organization costs 5,000 -- (5,000)
License fees -- -- (5,005)
Deposits on equipment -- 32,000 --
Capital expenditures (4,410) (53,171) (92,097)
--------- --------- ----------
Net cash used in investing activities (9,410) (21,171) (102,102)
--------- --------- ----------
Cash flows from financing activities:
Proceeds from stockholder loan 34,893 -- 429,269
Repayment of stockholder loan (2,511) (1,950) (199,813)
Proceeds from issuance of common stock -- -- 94,000
Proceeds from additional paid in capital -- -- 8,000
--------- --------- ----------
Net cash (used in) provided by
financing activities (32,382) (1,950) 331,456
--------- --------- ----------
Net (decrease) increase in cash 13,379 (52,117) 716
Cash -- beginning of period 1,519 52,833 --
--------- --------- ----------
Cash -- end of period $ 14,898 $ 716 $ 716
========= ========= ==========
Supplemental Disclosure of Cash Flow Information:
Interest paid $ -- $ -- $ --
========= ========= ==========
Income taxes paid $ 421 $ -- $ 422
========= ========= ==========
</TABLE>
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Item 2. Management's Discussion and Analysis of
Financial Condition and Result of Operations
The following is management's discussion and analysis of significant
factors which have affected the Registrant's financial position and operations
during the fiscal quarter that ended September 30, 1996.
Liquidity and Capital Resources
The activities of the registrant since its reorganization on January
16, 1996 have been financed by various loans.
The company currently owns three vehicles, a Land Cruiser, a BMW, and a
Dodge Colt. The company will also own the laboratory, including all of its
furnishings, once it is complete.
The company currently has a negative net worth. There is no assurance
that the company will, in fact, be able to raise adequate funding and actually
expand its operations as contemplated, or even to bring its present operations
to a profitable level.
Results of Operations
The company's revenues from its date of inception until September 30,
1996 is $83,069.00. The company has no revenue for the three months that ended
September 30, 1996.
The management of the company has continued to devote the company's
resources to the completion of the clinical laboratory in Engelwood Cliffs, New
Jersey.
Item 6. Exhibits and Reports on Form S-K
(a) Exhibits filed herewith:
None
(b) Current reports on Form 10KSB; dated April 17, 1997, filed with the
Securities and Exchange Commission.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
MEDCO HEALTH CORPORATION
By: /s/ FAHIM SAHRAIE
----------------------------
FAHIM SAHRAIE
President/Director
By: /s/ HASHEM SAHRAIE
---------------------------
HASHEM SAHRAIE
Secretary/Director
