SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended September 30, 1995
Commission File Number 0-10701
TATONKA ENERGY, INC.
(Exact name of registrant as specified in its charter)
Oklahoma, U.S.A.
(State or other jurisdiction of incorporation or organization)
73-1457920
(I.R.S. Employer Identification No.)
9320 East Central
Wichita, Kansas
(address of principal executive offices)
67206
(Zip Code)
Registrant's telephone number, including area code (316)
636-2667.
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 X No ___
Indicate the number of shares outstanding of each
of the issuer's classes of common stock at the close
of the period covered by this report.
5,540,556 shares of common stock, $.001 par value.
135,139 shares of Series A non-voting preferred stock,
$1 par value.
Transitional Small Business Disclosure Format
(Check one): Yes ___ No X
<PAGE>
PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>
TATONKA ENERGY, INC.
BALANCE SHEETS
September 30, December 31,
1995 1994
(Unaudited)
--------- ---------
ASSETS
<S> <C> <C>
CURRENT ASSETS
Cash and cash
equivalents 120,407 146,488
Accounts receivable
from affiliates -- 10,594
--------- ---------
Total current
assets 120,407 157,082
PROPERTY AND EQUIPMENT,
AT COST, NET 14,425 16,702
--------- ---------
Total Assets 134,832 173,784
========= =========
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES
Accounts payable
includes $2,000 and
$7,294 to affiliate
at 9/30/95 and
12/31/94,
respectively) 3,258 8,390
--------- ---------
Total current
liabilities 3,258 8,390
--------- ---------
STOCKHOLDERS' EQUITY
Series "A" non-voting 135,139 139,251
preferred stock
authorized, 5,000,000
shares of $1 par
value, issued and
outstanding, 135,139
and 139,251 shares
at 9/30/95 and
12/31/94,
respectively
Common stock, 5,541 5,513
authorized 50,000,000
shares of $.001 par
value, issued
5,540,556 and
5,513,143 at 9/30/95
and 12/31/94,
respectively
Paid-in Capital 5,282,634 5,278,550
Accumulated deficit (5,289,030) (5,255,210)
Treasury stock
at cost - 25,000
common shares (2,710) (2,710)
--------- ---------
Total Stockholders'
Equity 131,574 165,394
--------- ---------
Total Liabilities and
Stockholders'
Equity 134,832 173,784
========= =========
<FN>
The accompanying notes are an integral part of these
financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
TATONKA ENERGY, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
3 MOS ENDED SEP 30, 9 MOS ENDED SEP 30,
1995 1994 1995 1994
-------- -------- -------- --------
<S> <C> <C> <C> <C>
REVENUE
Loss on sale
of asset -- -- -- (22,076)
Other 1,447 1,077 3,959 5,684
-------- -------- -------- --------
Total
revenue 1,447 1,077 3,959 (16,392)
-------- -------- -------- --------
COSTS AND EXPENSES
Cost of oil
and gas
sales -- -- -- 472
Depreciation,
depletion
and
amortization 759 379 2,277 1,137
General and
administrative 9,089 23,974 35,502 102,790
Lawsuit
settlement -- -- -- 34,240
-------- -------- -------- --------
Total costs
and
expenses 9,848 24,353 37,779 138,639
-------- -------- -------- --------
NET LOSS (8,401) (23,276) (33,820) (155,031)
======== ======== ======== ========
NET LOSS PER
COMMON SHARE (.00) (0.01) (0.01) (0.03)
======== ======== ======== ========
WEIGHTED
AVERAGE
NUMBER OF
SHARES
OUTSTANDING 5,540,556 5,488,143 5,528,808 5,497,025
========= ========= ========= =========
<FN>
The accompanying notes are an integral part of these
financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
TATONKA ENERGY, INC.
STATEMENTS OF CASH FLOW
(Unaudited)
9 MOS ENDED SEP 30,
1995 1994
--------- ---------
<S> <C> <C>
Cash flows from
operating activities: Net loss from
continuing
operations (33,820) (155,031)
Adjustments to
reconcile net
loss to net cash
used in operating
activities
Depreciation,
depletion and
amortization 2,277 1,137
Lawsuit settlement -- 34,240
Changes in operating
assets and liabilities:
Decrease in accounts
receivable 10,594 --
Decrease in oil and
gas distributions
payable -- (5,271)
Increase (decrease)
in trade
accounts payable (5,132) 5,301
--------- ---------
Net cash used in
operating
activities (26,081) (119,624)
Cash flows from
investing activities:
Purchase of treasury
stock -- (3,750)
--------- ---------
Net decrease in cash (26,081) (123,374)
Cash and cash
equivalents at
beginning of year 146,488 297,956
--------- ---------
Cash and cash
equivalents at end
of year 120,407 174,582
========= =========
<FN>
The accompanying notes are an integral part of these
financial statements.
</TABLE>
<PAGE>
TATONKA ENERGY, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
Condensed financial statements
The balance sheet of Tatonka Energy, Inc. (the "Company")
as of September 30, 1995, the statements of operation for
the quarters and nine months ending September 30, 1995 and
1994, and the statements of cash flows for the periods then
ended have been prepared by the Company, without audit.
In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present
fairly the financial position, results of operations and
cash flows for all periods presented have been made.
The balance sheet at December 31, 1994 has been taken from
the audited financial statements at that date, and
condensed. Certain other 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 condensed financial statements be read in
conjunction with the Company's audited financial statements
and notes thereto included in its December 31, 1994 annual
report to shareholders. The results of operations for the
period ended September 30, 1995 are not necessarily
indicative of the operating results for the full year.
For purposes of the statements of cash flows, only cash
is used as the Company does not have any items meeting
the definitions of cash equivalents contained in Statement
of Financial Accounting Standards No. 95.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Nine months ended September 30, 1995 versus
nine months ended September 30, 1994
Results of Operations
Other income decreased by $1,725 for the nine month period
ended September 30, 1995 and increased by $370 for the
three month period ended September 30, 1995, as compared to
the same periods for 1994. This is due to changes in
interest income.
Cost of oil and gas sales decreased by $472 for the nine
month period ended September 30, 1995, as compared to the
same period for 1994. The reason for the decrease was
the Company's disposal of all oil and gas properties in 1994.
Depreciation, depletion and amortization increased by $1,140
for the nine month period ended September 30, 1995, as
compared to the same period for 1994. General and
administrative expenses decreased by $67,288 for the nine
month period ended September 30, 1995 and decreased by
$14,885 for the three month period ended September 30, 1995,
as compared to the same periods for 1994. This decrease
is mainly due to professional services involved in the
lawsuit settlement and the selling of the stock of
Sooner Acquisition Corporation, a wholly owned subsidiary.
(See notes on sale of subsidiary below).
The Company was a co-defendant in a lawsuit involving an
alleged breach of contract, accounting conversion
and a declaratory judgment based on the Company's alleged
failure to remit to plaintiff revenues from oil and gas
interests on which plaintiff purportedly held a lien.
A settlement was reached, whereas the plaintiff dismissed
all charges in exchange for assignment of the Company's
interest in all oil and gas properties except the Tippens
and Alma Neece leases. The effective date of the settlement
was January 1, 1994. The 10% discounted value of the
assigned properties at January 1, 1994 was $33,560. In
the opinion of management, it was in the best interest of
the Company to settle the lawsuit.
Effective May 1, 1994, the Company sold all capital stock of
its wholly owned subsidiary, Sooner Acquisition Corp. As of
the effective date, Sooner Acquisition Corp. will no longer
be included in the consolidated group. The only oil and
gas properties remaining in Sooner Acquisition Corp. were
the Tippens and Alva Neece leases. These properties had a
10% discounted value of $3,297 at January 1, 1994. The
Company recognized a loss of $22,076, resulting from the
sale.
Liquidity and Capital Resources
The Company's working capital at September 30, 1995 was
$117,149 versus $148,692 at December 31, 1994, for a
decrease in working capital of $31,543 This is due to
the payment of administrative fees such as audit and
management fees.
Management is of the opinion that the Company is dependent
upon obtaining additional working capital to continue
operations. The Company's immediate needs for working
capital include development or purchase of oil and gas
properties. The Company is currently looking to acquire
larger working interest in a small number of properties
with increased upside potential. In the future, the
Company's efforts to obtain additional capital include
continuing efforts to conduct a public or private offering
of the Company's equity securities, and proposed
acquisitions of additional oil and gas properties in
exchange for common stock of the Company. During 1994,
management met with several investment bankers and broker-
dealers in an effort to generate interest in conducting a
public offering of the Company's securities. However, as
of September 30, 1995 such discussions had not resulted in
an agreement for such offering. Nonetheless, the Company
will continue to investigate opportunities which are
presented through the contacts of management.
The Company does not have a formal plan for capital
expenditures in 1995 and will continue to depend on
internally generated funds as its major source of liquidity,
as it has no unused line of credit or any formal
arrangements with any lending institution to borrow any
funds.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company was a co-defendant in a lawsuit involving an
alleged breach of contract, accounting conversion and
a declaratory judgment based on the Company's alleged
failure to remit to plaintiff revenues from oil and gas
interests on which plaintiff purportedly held a lien.
A settlement was reached, whereas the plaintiff dismissed
all charges in exchange for assignment of the Company's
interest in all oil and gas properties except the Tippens
and Alma Neece leases. The effective date of the settlement
was January 1, 1994. The 10% discounted value of the
assigned properties at January 1, 1994 was $33,560.
In the opinion of management, it was in the best interest
of the Company to settle the lawsuit at this time.
Item 2. Changes in Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security
Holders
On September 1, 1994, at the Extraordinary General
Meeting of members, a special resolution was passed for
the continuance of the Company as a Wyoming corporation
in the United States. After the continuation, a "foreign
merger" with a wholly-owned subsidiary company,
incorporated under the laws of the State of Oklahoma,
occurred. The principal purpose of the continuation
and subsequent merger was to effect a change of situs of
the Company and cause it to cease to be a resident of Canada
for tax purposes. As of September 30, 1994, Sooner Energy
Corp. merged with its wholly owned subsidiary, Tatonka
Energy, Inc., with Tatonka Energy, Inc. being the
surviving entity.
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits: None
B. Reports on Form 8-K: Not applicable.
SIGNATURES
Pursuant to the requirements 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.
TATONKA ENERGY, INC.
Date: November 9, 1995 By: C. J. Lett, III
C. J. Lett, III
President
Date: November 9, 1995 By: Dean Pattisson
Dean Pattisson
Secretary
<TABLE> <S> <C>
<ARTICLE> 5
<CAPTION>
BALANCE SHEET
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 120407
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 120407
<PP&E> 14425
<DEPRECIATION> 0
<TOTAL-ASSETS> 134832
<CURRENT-LIABILITIES> 3258<F1>
<BONDS> 0
0
135139
<COMMON> 5541
<OTHER-SE> (9106)
<TOTAL-LIABILITY-AND-EQUITY> 134832
<CAPTION>
INCOME STATEMENT
<S> <C>
<SALES> 0
<TOTAL-REVENUES> 3959
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 37779
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (33820)
<INCOME-TAX> 0
<INCOME-CONTINUING> (33820)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (33820)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
<FN>
<F1> INCLUDES $2,000 TO AFFILIATE AT 9/30/95.
</TABLE>
