<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
[X] ANNUAL REPORT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended April 30, 1996 Commission File No. 2-72974
Delaware 22-2350988
- --------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
VANHARBOUR INTERNATIONAL, INC. (formerly The Keebee Corporation)
------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
2568 West 45th. Ave., Vancouver, BC V6N 3L1
---------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 264-1308
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None 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___ No_X_
The aggregate market value of the voting stock held by non-affiliates (1) of the
registrant based on the average asked $.45 prices of such stock, during the
quarter ended April 30, 1996 is $4,892,106 based upon $.45 multiplied by the
10,871,347 Shares of Registrant's Common Stock held by non-affiliates.
The number of shares outstanding of each of the registrant's classes of common
stock, April 30, 1996 and May 28, 1996 is 10,871,347 all of the class $.001 par
value Common Stock.
DOCUMENTS INCORPORATE BY REFERENCE
See Item "14."
(1) Affiliates for purpose of this item refers to those persons who, during the
preceding 3 months, were officers, directors and/or owners of 5% or more of the
Company's outstanding stock.
<PAGE> 2
<TABLE>
<CAPTION>
VANHARBOUR INTERNATIONAL, INC.
FORM 10-K
Year Ended April 30, 1996
Table of Contents
PART I Page
<S> <C> <C>
Item 1. Business............................... 1
Item 2. Properties............................. 1
Item 3. Legal Proceedings...................... 1
Item 4. Submission of Matters to a Vote of
Securityholders........................ 1
PART II
Item 5. Market for Company's Common
Equity and Related Stockholder
Matters................................ 1
Item 6. Selected Financial Data................ 2
Item 7. Management's Discussion and Analysis
of Financial Condition and Results
of Operations.......................... 3
Item 8. Financial Statements and Supple-
mentary Data........................... 3
Item 9. Changes in and Disagreements with
Independent Public Accountants on
Accounting and Financial Disclosures... 4
PART III
Item 10. Directors and Executive Officers
of the Company......................... 4
Item 11. Management Remuneration and
Transactions........................... 5
Item 12. Security Ownership of Certain Bene-
ficial Owners and Management........... 5
Item 13. Certain Relationships and Related
Transactions........................... 6
PART IV
Item 14. Exhibits, Financial Statement
Schedules, and Reports on
Form 8-K............................... 6
Signatures............................................... 6
Supplemental Information and Exhibits.................... 7
Financial Statements..................................... F-1
</TABLE>
<PAGE> 3
PART I
Item I. Business
General
The Company has been dormant and inactive since 1994.
The Company is currently looking for a prospective business to acquire.
Due to the Company's current financial condition, such an acquisition would most
likely be accomplished through the issuance of currently authorized but unissued
shares of the Company's Common Stock. As of the date hereof, the Company has not
entered into and agreement with any potential business acquisition candidate.
No assurance can be given that the Company will successfully acquire a
new business that will be profitable.
Employees
At April 30, 1996, T.E. Gauthier was President and director and S.L.
Palmer was Secretary and director of the Company, and were the only employees of
the Company.
Item 2. Properties.
The Company utilizes office space at 2568 W. 45th. Ave.,
Vancouver, BC Canada. The premises are utilized on a $500.00 a month to
month lease.
Item 3. Legal Proceedings.
The Company is not presently a party to any material litigation, nor to
the knowledge of management is any material litigation threatened against the
Company which may materially affect the Company.
Item 4. Submission of Matters to a Vote of Securityholders.
The following matter was submitted to a vote of Securityholders in the
last quarter of the Company's fiscal year ended April 30, 1996:
1. A reverse stock split of 30 to 1.
PART II
Item 5. Market for Company's Common Equity and Related
Stockholder Matters .
(a) Marketing Information -- The principal U.S. market in which the
Company's Common Stock ($.001 par value, all of which are one class), are traded
or may trade is in the over-the-counter market. The following tables set forth
the range of high and low bid and ask prices for the Company's securities on a
quarterly basis from the most recent quarter through the past two fiscal years
as reported by the National Quotation Bureau (which reflect inter-dealer prices,
without retail mark-up, mark-down or commission and may not necessarily
represent actual transactions).
1
<PAGE> 4
<TABLE>
<CAPTION>
COMMON STOCK
Bid Prices Asked Prices
Period High Low High Low
<S> <C> <C>
Fourth Quarter ending April 30,
1996........................... unpriced unpriced
Third Quarter ending January 31,
1996........................... 1 1/4 3/8 5 1/4 1 3/8
Second Quarter ending October 31,
1995........................... .005 .001 .05 .01
First Quarter ending July 31,
1995........................... .005 .001 .05 .01
Fourth Quarter ending April 30,
1995........................... .0075 .001 .05 .01
Third Quarter ending January 31,
1995........................... .01 .005 .10 .02
Second Quarter ending October 31,
1994........................... .005 .001 .05 .02
First Quarter ending July 31,
1994........................... .001 .001 .05 .02
Fourth Quarter ending April 30,
1994........................... .001 .001 .05 .02
</TABLE>
(b) Holders -- There were approximately 199 holders of record of the Company's
Common Stock as of May 28, 1996, inclusive of those brokerage firms and/or
clearing houses holding the Company's securities for their clientele (with each
such brokerage house and/or clearing house being considered as one holder).
(c) Dividends -- The Company has not paid or declared any dividends upon its
Common Stock since its inception and, by reason of its present financial status
and its contemplated financial requirements, does not contemplate or anticipate
paying any dividends upon its Common Stock in the foreseeable future.
Item 6. Selected Financial Data.
<TABLE>
<CAPTION>
Summary of Operations
Year Ended April 30,
------------------------------------------------------
1996 1995 1994
---- ---- ----
<S> <C> <C> <C>
Revenues $-0- $-0- $-0-
Income (loss)
from continu-
ing operation $(85,728) $(97,682) $-0-
Income (loss)
from discon-
tinued operations $-0- $-0- $-0-
Net Income (loss) $(85,728) $(97,682) $-0-
Net Income (loss)
per share $(.01) $(.01) $-0-
</TABLE>
2
<PAGE> 5
<TABLE>
<CAPTION>
Summary of Balance Sheet Data
Year Ended April 30,
--------------------------------------------------------
1996 1995 1994
---- ---- ----
<S> <C> <C> <C>
Total Assets $100,000 $100,000 $-0-
Working Capital
(Deficit) $-0- $(67,682) $-0-
Stockholders'
Equity (Deficit) $100,000 $ 32,318 $-0-
</TABLE>
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations
Fiscal Year ended April 30, 1996 Compared to Fiscal Year ended April 30, 1995
During the fiscal year ended April 30, 1996, the Company did not
generate any revenue the same as fiscal 1995. Although there was no revenues,
costs of services and general and administrative expenses decreased from $97,682
in fiscal 1995 to $85,728 in fiscal 1996. As a result, the Company realized
income loss of $85,728 in fiscal 1996 as compared to a loss of $97,682 in fiscal
1995.
The Company is currently looking for a prospective business to acquire.
Due to the Company's current financial condition, such an acquisition would most
likely be accomplished through the issuance of currently authorized but unissued
shares of the Company's Common Stock. As of the date hereof, the Company has not
entered into an agreement with any potential business acquisition candidate.
Fiscal Year ended April 30, 1995 Compared to Fiscal Year ended April 30, 1994
The Company was dormant and inactive during this period.
Liquidity and Capital Resources
The Company has not required significant liquidity or capital due to
its dormant and inactive state.
The Company is currently looking for a prospective business to acquire.
However, as of April 30, 1996, the Company had only $100,000 in assets and no
working capital. Due to the Company's limited financial resources, such an
acquisition would most likely be accomplished through the issuance of currently
authorized but unissued shares of the Company's Common Stock. As of the date
hereof, the Company has not entered into an agreement with any potential
business acquisition candidate ( see Item 1. "Business").
Item 8. Financial Statements and Supplementary Data.
The following financial statements have been prepared in
accordance with the requirements of Regulation S-X and supplementary financial
information included herein has been prepared in accordance with Item 302 of
Regulation S-K.
3
<PAGE> 6
<TABLE>
<CAPTION>
VANHARBOUR INTERNATIONAL, INC.
FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION
YEAR ENDED APRIL 30, 1996
INDEX
Page Number
<S> <C>
Reports of Independent Public Accountants F-1
Balance Sheets - April 30, 1996, 1995 and 1994 F-2
Statements of Operations for each of the
Three years in the Period Ended
April 30, 1996 F-3
Statements Stockholders Equity (Deficit)
for each of the three Years ended in
the Period Ended April 30, 1996 F-4
Statements of Cash Flows for the Years
ended April 30, 1996, 1995 and 1994 F-5
Notes to Financial Statements F-6-F-8
Schedules
i Marketable Securities F-9
x Supplementary Income Statement Information F-10
</TABLE>
All other schedules of the Company have been omitted because they are
inapplicable or not required, or the information is included elsewhere in the
financial statements or notes thereto.
Item 9. Changes in and Disagreements with Independent Public
Accountants on Accounting and Financial Disclosures.
There have been no disagreements with the Company's accountants with
respect to accounting and/or financial disclosure.
PART III
Item 10. Directors and Executive Officers of the Company.
The Directors and Executive Officers of the Company as of April 30,
1996 and the date hereof are as follows:
<TABLE>
<CAPTION>
Percentage
Number of of Common Stock
Shares Owned Owned (1)
Name and ------------------ ------------------
Address Position(s) Held 4/30/95 5/28/96 4/30/95 5/28/96
- ------- ----------------
<S> <C> <C> <C> <C>
T.E. Gauthier President
Vancouver, BC and Director 16,000,000 533,334 61% 5%
S.L. Palmer Secretary
Vancouver, BC and Director 4,000,000 133,334 15% 1.2%
</TABLE>
(1) Based upon 10,871,347 shares outstanding as of April 30, 1996 and
May 28, 1996.
Directors are elected to serve until the next annual meeting of
stockholders and until their successors have been elected and have
4
<PAGE> 7
qualified. Officers are appointed to serve until the meeting of the Board of
Directors following the next annual meeting of stockholders and until their
successors have been elected and have qualified.
A summary of the business experience of T.E. Gauthier and S.L. Palmer
respectively the President and the Secretary of the company is as follows:
THOMAS GAUTHIER, age 37, is currently the President and a Director of
the Company. He has had several years experience sitting on Boards of several
companies. He owns and operates his own private company and he has a Computer
Programming Degree.
S.L. PALMER, age 39, is currently Secretary/Treasurer and a
Director of the Company. She has been involved extensively in sales and
marketing and has been active in the environment for many years. She
owns her own environmental company and has for 6 years.
Item 11. Management Remuneration and Transactions.
Executive Compensation
No compensation was paid for services rendered in any capacity to the
Company during its fiscal year ended April 30, 1996 to the President or the
Secretary of the Company.
Item 12. Security Ownership of Certain Beneficial Owners and
Management.
(a) Security Ownership of Certain Beneficial Owners -- The persons
listed in the chart below are known to the Company to be the beneficial owners
of more than 5% of the 10,871,347 Shares of the Company' outstanding Common
Stock as of April 30, 1996 and May 28, 1996.
(b) security Ownership of Management -- The number and percentage of
Shares of Common Stock of the Company owned of record and beneficially by each
officer and director of the Company and by all officers and directors of the
Company as a group are set forth on the chart below.
<TABLE>
<CAPTION>
Name and Address Percent
of Amount and Nature of of
Title of Class Beneficial Owner Beneficial Ownership Class(4)
<S> <C> <C> <C>
All $.001 Thomas Gauthier 533,334(1) 5%
6294 St. Catherines St.
Vancouver, BC
S. L. Palmer 133,334(1) 1.2%
2568 W. 45th Ave
Vancouver, BC
</TABLE>
(1) Based upon 10,871,347 shares outstanding as of April 30, 1996 and
May 28, 1996.
5
<PAGE> 8
Item 13. Certain Relationships and Related Transactions.
November 16, 1994, The Company purchased the North American Licensing
Rights to a product called "Biolyte", by the issuance of 20,000,000 shares of
its' Common Stock (See note 2 to the financials).
The Company is currently in negotiations with another company regarding
an acquisition/merger (See note 3 to the financials).
PART IV
Item 14. Exhibits, Financial Statements and Schedules, and Reports on
Form 8-K.
Financial Statements and Schedules
Reference is herewith made to page _ of this 10-K with respect to the
Index for all financial statements and schedules filed as a part thereof.
Reports on Form 8-K
During the last quarter of fiscal 1996 there was no reports on Form
8-K.
Exhibits
Statements contained in this 10-K as to the contents of any agreement
or other document referred to are not complete, and where such agreement or
other document is an exhibit to the Company's Registration Statement or is
included in the forms indicated above, each statement is deemed to be qualified
and amplified in all respects by such provisions.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Dated: June 20, 1996
VANHARBOUR INTERNATIONAL,INC.
By: /s/ Thomas Gauthier
-----------------------------------------
T.E. Gauthier, President
Pursuant to the requirements of the Securities and Exchange Act or
1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURES TITLE DATE
<S> <C> <C>
/s/ Thomas Gauthier President May 28, 1996
- ----------------------------- and Director
T.E. Gauthier
/s/ S. L. Palmer Secretary May 28, 1996
- ----------------------------- and Director
S.L. Palmer
</TABLE>
6
<PAGE> 9
SUPPLEMENTAL INFORMATION AND EXHIBITS
Supplemental Information to be furnished with reports filed pursuant to
Section 15(d) of the Act by Registrants which have not registered Securities
pursuant to Section 12 of the Act.
NONE
7
<PAGE> 10
VANHARBOUR INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
AUDITED
FINANCIAL STATEMENTS
APRIL 30, 1996 AND 1995
GERALD R.HINSHAW
CERTIFIED PUBLIC ACCOUNTANT
113 DEERPATH DRIVE, BOX 250
MINOOKA, ILLINOIS 60447
PHONE: (815) 467-2111
FAX: (815) 467-2116
<PAGE> 11
VANHARBOUR INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
APRIL 30, 1996 AND 1995
TABLE OF CONTENTS
PAGE
----
INDEPENDANT AUDITORS' REPORT 1
RESPONSIBILITY FOR FINANCIAL STATEMENTS 2
FINANCIAL STATEMENTS
BALANCE SHEETS 3
STATEMENTS OF OPERATIONS AND DEFICIT ACCUMULATED 4
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY 5
STATEMENTS OF CASH FLOWS 6
NOTES TO FINANCIAL STATEMENTS 7-8
<PAGE> 12
[HINSHAW LETTERHEAD]
AUDITORS' REPORT
To the Board of Directors
Vanharbour International, Inc.
8623 Granville St.
Vancouver,B. C., Canada
I have audited the accompanying balance sheets of Vanharbour International, Inc.
(A development stage company), as of April 30, 1996 and 1995, and the related
statements of operations, deficits accumulated during the development stage,
shareholders' equity and cash flows, for the periods then ended. These financial
statements are the responsibility of the company's management. My responsibility
is to express an opinion on these financial statements based upon my audit.
I conducted my audits in accordance with generally accepted auditing standards.
These standards require that I plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
mis-statements. An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
I believe that my audits provide a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Vanharbour International, Inc. as
of April 30, 1996 and 1995, and the results of its operations and its cash flows
for the periods then ended in conformity with generally accepted accounting
principles.
The company has not commenced operations since it terminated operations in 1990
and is considered a development stage enterprise. The company has not received
adequate funding to date which raises doubt about its ability as a going
concern.
/s/ Gerald R. Hinshaw
- ---------------------------
GERALD R. HINSHAW
Certified Public Accountant
May 6, 1996
-1-
MEMBER
AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
ILLINOIS SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS
MICHIGAN ASSOCIATION OF CERTIFIED PUBLIC ACCOUNTANTS
<PAGE> 13
VANHARBOUR INTERNATIONAL, INC
Suite 301
8623 Granville St.
Vancouver, BC V6P 5A1
Telephone: 604-871-3357
Fax: 604-261-8970
VANHARBOUR INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
RESPONSIBILITY FOR FINANCIAL STATEMENTS
We have prepared the accompanying financial statements and related information
included herein for the period ending April 30, 1996 and 1995.
The management of Vanharbour International, Inc. is primarily responsible for
the accuracy of the financial information that is presented in this annual
report. These statements were prepared in accordance with generally accepted
accounting principles and where appropriate, we used our estimates and judgment
with consideration to materially.
To meet management's responsibility for financial reporting, we have established
internal control systems which we believe are adequate to provide reasonable
assurance that our assets are protected from loss. These systems produce data
used for the preparation of financial information.
We believe internal control systems should be designed to provide accurate
information at a reasonable cost which is not out of line with the benefits to
be received. These systems and controls are reviewed by our independent
accountants to support their audit work.
The Board of Directors are responsible for overseeing the integrity and
reliability of the company's accounting and financial reporting practices and
the effectiveness of its system of internal controls.
/s/ Thomas Gauthier
- ------------------------------------------------------
THOMAS GAUTHIER, President and Director
/s/ S. Palmer
- ------------------------------------------------------
S.L. Palmer, Secretary and Director
-2-
<PAGE> 14
VANHARBOUR INTERNATIONAL, INC.
(A Development Stage Company)
BALANCE SHEETS
April 30,
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
ASSETS $ -0- $ - 0-
OTHER ASSETS (Note 1)
Licensing rights - N.A. (NOTE 2) 100,000 100,000
----------- -----------
TOTAL ASSETS $ 100,000 $ 100,000
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued Expenses $ -0- $ 67,682
----------- -----------
TOTAL LIABILITIES $ -0- 67,682
----------- -----------
STOCKHOLDERS' EQUITY
Common stock, $.001 par value,
100,000,000 shares authorized,
Shares issued and outstanding:
1996 (10,871,347); $ 10,871
1995 (26,140,399) $ 26,140
Additional Paid-in Capital 1,529,162 1,360,483
Deficit accumulated during
development stage (1,440,033) (1,354,305)
----------- -----------
TOTAL SHAREHOLDERS' EQUITY $ 100,000 $ 32,318
----------- -----------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $ 100,000 $ 100,000
=========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
-3-
<PAGE> 15
VANHARBOUR INTERNATIONAL, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS AND DEFICIT ACCUMULATED
DURING THE DEVELOPMENT STAGE
<TABLE>
<CAPTION>
============================================================================================
Deficit Accumulated
Inception
April 30, April 30, 1981 to
1996 1995 1994 April 30, 1993
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Revenues $ -0- $ -0- $ -0- $ 202,685
- -------------------------------------------------------------------------------------------
(1) (1)
Expenses $ 85,728 $ 97,682 $ -0- $ 1,459,308
- -------------------------------------------------------------------------------------------
Net Income(Loss) $ (85,728) $ (97,682) $ -0- $(1,256,623)
- -------------------------------------------------------------------------------------------
Deficit Accumulated
During Development Same as
Stage $(1,440,033) $(1,354,305) 1993 $(1,256,623)
===========================================================================================
EARNINGS (LOSS)
PER SHARE $ (.01) $ (.01) $ -0- $ (.17)
===========================================================================================
</TABLE>
(1) Accrued management consulting fees and travel expenses. All retired by
issuance of 5,100,000 shares of common stock on November 16, 1994 and
10,000,000 shares of common stock on April 3, 1996.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
-4-
<PAGE> 16
VANHARBOUR INTERNATIONAL, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Deficit
Common Stock Accumulated
------------------- Additional During
No. of Paid-in Development
Shares Amount Capital Stage
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balances,
April 30,
1993, 1994 208,079,742 $20,808 $1,235,815 $(1,256,623)
- ---------------------------------------------------------------------------------------------------------------
Reverse Stock Split/P.V. Changes
200 to 1/P.V. to $.001/9/28/94
New Balances
9/28/94 1,040,399 $ 1,040 $1,255,583 $(1,256,623)
- ---------------------------------------------------------------------------------------------------------------
Shares issued for
N.A. licensing
Rights - Biolyte
11/16/94 20,000,000 $20,000 $ 80,000 -0-
Shares issued
for debt of
$30,000
11/16/94 5,100,000 $ 5,100 $ 24,900 -0-
Profit (Loss)
thru 4/30/95 N/A N/A N/A (97,682)
- ---------------------------------------------------------------------------------------------------------------
Balances,
April 30,
1995 26,140,399 $26,140 $1,360,483 $(1,354,305)
- ---------------------------------------------------------------------------------------------------------------
Reverse Stock Split
30 to 1 - 2/24/96
New Balances
2/24/96 871,347 $ 871 $1,385,752 $(1,354,305)
- ---------------------------------------------------------------------------------------------------------------
Shares issued
for debt of
$153,410
4/3/96 10,000,000 $10,000 $ 143,410 -0-
Profit (Loss)
thru 4/30/96 N/A N/A N/A (85,728)
- ---------------------------------------------------------------------------------------------------------------
Balances
April 30
1996 10,871,347 $10,871 $1,529,162 $(1,440,033)
===============================================================================================================
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
-5-
<PAGE> 17
VANHARBOUR INTERNATIONAL, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
April 30, Inception
---------- April 30, 1981 to
1996 1995 1994 April 30, 1993
- ------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (Loss) $ (85,728) $ (97,682) $ -0- $(1,256,623)
Adjustments for:
Inc. (Dec.) in
Accts. Payable (67,682) 67,682 -0-
- ------------------------------------------------------------------------------
NET CASH PROVIDED
(USED) BY OPERATING
ACTIVITIES $(153,410) $ (30,000) $ -0- $(1,256,623)
- ------------------------------------------------------------------------------
CASH FLOWS FROM
INVESTING
ACTIVITIES
Lic. Rightss $ -0- $(100,000) $ -0- $ -0-
- ------------------------------------------------------------------------------
CASH FLOWS FROM
FINANCING
ACTIVITIES
Proceeds from
sale of stock $ 153,410 130,000 $ -0- $ 1,256,623
- ------------------------------------------------------------------------------
NET CASH PROVIDED
FROM FINANCING
ACTIVITIES $ 153,410 $ 130,000 -0- $ 1,256,623
- ------------------------------------------------------------------------------
Net Increase
(Decrease)
in cash $ -0- $ -0- $ -0- $ -0-
CASH-BEG. OF YR. $ -0- $ -0- $ -0- $ -0-
- ------------------------------------------------------------------------------
CASH - END OF YR. $ -0- $ -0- $ -0- $ -0-
==============================================================================
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
-6-
<PAGE> 18
VANHARBOUR INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
April 30, 1996 and 1995
-7-
<PAGE> 19
VANHARBOUR INTERNATIONAL, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
April 30, 1996 and 1995
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization
The Company was incorporated on April 30, 1981 under the laws of the State of
Delaware. The Company engaged in the oil and gas industry but became inactive in
1990 and has remained inactive until recently. On July 25, 1983 the company's
name was changed to The Keebee Corporation. On February 24, 1996 the Company's
name became Vanharbour International, Inc.
The Company is considered a development stage company as defined in Statement of
Financial Accounting Standards No. 7, "Accounting and Reporting by Development
Stage Enterprises."
Income Taxes - No provision for income taxes have been made because the Company
has not been profitable.
Dividends - The company has not paid dividends since inception.
NOTE 2 - GOING CONCERN
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles, which contemplate continuation of the
Company as a going concern. It is management's intentions to raise additional
working capital, acquire other assets and/or merge with another company to
ensure profitable operations. If funds and other assets are not acquired, there
is substantial doubt about the company's ability to continue as a going concern.
NOTE 3 - SUBSEQUENT EVENTS
The company is presently negotiating with several companies for the acquisition
of certain technological assets that will allow the Company to commence
operations by July 1, 1996.
-8-
<PAGE> 20
EXHIBITS INDEX
Exhibit No. Description
27 FINANCIAL DATA SCHEDULE
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> APR-30-1996
<PERIOD-START> MAY-01-1995
<PERIOD-END> APR-30-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> $100,000
<DEPRECIATION> 0
<TOTAL-ASSETS> $100,000
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> $10,871
<OTHER-SE> $89,129
<TOTAL-LIABILITY-AND-EQUITY> $100,000
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> $85,728
<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> $85,728
<EPS-PRIMARY> $0.01
<EPS-DILUTED> $0.01
</TABLE>
