FORM 10-QSB
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 fiscal quarter ended
November 30, 2000 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 0-10229
NORTHWEST GOLD, INC.
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(Exact Name of Company as Specified in its Charter)
Wyoming 81-0384984
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State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
877 North 8th West, Riverton, WY 82501
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(Address of principal executive offices) (Zip Code)
Company's telephone Number: (307) 856-9271
NONE
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(Former name, former address and former fiscal year, if changed since
last report)
Indicate by check mark whether the Company: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
Company was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
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State the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at January 5, 2001
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Common stock, $.001 par value 7,809,794 Shares
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NORTHWEST GOLD, INC.
Index
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Condensed Balance Sheet -- November 30, 2000 .........................3
Condensed Statements of Operations -- Three and Six Months
Ended November 30, 2000 and 1999.....................................4
Condensed Statements of Cash Flows for the Six
Months Ended November 30, 2000 and 1999..............................5
Notes to Condensed Financial Statements................................6
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations..................7
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K...............................8
Signatures.............................................................8
2
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NORTHWEST GOLD, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheet
November 30, 2000
(Unaudited)
<TABLE>
<S> <C>
ASSETS
CURRENT ASSETS:
Cash and temporary cash investments $ 12,000
Marketable securities 4,100
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TOTAL CURRENT ASSETS 16,100
PROPERTY AND EQUIPMENT, at cost 29,000
Less accumulated depreciation (29,000)
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--
OTHER ASSETS 1,900
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$ 18,000
==========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - affiliates $ 9,700
SHAREHOLDERS' EQUITY
Common stock, $0.001 par value;
unlimited shares authorized,
7,809,794 shares issued
and outstanding; 7,800
Additional paid-in capital 1,903,900
Accumulated deficit (1,901,300)
Unrealized holding loss on
marketable equity securities (2,100)
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8,300
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$ 18,000
===========
</TABLE>
3
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NORTHWEST GOLD, INC.
Condensed Statements of Operations
(Unaudited)
<TABLE>
<S> <C> <C> <C> <C>
Three Months Ended Six Months Ended
November 30, November 30,
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2000 1999 2000 1999
---- ---- ---- ----
REVENUES:
Interest $ 100 $ 100 $ 300 $ 200
COSTS AND EXPENSES:
General and
administrative 5,200 5,800 9,000 6,600
-------- ------- -------- --------
NET INCOME (LOSS) $(5,100) $(5,700) $(8,700) $(6,400)
======== ======= ======== =======
INCOME (LOSS)
PER SHARE $ * $ (0.02) $ * $ (0.02)
======== ======== ======== ========
WEIGHTED AVERAGE
NUMBER OF SHARES
OUTSTANDING 7,809,794 267,975 7,809,794 267,975
========= ======== ========= ========
</TABLE>
* Less than $.01 per share.
See accompanying notes to condensed financial statements.
4
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NORTHWEST GOLD, INC.
Condensed Statements of Cash Flows
(Unaudited)
<TABLE>
<S> <C> <C>
Six Months Ended
November 30,
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2000 1999
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CASH FLOWS FROM OPERATING ACTIVITIES: $(8,700) $(6,400)
Net Loss
Adjustments to reconcile
net loss to net cash
used in operating activities:
Increase in accounts
payable - affiliate 9,000 6,500
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NET CASH PROVIDED BY
OPERATING ACTIVITIES 300 100
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NET INCREASE IN CASH
AND CASH EQUIVALENTS 300 100
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 11,700 11,300
------- -------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $12,000 $11,400
======= =======
</TABLE>
See accompanying notes to condensed financial statements.
5
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NORTHWEST GOLD, INC.
Notes to Condensed Financial Statements
1) The Condensed Balance Sheet as of November 30, 2000, the Condensed
Statements of Operations for the three and six months ended November 30, 2000
and 1999, and the Condensed Statements of Cash Flows for the six months ended
November 30, 2000 and November 30, 1999 have been prepared by the Company
without audit. In the opinion of the Company, the accompanying financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to fairly present the financial position of the Company as
of November 30, 2000, the results of operations for the six and three months
ended November 30, 2000 and 1999, and cash flows for the six months then ended.
2) Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these financial
statements be read in conjunction with the Company's May 31, 2000 Form 10- KSB.
3) The results of operations for the periods ended November 30, 2000 and
1999 are not necessarily indicative of the operating results for the full year.
6
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Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Liquidity and Capital Resources
The Company's working capital decreased $10,000 during the six months ended
November 30, 2000. This decreased working capital to $6,400 as compared to
working capital of $16,400 at May 31, 2000. The decrease in working capital was
primarily as a result of an increase of $9,000 in accounts payable to
affiliates. The increase in accounts payable was as a result of the Company's
parent, U.S. Energy Corp. ("USE") paying certain administrative fees for Company
and a management fee of $500 per month. The other decrease in working capital is
as a result of the adjustment of the Company's investments in publically traded
companies, one of which is USE, to market.
The Company anticipates that it will be able to meet its operating
requirements for the remainder of the year ending May 31, 2001 unless U.S.
Energy Corp. should call for payment of its indebtedness. To continue operating
long-term, the Company must secure drilling or construction contracts.
Results of Operations
The Company had no revenues from operations during the most recently
completed six months ended November 30, 2000 or the corresponding six months of
the prior year ended November 30, 1999. The Company recorded interest revenues
of $300 and $200, respectively on funds held in interest bearing accounts,
during the six month periods ending November 30, 2000 and November 30, 1999.
General and administrative costs increased by $2,400 during the six months
ending November 30, 2000 from the same period of the previous year. This
increase is primarily as a result of increased stock transfer fees. Operations
resulted in losses of $8,700 and $6,400 for the six months ended November 30,
2000 and 1999, respectively.
The Company's operations consist primarily of administrative activities
associated with the preparation of reports and documents required by law.
7
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PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits. None.
(b) Reports on Form 8-K. There were no reports filed by the Company on
Form 8-K for the quarter ended November 30, 2000.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, hereunto duly authorized.
NORTHWEST GOLD, INC.
(Company)
Date: January 5, 2001 By: /s/ Harold F. Herron
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HAROLD F. HERRON,
Chief Executive Officer
Date: January 5, 2001 By: /s/ Robert Scott Lorimer
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ROBERT SCOTT LORIMER,
Principal Financial
Officer and Chief
Accounting Officer
8
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