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 Quarter Ended June 30, 1997
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: 0-10893
ABF ENERGY CORP.
(Exact Name of Registrant as Specified in its Charter)
Delaware 13-3007167
State or other jurisdiction of I.R.S. Employer
incorporation or organization Identification No.
120 Charlotte Place, Englewood Cliffs, NJ 07632
(Address of Principal Executive Office) (Zip Code)
201-568-1554
(Registrant's telephone number including area code)
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
The number of shares of registrant's Common Stock, $.00005 par value,
outstanding as of June 30, 1997 was 132,695,000 shares.
<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
INDEX
Page
Number
PART I - FINANCIAL INFORMATION:
Item 1. Financial Statements
Consolidated Balance Sheet - June 30, 1997....................... 1
Consolidated Statement of Operations - For the Six and Three
Months Ended June 30, 1997 and 1996.............................. 2
Consolidated Statement of Cash Flows - For the Six Months Ended
June 30, 1997 and 1996........................................... 3
Notes to Financial Statements.................................... 4
Item 2. Management's Discussion and Analysis...................... 5
PART II - OTHER INFORMATION................................................. 6
SIGNATURES.................................................................. 7
<PAGE>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
(Unaudited)
June 30,
1997
----------------
ASSETS
CURRENT ASSETS:
Cash $ 829
================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 12,315
Loans payable 22,474
----------------
TOTAL CURRENT LIABILITIES 34,789
STOCKHOLDERS' EQUITY
Common stock, $.00005 par value,
authorized 200,000,000 shares: 152,175,000
issued and outstanding 7,609
Paid-in capital 1,770,693
Accumulated deficit (1,811,288)
Treasury stock - at cost (974)
----------------
TOTAL STOCKHOLDERS' EQUITY (33,960)
----------------
$ 829
================
See notes to financial statements.
-1-
<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
------------------------------------ ---------------------------------------
1997 1996 1997 1996
---------------- ---------------- ---------------- ----------------
<S> <C> <C> <C> <C>
REVENUES:
Royalties $ 2,000 $ - $ 18,250 $ 3,500
---------------- ---------------- ---------------- ----------------
EXPENSES:
General and administrative 8,146 862 30,738 3,980
---------------- ---------------- ---------------- ----------------
NET EARNINGS (LOSS) $ (6,146) $ (862) $ (12,488) $ (480)
================ ================ ================ ================
NET EARNINGS (LOSS) PER SHARE $ (0.00) $ (0.0) $ (0.0) $ (0.00)
================ ================ ================ ================
WEIGHTED AVERAGE SHARES OUTSTANDING 132,695,000 132,695,000 132,695,000 132,695,000
================ ================ ================ ================
</TABLE>
See notes to financial statements.
-2-
<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Six Months Ended
June 30,
-----------------------------------
1997 1996
---------------- ----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings (loss) $ (12,488) $ (480)
Changes in assets:
Increase in accounts payable 12,000 -
---------------- ----------------
CASH PROVIDED BY (USED IN) OPERATIONS (488) (480)
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in note receivable - (900)
--------------- ----------------
CASH FLOW FROM FINANCING ACTIVITIES - (900)
NET INCREASE (DECREASE) IN CASH (488) (1,380)
CASH - BEGINNING OF PERIOD 1,317 1,503
---------------- ----------------
CASH - END OF PERIOD $ 829 $ 123
================ ================
See notes to financial statements.
-3-
<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying financial statements reflect all adjustments
which, in the opinion of management, are necessary for a fair
presentation of the financial position for the interim periods
presented.
Certain financial information which is normally included in
financial statements prepared in accordance with generally accepted
accounting principles, but which is not required for interim reporting
purposes has been condensed or omitted. The accompanying financial
statements should be read in conjunction with the financial statements
and notes thereto as of December 31, 1996 contained in the Company's
Annual Report on Form 10- KSB.
-4-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations
The Company's operations during the six months ended June 30, 1997 and June 30,
1996 consisted solely of collecting minimum royalty payments due to the Company.
Royalty income for the six months and three months ended June 30, 1997 was
$18,250 and $2,000 compared to $3,500 and $0 for the six months and three months
ended June 30, 1996. General and operating expenses of the Company totaled
$30,738 and $3,980, for the six months ended June 30, 1997 and 1996,
respectively. This increase is due to an increase in the professional fees
associated with collecting the minimum royalty payments. As a result, the
Company reported losses from operations of $12,488 for the six months ended June
30, 1997 and $480 for the comparable 1996 period.
The Company does not anticipate realizing any significant revenues or conducting
any material operations unless and until the Company consummates an acquisition
or merger with an operating business at which time the Company's operating
results are expected to reflect those of the business acquired or merged with.
Until such time, the Company expects to incur certain ongoing expenses in
connection with its search for a suitable merger or acquisition candidate.
Liquidity and Capital Resources
The Company, at June 30, 1997, had $829 in assets and liabilities consisting of
certain accrued expenses and loans payable totaling $34,789.
Inflation
Inflation has not been a major factor in the Company's business since inception.
There can be no assurances that this will continue if and when the Company
completes an acquisition or merger.
-5-
<PAGE>
PART II - Other Information
Item 6. Exhibit and Reports on form 8-K
A. Exhibits
None.
B. Report on Form 8-K
None.
-6-
<PAGE>
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.
ABF ENERGY CORP. AND SUBSIDIARY
By: /s/ Adolph Weissman Dated: 08/12/97
Adolph Weissman
Chairman of the Board and President
By: /s/ Fred J. Miller Dated: 08/12/97
Fred J. Miller
Director and Secretary
-7-
<PAGE>
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<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1
<CASH> 829
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
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<CURRENT-ASSETS> 829
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 829
<CURRENT-LIABILITIES> 34,789
<BONDS> 0
0
0
<COMMON> 7,609
<OTHER-SE> (41,569)
<TOTAL-LIABILITY-AND-EQUITY> 829
<SALES> 0
<TOTAL-REVENUES> 18,250
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 30,738
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (12,488)
<INCOME-TAX> 0
<INCOME-CONTINUING> (12,488)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (12,488)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
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