U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report under Section 13 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 Securities Exchange Act
of 1934 for the Transition Period from __________ to _________
Commission file number 0-10006
AMERICAN RIVERS OIL COMPANY
---------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Wyoming 84-0839926
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
700 East Ninth Avenue, Suite 106, Denver, CO 80203
- -------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
(303) 832-1117
-------------------------
(Issuer's telephone number)
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
----- -----
The number of shares outstanding as of February 13, 1998 of the issuer's $.01
par value Common Stock and $.01 par value Class B Common Stock were 3,615,770
and 7,267,820, respectively.
Transitional Small Business Disclosure Format
(Check one):
Yes No X
----- -----
<PAGE>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 1997
(Unaudited)
ASSETS
Current Assets:
Cash $ 1,092
Oil and gas sales 89,425
Prepaid expenses and other 1,202
-----------
Total current assets 91,719
Oil and Gas Properties, at cost, using successful
efforts method:
Proved properties 1,395,060
Less accumulated depreciation, depletion
and amortization (174,486)
-----------
Net oil and gas properties 1,220,574
Other Assets 4,532
-----------
$ 1,316,825
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Note payable, bank $ 540,000
Payable to Class B stockholder 42,894
Current maturities of long-term debt 6,500
Accounts payable and accrued expenses 57,951
-----------
Total current liabilities 647,345
Long-Term Debt, less current maturities 81,880
Stockholders' Equity:
Preferred stock, $.50 par value; 5,000,000 shares
authorized; no shares issued --
Common stock, $.01 par value; 20,000,000 shares
authorized; 4,713,004 issued 47,130
Class B common stock, $.01 par value; 8,000,000 shares
authorized; 7,267,820 issued and outstanding 72,678
Additional paid-in capital 6,193,893
Accumulated deficit (3,996,359)
Less treasury stock, at cost, 1,097,234 of
common shares (1,729,742)
-----------
Total stockholders' equity 587,600
-----------
$ 1,316,825
===========
See accompanying notes to these consolidated financial statements.
- 2 -
<PAGE>
<TABLE>
<CAPTION>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
For the Three Months For the Nine Months
Ended December 31, Ended December 31,
1997 1996 1997 1996
---- ---- ---- ----
REVENUE:
<S> <C> <C> <C> <C>
Oil and gas sales $ 192,308 $ 223,235 $ 540,130 $ 542,801
Operator fees - 0 - 1,500 2,500 4,500
----------- ----------- ----------- -----------
Total revenue 192,308 224,735 542,630 547,301
EXPENSES:
Oil and gas production costs 123,486 106,434 339,755 285,090
Exploration expenses, dry holes
and abandonments 110,671 - 0- 114,798 - 0 -
General and administrative 105,464 160,619 348,387 405,070
Depreciation, depletion and
amortization 32,700 40,000 94,700 101,000
Provision for impairment of oil
property - 0 - - 0 - 2,275,440 - 0 -
----------- ----------- ----------- -----------
372,321 307,053 3,173,080 791,160
LOSS FROM OPERATIONS (181,013) (82,318) (2,630,450) (243,859)
OTHER (INCOME) AND EXPENSE:
Equity in loss of Bishop Capital
Corporation - 0 - 170,796 95,263 404,223
Interest expense 15,931 21,072 63,893 48,117
Gain on sale of oil and gas
properties (92,451) - 0 - (92,451) - 0 -
----------- ----------- ----------- -----------
(76,520) 191,868 66,705 452,340
----------- ----------- ----------- -----------
LOSS BEFORE INCOME
TAXES (103,493) (274,186) (2,697,155) (696,199)
DEFERRED INCOME TAX
BENEFIT - 0 - 95,400 232,000 251,400
----------- ----------- ----------- -----------
NET LOSS $ (103,493) $ (178,786) $(2,465,155) $ (444,799)
=========== =========== =========== ===========
See accompanying notes to these consolidated financial statements.
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</TABLE>
<PAGE>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(CONTINUED)
(Unaudited)
For the Three Months For the Nine Months
Ended December 31, Ended December 31,
1997 1996 1997 1996
---- ---- ---- ----
NET LOSS PER SHARE:
Common stock $ ( .01) $ ( .06) $ ( .23) $ ( .10)
========= ========= ========= =========
Class B common Stock $ ( .01) $ ( .04) $ ( .21) $ ( .02)
========= ========= ========= =========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING:
Common stock 3,615,770 3,296,942 3,615,770 3,013,746
========= ========= ========= =========
Class B common stock 7,267,820 7,717,820 7,267,820 7,267,820
========= ========= ========= =========
See accompanying notes to these consolidated financial statements
- 4 -
<PAGE>
<TABLE>
<CAPTION>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Nine Months
Ended December 31,
1997 1996
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss $(2,465,155) $ (444,799)
Adjustments to reconcile net loss to net cash provided by
(used in) operating activities:
Depreciation, depletion and amortization 94,700 101,000
Equity in loss of Bishop Capital Corporation 95,263 404,223
Deferred income tax benefit (232,000) (251,400)
Provision for impairment of oil and gas properties 2,275,440 - 0 -
Issuance of treasury shares for services 5,000 - 0 -
Changes in operating assets and liabilities:
(Increase) decrease in:
Oil and gas sales receivable 24,739 (70,041)
Other assets 16,230 3,051
Increase (decrease) in:
Payable to Class B shareholder 32,894 (20,704)
Payable to Bishop Capital Corporation - 0 - (21,809)
Accounts payable and accrued expenses (58,744) (83,237)
----------- -----------
Net cash provided by (used in) operating activities (211,633) (383,716)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition and development costs for oil and gas properties (38,672) (649,393)
Proceeds from sale of oil and gas properties 347,806) - 0 -
----------- -----------
Net cash provided by (used in) investing activities 309,134 (649,393)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings 68,648 803,866
Principal payments on borrowings (294,524) (134,522)
Proceeds from private placement of common stock - 0- 680,000
Private placement offering costs (6,800) (37,400)
----------- -----------
Net cash provided by (used by) financing activities (232,676) 1,311,944
Net increase (decrease) in cash (135,175) 278,835
Cash, beginning of period 136,267 275
----------- -----------
Cash, end of period $ 1,092 $ 279,110
=========== ===========
See accompanying notes to these consolidated financial statements.
- 5 -
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
CONTINUED
(Unaudited)
For the Nine Months
Ended December 31,
1997 1996
---- ----
Supplemental Information:
<S> <C> <C>
Cash paid for interest $ 63,893 47,598
========== ======
Supplemental Disclosure of Noncash Investing and Financing
Activities:
Debt incurred for acquisition of oil and gas properties $ 12,425 - 0 -
Spin-off of Bishop Capital Corporation to common
shareholders 1,595,190 - 0 -
Exchange of receivable for interest in oil and gas property 22,500 - 0 -
Issuance of common stock for property acquisition services 16,250
See accompanying notes to these consolidated financial statements.
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</TABLE>
<PAGE>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
In the opinion of management, all adjustments, consisting of normal recurring
accruals, have been made which are necessary for a fair presentation of the
financial position of the Company at December 31, 1997 and the results of
operations and cash flows for the three and six month periods ended December 31,
1997 and 1996. Quarterly results are not necessarily indicative of expected
annual results because of the impact of fluctuations in prices received for oil
and natural gas and other factors. For a more complete understanding of the
Company's operations and financial position, reference is made to the
consolidated financial statements of the Company, and related notes thereto,
filed with the Company's annual report on Form 10-KSB for the year ended March
31, 1997, previously filed with the Securities and Exchange Commission.
Certain reclassifications have been made to the 1996 financial statements to
conform to the presentation in 1997. The reclassifications had no effect on the
1996 net loss.
2. Spin-off of Bishop Capital Corporation
In November 1996, the Company's Board of Directors agreed to a pro rata
distribution of the outstanding common stock of Bishop Capital Corporation
("Bishop"). The Company's common stockholders of record on November 18, 1996
were entitled to the distribution of Bishop's shares which occurred on June 20,
1997. The Class B common stockholders did not participate in the distribution.
Accordingly, the consolidated statements of operations for the six months ended
December 31, 1997 only include the Company's equity in the loss of Bishop for
the period from April 1, 1997 through June 20, 1997.
3. Note Payable
The Company has a line-of-credit with a bank which provides for interest at the
prime rate plus 1% (9.5% at December 31, 1997). Borrowings under the
line-of-credit are collateralized by producing oil and gas properties. The
Company executed an amendment to the line-of-credit on December 29, 199. The
note is due March 13, 1998.
4. Net Loss Per Share
The computation of net loss per share is based on the rights of each class of
common stock. The Class B common stock was not entitled to participate in any
distribution of Bishop's shares which occurred on June 20, 1997. Accordingly,
the common shares were allocated 100% of Bishop's loss through June 20, 1997 and
a pro rata percentage of the remaining consolidated loss based on the ratio of
common shares outstanding to total common and Class B shares outstanding. The
Class B common shares were allocated the remaining pro rata percentage of the
loss.
- 7 -
<PAGE>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
(Unaudited)
5. Payable to Class B Stockholder
The payable to Class B stockholder includes borrowings since April 1, 1997, of
$53,500 of which $43,500 was repaid during the nine months ended December 31,
1997. The Company also entered into two transactions to purchase additional
interests in oil and gas properties owned by the Class B stockholder in exchange
for cash of $26,500, an exchange of a $22,500 receivable due from the Class B
stockholder and a $25,000 non-interest bearing note for equipment payable upon
sale of the property or abandonment of the lease. The note was recorded at the
present value of $12,425 based on a discount factor of 15% over the expected
life of the well.
6. Impairment of Oil and Gas Properties
The Company's proved oil and gas reserve estimates were re-evaluated as of
September 30, 1997 using updated well and reservoir engineering data. Based on
this information and other factors, the Company's estimated proved reserves on a
BOE (barrel of oil equivalent) basis decreased from 2,119,000 BOE at March 31,
1997 to 429,000 BOE at September 30, 1997 (after giving effect to the sale of
the Lake Hatch property discussed in Note 7). As a result of the re-evaluation
of the proved reserves and other factors, an impairment loss of $2,275,440 was
recorded to reflect the fair value of the oil and gas properties at September
30, 1997.
7. Sale of Lake Hatch oil and gas property
On October 3, 1997, the Company sold its Lake Hatch oil and gas property
realizing net proceeds of $423,691 of which $250,000 was used for principal
reduction on the bank line-of-credit. The Company realized a net gain of $92,451
on the sale. The Company used another $30,000 of such proceeds to repay a
portion of the payable to the Class B stockholder.
- 8 -
<PAGE>
AMERICAN RIVERS OIL COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the
Company's unaudited consolidated financial statements and notes thereto.
Forward-Looking Statements
The Company believes that this report contains certain forward-looking
statements, as defined in the Private Securities Litigation Reform Act of 1995,
including, without limitation, statements containing the words "believes,"
"anticipates," "estimates," "expects," "may" and words of similar import, or
statements of management's opinion. Such forward-looking statements involve
known and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements.
Results of Operations
Three Months Ended December 31, 1997 Compared to 1996
The Company's oil and gas sales revenue decreased by $31,000 or 14% in the
quarter ended December 31, 1997 compared to the corresponding quarter in 1996.
The primary factor in the decrease is attributed to the sale of the Lake Hatch
property referred to in note 7 to the financial statements. In the comparable
quarter of 1996 the revenues associated with this property were $30,000. The
production volume for oil decreased 18% and natural gas production volume
decreased 4% in the current quarter compared to the corresponding quarter in
1996. The average sales price of oil decreased 26% and the average sales price
of natural gas increased 10% for quarter ended December 31, 1997 compared to the
corresponding quarter in 1996.
The production volumes and average sales prices during the periods were as
follows:
Three Months Ended
December 31,
1997 1996
Oil production (barrels) 3,430 4,175
Average sales price per barrel $17.33 $ 23.34
Natural gas production (mcf) 60,733 63,236
Average sales price per mcf $ 2.19 $ 1.99
Oil and gas production costs were comparable in the quarter ended December 31,
1997 compared to the corresponding quarter in 1996. On a BOE basis (BOE means
barrel of oil equivalent, using a conversion ratio of six mcf of natural gas to
one barrel of oil), production costs per BOE were $7.80 compared to $7.37 for
the comparable quarter of 1996.
- 9 -
<PAGE>
General and administrative expenses decreased by $55,000 or 34% for the quarter
ended December 31, 1997 compared to the corresponding quarter in 1996 and is due
primarily to decreases in consulting and accounting fees.
Depreciation, depletion and amortization expense decreased by $7,000 or 18% in
the current quarter compared to the corresponding quarter in 1996 due to
decreased production volume, lower volume because of the sale of the Lake Hatch
property and the write-down of the amortizable cost base and a decrease in the
estimated proved reserves in the second quarter.
Exploration, dry holes and abandonments increased by $110,000 resulted from the
unsuccessful drilling of the Commonwealth of Kentucky #7 development well.
Since the distribution of Bishop Capital Corporation shares related to the
spin-off was completed in June 1997, the operations of Bishop subsequent to the
distribution date are no longer included in the Company's consolidated statement
of operations.
Interest expense decreased by $5,000 or 24% for the current quarter of 1997 over
the corresponding quarter of 1996 due to a lower average amount of debt
outstanding.
Nine Months Ended December 31, 1997 Compared to 1996
The Company's oil and gas sales revenue was relatively constant for the nine
months ended December 31, 1997 compared to the corresponding period in 1996.
Production volumes for oil increased by 4% and natural gas increased by 5% in
the current period compared to the corresponding period in 1996. The average
sales price of oil decreased 16% and the average sales price of natural gas
increased by 5% in the nine month period ended December 31, 1997 compared to the
corresponding period in 1996.
The production volumes and average sales prices during the periods were as
follows:
Nine Months Ended
December 31,
1997 1996
Oil production (barrels) 13,983 12,487
Average sales price per barrel $17.97 $ 21.38
Natural gas production (mcf) 164,751 157,172
Average sales price per mcf $ 1.83 $ 1.75
Oil and gas production costs increased $54,000 or 19% in the nine months ended
December 31, 1997 compared to the corresponding period in 1996 due to $5,000 for
repairs on the Ohio River #1 gas stripping plant and $5,700 on the reworking of
the Lake Hatch salt water disposal well. The balance of the increase represents
increased production costs not attributable to any one factor. Production costs
per BOE for the nine months ended December 31, 1997 were $8.36 (including $.39
per BOE for the Ohio River #1 and Lake Hatch repair costs) compared to $7.23 for
the comparable period in 1996.
- 10 -
<PAGE>
General and administrative expenses decreased $57,000 or 14% between the nine
months ended December 31, 1997 and the corresponding period in 1996. The
principal reason for the reduction is decreased consulting and accounting fees.
Depreciation, depletion and amortization expense in the current nine month
period was comparable to the 1996 period after considering the decrease
attributable to the Lake Hatch property sold.
The provision for impairment of oil and gas properties of $2,275,440 in the
current nine month period resulted from management analyzing and evaluating the
loss of proved undeveloped reserves resulting from the unsuccessful drilling of
the Commonwealth of Kentucky #7 development well and re-engineering of producing
properties with current operating data.
The equity in loss of Bishop decreased by $309,000 or 76% in the current nine
month period compared to the corresponding period in 1996 due to the
distribution in June 1997 of Bishop's shares related to the spin-off.
Interest expense increased by $16,000 or 32% for the nine months ended December
31, 1997 over the corresponding period in 1996 due to a higher average amount of
debt outstanding.
FINANCIAL CONDITION
At December 31, 1997, the Company had a working capital deficit of $556,000.
As a result of the Lake Hatch property sale in October 1997 in which a net gain
of approximately $92,000 was realized, the Company's future net cash flow from
oil and gas operations will decrease approximately $3,800 per month. The Company
also made a $250,000 principal reduction on the bank line-of-credit from the net
proceeds of $424,000 received from the sale.
The following summary table reflects the Company's cash flows for the nine
months ended December 31, 1997 and 1996:
Nine Months Ended
December 31,
1997 1996
---------- ----------
Net cash used in operating activities $ (211,000) $ (384,000)
Net cash provided by (used in) investing activities 309,000) (649,000)
Net cash provided (used in) by financing activities (233,000) 1,312,000
Net cash used in operating activities decreased to $211,000 for the nine months
ended December 31, 1997 compared to $384,000 for the nine months ended December
31, 1996 due primarily to an decrease in accounts payable and notes payable in
the 1997 period as compared to the 1996 period.
Net cash provided by investing activities of $309,000 for the nine months ended
December 31, 1997 resulted from sales of DJ Basin wells to unrelated third
parties combined with the sale of the Lake Hatch property offset by the
acquisition of additional working interests in the Ohio River #1 and Sparkle #1
- 11 -
<PAGE>
from a major Class B stockholder offset by. Net cash used in investing
activities of $649,000 for the nine months ended December 31, 1996 resulted from
the acquisition of additional working interests in producing oil and gas
properties in the Denver- Julesburg Basin from unrelated third parties and a
major Class B shareholder.
Net cash used in financing activities of $233,000 for the nine months ended
December 31, 1997 resulted from borrowings of $53,500 from a major Class B
shareholder offset by principal payments on borrowings of $294,000 and Nasdaq
listing fees of $7,000 for the issuance of additional shares relating to the
private placement. Net cash provided by financing activities of $1,312,000 for
the nine months ended December 31, 1996 resulted from borrowings of $704,000
from a bank, $100,000 from Bishop Capital Corporation offset by principal
payments on borrowings of $135,000. In addition, the Company received net
proceeds of $643,000 from the private placement of common stock.
In December, 1997, the Company extended its existing credit agreement with
Vectra Bank DTC Branch (formerly know as Professional Bank). As of December 31,
1997, approximately $540,000 was outstanding under such credit agreement, all of
which is due to be repaid on March 12, 1998. The Company will not have
sufficient funds generated by operations to repay the outstanding balance on
March 13, 1998. The Company is seeking replacement financing, but there can be
no assurance that the credit agreement will be extended or that sufficient new
financing will be available at such time. Failure by the Company to timely
extend the credit agreement or repay the amounts outstanding when due would have
a material adverse impact on the Company's operations and financial condition.
General
Based upon the poor results of the drilling of the Company's River Prospects,
the Board has decided to shift the emphasis of the Company from drilling its
River Prospects to the acquisition of producing assets with a view to growing
the Company based on less risky operations. To accomplish its goal, the Company
hired a new President, Mr. Rick Westerberg, a Petroleum Engineer graduate from
the Colorado School of Mines with substantial oil and gas property acquisition
experience effective October 1, 1997. Karlton Terry, the former President,
resigned from that post and will continue as Chairman of the Company. In
connection with the hiring of the new President, Karlton Terry and Jubal Terry
have agreed to certain salary reductions effective January 1, 1998 as well as
elimination of certain other Company paid benefits.
A comprehensive review of the Company reserves was conducted by management as a
result of unsuccessful drilling results (i.e.,Commonwealth of Kentucky #7 well)
and the six months operating history from April 1, 1997 to September 30, 1997 on
the Company's producing properties. The results of the updated reserve
evaluation are as follows:
<TABLE>
<CAPTION>
Proved Developed Proved Undeveloped
Reserves As Of Reserves as of
3/31/97 9/30/97 Reduction 3/31/97 9/30/97 Reduction
<S> <C> <C> <C> <C> <C> <C>
Gas (mcf) 3,250,000 1,452,000 (1,798,000) 1,293,000 386,000 (907,000)
Oil (bbls) 368,000 115,000 (253,000) 993,000 7,000 (986,000)
BOE basis 910,000 357,000 (553,000) 1,209,000 72,000 (1,137,000)
- 12 -
</TABLE>
<PAGE>
On a BOE equivalent basis, there was a 56% reduction (net of 5% from current six
months production) in proved developed reserves of which 22% was attributable to
the sale of the Lake Hatch property in October 1997, 21% from the loss of the
Bayou Chauvin lease and 13% from re-engineering the properties with six months
of additional production history (i.e., expenses and production decline rate
data).
On a BOE equivalent basis, there was a 94% reduction in proved undeveloped
reserves of which 82% was attributed to the unsuccessful Commonwealth of
Kentucky #7 development well on the Diamond Island River Prospect under the Ohio
River in Henderson County, Kentucky. The remaining 12% reduction was attributed
to re-engineering the projected total recoverable reserves of the undrilled
acreage on the Sistersville Prospect in West Virginia.
As a result of the re-evaluation of the proved reserves and other factors,
management reviewed the recoverability of the carrying amount of the properties
and recorded an impairment loss of $2,275,440 to reflect the fair value of the
oil and gas properties at September 30, 1997.
Although some viable River Lease prospects remain, management believes a shift
to a strategy focusing on acquisitions will create value and enhance the
liquidity of the Company's common stock. Accordingly, management is reviewing
and identifying quality producing oil and gas properties for potential
acquisition and examining alternative sources of long-term capital.
Many of the factors which may affect the Company's future operating performance
and long-term liquidity are beyond the Company's control, including, but not
limited to, oil and natural gas prices, the availability and attractiveness of
properties for acquisition, the adequacy and attractiveness of financing and
operational results. The Company is examining alternative sources of long-term
capital, including bank borrowings, the issuance of debt instruments and the
sale of equity securities of the Company. Availability of these sources of
capital and, therefore, the Company's ability to execute its operating strategy
will depend upon a number of factors, some of which are beyond the control of
the Company.
- 13 -
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Default Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
American River's Chairman of the Board of Directors, Karlton Terry,
has informed the Company that he is negotiating with a private party
to sell all of the shares of Class B Common Stock held by him,
together with all shares of Class B Common Stock held by KTOC and a
charitable organization founded by him, representing an aggregate of
5,228,000 shares of Class B Common Stock. The holders of Class B
Common Stock are entitled generally as a single class with the holders
of the Common Stock and, accordingly, a sale of such Class B Common
Stock by Mr. Terry and KTOC would constitute a change in control of
the Company. No definitive agreement with respect to such sale has
been reached however, and the Company cannot predict whether any such
agreement will be reached or the timing of any such sale if an
agreement is reached. Moreover, Mr. Terry has informed the Company
that the status of such negotiations is such that it is uncertain
whether all or only a portion of the shares held by him and such other
parties would be sold if an agreement is reached.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
Exhibit 27. Financial Data Schedule (submitted only in electronic
format)
b. Reports on Form 8-K
None
- 14 -
<PAGE>
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.
AMERICAN RIVERS OIL COMPANY
(Registrant)
Date: February 13, 1998 By: /s/ Richard E. Westerberg
-----------------------------------
Richard E. Westerberg
President
(Principal Executive Officer)
Date: February 13, 1998 By: /s/ Jubal Terry
-----------------------------------
Jubal Terry
Vice President and Acting
Chief Financial Officer
(Principal Financial Officer)
- 15 -
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> DEC-31-1997
<CASH> 1090
<SECURITIES> 0
<RECEIVABLES> 89425
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 91719
<PP&E> 1395060
<DEPRECIATION> 174486
<TOTAL-ASSETS> 1316825
<CURRENT-LIABILITIES> 647345
<BONDS> 0
0
0
<COMMON> 119808
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1316825
<SALES> 542630
<TOTAL-REVENUES> 542630
<CGS> 0
<TOTAL-COSTS> 3173080
<OTHER-EXPENSES> 2812
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 63893
<INCOME-PRETAX> (2697155)
<INCOME-TAX> (232000)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2465155)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> 0
</TABLE>
