Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-KSB
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
[ ] 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: 2-89616
GOLDEN MAPLE MINING AND LEACHING COMPANY, INC.
(Exact name of Registrant as specified in charter)
Montana 82-0369233
State or other jurisdiction of I.R.S. Employer I.D. No.
incorporation or organization
421 Coeur d'Alene Avenue, Suite 3, Coeur d'Alene, ID 83814
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (208) 664-3544
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None N/A
Securities registered pursuant to Section 12(g) of the Act:
Title of each class Name of each exchange on which registered
None N/A
Check whether the Issuer (1) has 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 fling requirements for the past 90 days. (1) Yes [X]
No [ ] (2) Yes [X] No [ ]
Check if disclosure of delinquent filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure will be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]
State issuer's revenues for its most recent fiscal year: $162,144
State the aggregate market value of the voting stock held by non-affiliates of
the Registrant computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date
within the past 60 days: The aggregate market value of the voting stock held
by non-affiliates of the Registrant computed by using the closing sale price
has been indeterminable within the past 60 days as there has been no market
for the stock.
State the number of shares outstanding of each of the Issuer's classes of
common equity as of the latest practicable date: At February 18, 1998, giving
effect to a one-for-25 reverse split effective August 26, 1997, there were
216,057 shares of the Registrant's Common Stock outstanding.
Documents Incorporated by Reference: Exhibits from the Registrant's
registration statement on Form S-18 and from prior periodic reports are
incorporated by reference into Item 13 of Part III.
PART I
ITEM 1. DESCRIPTION OF BUSINESS
The Company was incorporated under the laws of the State of Montana on
August 13, 1981. The Company ceased its mining operations in 1985, and
discontinued all business operations in 1990. The final mining claims held by
the Company were dropped in 1993 because the Company did not have the funds to
pay the annual Bureau of Land Management claim rental fees on such claims.
On August 26, 1997, the shareholders of the Company authorized a reverse
split of the 5,401,279 outstanding shares of common stock of the Company at
the rate of one share for each twenty-five shares outstanding. The reverse
spit reduced the number of outstanding shares to 216,057. In addition, the
shareholders approved an amendment to Article V of the Articles of
Incorporation of the Company to increase the number of authorized shares of
common stock to 50,000,000 and to reduce the par value to $.001.
The Company is currently seeking potential business acquisitions or
opportunities to enter into in an effort to commence business operations. The
Company does not propose to restrict its search for a business opportunity to
any particular industry or geographical area and may, therefore, engage in
essentially any business in any industry. The Company has unrestricted
discretion in seeking and participating in a business opportunity, subject to
the availability of such opportunities, economic conditions, and other
factors.
The selection of a business opportunity in which to participate is
complex and risky. Additionally, as the Company has only limited resources,
it may be difficult to find good opportunities. There can be no assurance
that the Company will be able to identify and acquire any business opportunity
based on management's business judgement.
The activities of the Company are subject to several significant risks
which arise primarily as a result of the fact that the Company has no specific
business and may acquire or participate in a business opportunity based on the
decision of management which potentially could act without the consent, vote,
or approval of the Company's shareholders. The risks faced by the Company are
further increased as a result of its lack of resources and its inability to
provide a prospective business opportunity with significant capital.
ITEM 2. DESCRIPTION OF PROPERTY
Since 1990, the Company's administrative offices have been located at 421
Coeur d'Alene Avenue, Suite 3, Coeur d'Alene, Idaho 83814, which are the
offices of Donald L. Hess, the president and a director of the Company. Mr.
Hess has allowed the Company to use this office space without charge.
ITEM 3. LEGAL PROCEEDINGS
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
No matters were submitted to a vote of shareholders of the Company during
the fourth quarter of the fiscal year ended December 31, 1997.
PART II
ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
There is presently no public trading market for the common stock of the
Company, and there has been no reported bid price of the stock since at least
1986.
Since its inception the Company has not paid any dividends on its common
stock and the Company does not anticipate that it will pay dividends in the
foreseeable future.
At February 18, 1998, the Company had approximately 349 shareholders of
record as reported by the Company's transfer agent. The transfer agent for
the Company is Idaho Stock Transfer Company, P.O. Box 2196, Coeur d'Alene, ID
83816-2196; telephone number (208) 664-3544.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Overview
Since discontinuing operations in 1990, the Company has had no
operations, other than the ownership of unpatented mining claims which were
abandoned in August 1993. The Company was organized for the purpose of
engaging in mining activities; however, the Company does not have any
significant cash or other material assets, nor does it have an established
source of revenues sufficient to cover operating costs and to allow it to
continue as a going concern. The Company intends to take advantage of any
reasonable business proposal presented which management believes will provide
the Company and its stockholders with a viable business opportunity. The
board of directors will make the final approval in determining whether to
complete any acquisition, and, unless required by applicable law, the articles
of incorporation, or the bylaws, or by contract, stockholders' approval will
not be sought.
The investigation of specific business opportunities and the negotiation,
drafting, and execution of relevant agreements, disclosure documents, and
other instruments will require substantial management time and attention and
will require the Company to incur costs for payment of accountants, attorneys,
and others. If a decision is made not to participate in or complete the
acquisition of a specific business opportunity, the costs incurred in a
related investigation will not be recoverable. Further, even if an agreement
is reached for the participation in a specific business opportunity by way of
investment or otherwise, the failure to consummate the particular transaction
may result in a the loss to the Company of all related costs incurred.
Currently, management is not able to determine the time or resources that
will be necessary to locate and acquire or merge with a business prospect.
There is no assurance that the Company will be able to acquire an interest in
any such prospects, products, or opportunities that may exist or that any
activity of the Company, regardless of the completion of any transaction, will
be profitable. If and when the Company locates a business opportunity,
management of the Company will give consideration to the dollar amount of that
entity's profitable operations and the adequacy of its working capital in
determining the terms and conditions under which the Company would consummate
such an acquisition. Potential business opportunities, no matter which form
they may take, will most likely result in substantial dilution for the
Company's shareholders due to the possible issuance of stock to acquire such
an opportunity.
Liquidity and Capital Resources
As of December 31, 1997, the Company had no assets and liabilities in the
amount of $53,614 incurred primarily for legal fees to prepare delinquent
periodic reports to the Securities and Exchange Commission and to settle debts
of the Company which are not expected to be recurring items. The Company had
no revenues but reported a net income of $162,144, which was primarily from
forgiveness of debt of $193,681 which is not expected to be a recurring item.
Since discontinuing operations in 1990, the Company has not generated revenue
and it is unlikely that any revenue will be generated until the Company
locates a business opportunity with which to acquire or merge. Management of
the Company will be investigating various business opportunities. These
efforts may cost the Company not only out-of-pocket expenses for its
management, but also expenses associated with legal and accounting costs.
Some expenses have been advanced by officers of the Company, but there is no
arrangement or assurance that such officers will continue to advance such
costs on behalf of the Company. There can also be no guarantees that the
Company will receive any benefits from the efforts of management to locate
such business opportunities.
The Company has had no employees since discontinuing its operations and
does not intend to employ anyone in the future, unless its present business
operations were to change. The president of the Company is providing the
Company with a location for its offices on a "rent free" basis. The Company
is not paying salaries or other forms of compensation to any officers or
directors of the Company for their time and effort. Unless otherwise agreed
to by the Company, the Company does intend to reimburse its officers and
director for out-of-pocket expenses.
Results of Operations
The Company has not had any operations during the fiscal year ended
December 31, 1997, and has not had any significant operations since
discontinuing mining operations in 1985. Since that time, the Company's only
operations have involved the negotiation of settlement of the Company's
outstanding liabilities and the ownership of unpatented mining claims which
were acquired in 1986 and abandoned in 1993.
ITEM 7. FINANCIAL STATEMENTS
The financial statements of the Company are attached to this annual
report.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE
None
PART III
ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND
CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
General
The following table sets forth as of February 18, 1998, the name, age,
and position of the executive officers and directors of the Company and the
term of office of such directors:
Name Age Position(s) Director Since
Donald L. Hess 68 Director & President February 1997
Howard M. Oveson 63 Director, Secretary, August 1997
& Treasurer
Rand Eardley 41 Director & Vice-President August 1997
Set forth below is certain biographical information regarding the
Company's current executive officers and directors:
DONALD L. HESS has worked as a certified public accountant since
1959. He has been an officer of the Company since February 1984.
HOWARD M. OVESON has been self-employed since 1980 as a business
consultant to private and public companies. Mr. Oveson has also been a
director and the secretary/treasurer of Apex Minerals Corporation, a Delaware
corporation, since July 1995, and a director and the president of Yellow Gold
of Cripple Creek, Inc., a Colorado corporation, since July 1996. Each of
these corporations is a reporting company with the Securities and Exchange
Commission.
RAND EARDLEY has worked as a licensed architect in the State of Utah
since 1988. He has been employed as an architect by REA Architecture since
September 1988. REA is owned by Mr. Eardley and is a design and architectural
office providing services for commercial and residential construction.
Compliance with Section 16(a) of the Exchange Act
The Company's common stock is not registered pursuant to Section 12(g) of
the Securities Exchange Act of 1934, as amended, and therefore no disclosure
is required pursuant to this item.
ITEM 10. EXECUTIVE COMPENSATION
According to information supplied by the president of the Company, there
was no compensation awarded to, earned by, or paid to any of the executive
officers of the Company or any of its subsidiaries during the year ended
December 31, 1997, or the two prior fiscal years.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth certain information furnished by current
management concerning the ownership of common stock of the Company as of
February 18, 1998, of (i) each person who is known to the Company to be the
beneficial owner of more than 5 percent of the Common Stock; (ii) all
directors and executive officers; and (iii) directors and executive officers
of the Company as a group:
Amount and Nature
Name and Address of Beneficial
of Beneficial Owner Ownership(1) Percent of Class
Joan and Ken Lonn 23,400 10.83%
1025 - 8th Ave.
Auburn, WA 98002
Ruth Long 23,188 10.73%
P.O. Box 492
Osburn, ID 83849
Donald L. Hess 17,160 7.94%
421 Coeur d'Alene Ave.
Suite 3
Coeur d'Alene, ID 83814
Howard M. Oveson 38,000 17.59%
57 West 200 South
Suite 310
Salt Lake City, UT 84101
Rand Eardley -0-
Executive Officers and
Executive Officers and
Directors as a Group
(3 Persons) 55,160 25.53%
(1)Unless otherwise indicated, this column reflects amounts as to which
the beneficial owner has sole voting power and sole investment power. The
number of shares set forth in this table give effect to the
one-for-twenty-five reverse split of the outstanding shares of common stock
effective August 26, 1997.
The Company is seeking potential business acquisitions or opportunities.
(See "Item 1. Description of Business.") It is likely that such a
transaction would result in a change of control of the Company, by virtue of
issuing a controlling number of shares in the transaction, change of
management, or otherwise.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Transactions with Management and Others
Since April 1997, Milagro Holdings, Inc., a corporation owned and
controlled by Mr. Howard M. Oveson, an officer and a director of the Company,
has advanced approximately $37,307 through February 18, 1998, to the Company
for the purpose of making payments for the benefit of the Company to the
Company's auditor so that the Company may complete appropriate periodic
reports for filing with the Securities and Exchange Commission. These
advances have also been used to settle certain obligations owed by the Company
to its former legal counsel and to the president of the Company, Mr. Donald L.
Hess for prior year accounting fees.
Mr. Donald L. Hess, the president, a director, and a 5% shareholder of
the Company, owns and controls, with his wife, Idaho Stock Transfer Company,
the transfer agency for the Company. Management believes that the fees
charged for the services performed by such transfer agency are equal to the
fees which would have been charged by an unrelated transfer agency.
Since the year ended December 31, 1996, the Company paid $5,000 to Donald
L. Hess, the president, a director, and a 5% shareholder of the Company, in
full settlement of $49,675 owed to him for unpaid accounting services
performed during the eleven year period ended December 31, 1996. The funds
used for such settlement were furnished to the Company by Milagro Holding
Company, Inc., a corporation owned and controlled by Mr. Howard M. Oveson, an
officer and a director of the Company.
Mr. Howard M. Oveson, an officer and a director of the Company, is also
an officer and director of other public companies. These publicly held
companies are also seeking business opportunities, and it is possible that
conflicts between such entities and the Company for such business
opportunities may arise. There is no agreement among such entities concerning
such conflict.
To the best of management's knowledge and except as otherwise set forth
herein, during the fiscal year ended December 31, 1997, there were no material
transactions, or series of similar transactions, since the beginning of the
Company's prior fiscal year, or any currently proposed transactions, or series
of similar transactions, to which the Company was or is to be party, in which
the amount involved exceeds $60,000, and in which any director or executive
officer, or any security older who is known by the Company to own of record or
beneficially more than 5% of the Company's common stock, or any member of the
immediate family of any of the foregoing persons, has an interest.
Certain Business Relationships
Except as reported above, during the fiscal year ended December 31, 1997,
there were no material transactions between the Company and its management or
principal shareholders.
Indebtedness of Management
Unless otherwise disclosed herein or in the financial statements, there
were no material transactions, or series of similar transactions, since the
beginning of the Company's fiscal year ended December 31, 1997, or any
currently proposed transactions, or series of similar transactions, to which
the Company was or is to be a party, in which the amount involved exceeds
$60,000 and in which any director or executive officer, or any security holder
who is known to the Company to own of record or beneficially more than 5% of
any class of the Company's common stock, or any member of the immediate family
of any of the foregoing persons, has an interest.
Transactions with Promoters
The Company was formed more than five years ago, and therefore,
transactions between the Company and its promoters or founders are not deemed
to be material.
ITEM 13. EXHIBITS, LIST AND REPORTS ON FORM 8-K
(a)(1) Financial Statements. The following financial statements are
included in this report:
PAGE
Report of Terrence J. Dunne, Certified Public Accountant F-1
Balance Sheets as of December 31, 1997 and 1996 F-2
Statement of Operations for the fiscal years ended December 31,
1997 and 1996 F-3
Statement of Stockholders' Equity for the years ended December 31,
1997 and 1996 F-4
Statement of Cash Flows for the years ended December 31,
1997 and 1996 F-5
Notes to Financial Statements F-6
(a)(2) Exhibits. The following exhibits are included as part of this
report:
EXHIBIT NO. DESCRIPTION OF EXHIBIT PAGE
3.1 Articles of Incorporation *
3.2 Amendment to Articles of Incorporation
dated March 28, 1983 *
3.3 Amendment to Articles of Incorporation
dated October 20, 1997 **
3.4 Bylaws of the Company *
3.5 Amendment to Bylaws dated June 5, 1997 ***
23 Consent of auditor Attached
*Incorporated by reference from the Company's registration statement
on Form S-18 filed with the Securities and Exchange Commission, file no.
2-89616.
**Incorporated by reference from the Company's quarterly report on
Form 10-QSB for the quarter ended September 30, 1997, file no. 2-89616.
***Incorporated by reference from the Company's annual report on
Form 10-KSB for the year ended December 31, 1996, file no. 2-89616.
(b) Reports on Form 8-K: No reports on Form 8-K were filed during the
forth quarter of the fiscal year ended December 31, 1997.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
GOLDEN MAPLE MINING AND
LEACHING COMPANY, INC.
Date: February 19, 1998 By /s/Donald L. Hess, President
In accordance with the Exchange Act, this report has been signed below by
the following person on behalf of the registrant and in the capacitates and on
the dates indicated.
Date: February 19, 1998 /s/ Howard M. Oveson, Director
and Principal Financial and Accounting
Officer
Date: February 19, 1997 /s/ Donald L. Hess, Director
Date: February 19, 1997 /s/ Rand Eardley, Director
<PAGE>
EXHIBIT 23
CONSENT OF AUDITOR
February 19, 1998
Securities and Exchange Commission
Washington, D.C.
RE: Golden Maple Mining and Leaching Company, Inc.
SEC File No. 2-89616
I consent to the use of my firm's name in regard to the financial statements
of Golden Maple Mining and Leaching Company, Inc. for the years ended December
31, 1997 and 1996 on Form 10-KSB.
Sincerely,
/s/ Terrence J. Dunne
Certified Public Accountant
<PAGE>
To the Board of Directors
of Golden Maple Mining and
Leaching Company, Inc.
INDEPENDENT AUDITOR'S REPORT
I have audited the statement of financial position of Golden Maple Mining and
Leaching Company, Inc. as of December 31, 1997 and 1996, and the related
statements of operations, changes in stockholders' equity and cash flows for
the years 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 on my audit.
I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. 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 presentations. I believe that my audit provides 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 Golden Maple Mining and
Leaching Company, Inc. as of December 31, 1997 and 1996, and the results of
operations, changes in stockholders' equity and cash flows for the years then
ended, in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. Given the facts that the Company is
basically inactive, and has a working capital deficiency, there is substantial
doubt about its ability to continue as a going concern (see note 4). These
financial statements do not include any adjustments that might result from the
outcome of these financial situations.
Terrence J. Dunne
Certified Public Accountant
Spokane, Washington
February 17, 1998
<PAGE>
GOLDEN MAPLE MINING AND Statement of Financial Position as
LEACHING COMPANY, INC. of December 31, 1997 and 1996
ASSETS
CURRENT ASSETS - Cash $ 840
TOTAL ASSETS $ -0- $ 840
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 75,187
Advances from and accounts payable to
related parties (Note 2) $ 53,614 59,887
Interest payable to related party 81,524
Total Current Liabilities 53,614 216,598
STOCKHOLDERS' EQUITY
Common stock; $.01 par value; 10,000,000
shares authorized; 5,401,279 shares
issued and outstanding as of
December 31, 1996 216 54,013
$.001 par value; 50,000,000 shares
authorized; 216,057 shares issued
and outstanding as of December 31, 199
Additional paid-in capital 1,211,863 1,158,066
Accumulated deficit (1,265,693) (1,427,837)
Total Stockholders' Equity (53,614) (215,758)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ -0- $ 840
<PAGE>
GOLDEN MAPLE MINING AND Statement of Operations For the Years
LEACHING COMPANY, INC. Ended December 31, 1997 and 1996
1997 1996
REVENUE $ -0- $ -0-
OPERATING EXPENSES
Legal and accounting 26,956 1,354
Fees 3,426
Interest 11,432
Travel 957
Office 202 159
Total Operating Expenses 31,541 12,945
(LOSS) FROM OPERATIONS (31,541) (12,945)
OTHER INCOME
Forgiveness of debt 193,681
Interest 4 22
Total Other Income 193,685 22
NET INCOME (LOSS) $ 162,144 $ (12,923)
NET INCOME (LOSS) PER SHARE $ 0.044 $ (0.002)
WEIGHTED AVERAGE NUMBER OF SHARES 3,672,872 5,401,279
GOLDEN MAPLE MINING AND Statement of Stockholders' Equity For the
LEACHING COMPANY, INC. Years Ended December 31, 1997 and 1996
Additiona
Common Stock Paid-in Accumulated
Shares Amount Capital Deficit Totals
Balances as of
December 31,
1995 5,401,279 $ 54,013 $ 1,158,066 $ (1,407,893) $ (195,814)
Prior period
adjustment
(Note 5) (7,021) (7,021)
Net (loss) (12,923) (12,923)
Balances as of
December 31,
1996 5,401,279 54,013 1,158,066 (1,427,837) (215,758)
Reverse stock
split and
change of par
value from
$.01 per share
to $.001
per share (5,185,222) (53,797) 53,797
Net income 162,144 162,144
Balances as of
December 31,
1997 216,057 $ 216 $ 1,211,863 $ (1,265,693) $ (53,614)
GOLDEN MAPLE MINING AND Statement of Cash Flows For the Years
LEACHING COMPANY, INC. Ended December 31, 1997 and 1996
1997 1996
CASH FLOWS FROM OPERATING ACTIVATES
Net income (loss) $ 162,144 $ (12,923)
Deduct non-current expense item included
in accounts payable increase:
Prior period adjustment (7,021)
Increase (decrease) in accounts payable (75,187) 7,418
Increase (decrease) in interest payable (81,524) 11,432
Increase (decrease) in advances from
related party (6,273) 207
Net Use of Cash From Operating Activities (840) (887)
NET DECREASE IN CASH (840) (887)
CASH AT BEGINNING OF YEAR 840 1,727
CASH AT END OF YEAR $ -0- $ 840
<PAGE>
GOLDEN MAPLE MINING AND
LEACHING COMPANY, INC. Notes to Financial
Statements
NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The Company was incorporated under the laws of the State of Montana on August
13, 1981, for the primary purpose of mining and operating a heap leaching
plant for the processing of ore. During 1985, this facility was closed, and
during 1993, the Company abandoned its last remaining property which consisted
of 93 unpatented mining claims because the Company did not have adequate
working capital in order to pay the annual maintenance fee of $100 per mining
claim to the US Bureau of Land Management. Since then the Company has been
dormant.
Earnings (losses) per share are computed using the weighted average number of
shares outstanding during the year.
The preparation of financial statements, in conformity with generally accepted
accounting principles, requires management to make estimates and assumptions
that affect certain reported amounts and disclosures. Accordingly, actual
results could differ from those estimates.
NOTE 2 - RELATED PARTY TRANSACTIONS
Several corporate officers have loaned various amounts of money to the
Company, and these amounts are due on demand.
NOTE 3 - RISKS AND UNCERTAINTIES
During 1985, various agencies from the State of Montana claimed certain
deficiencies against the company as a result of several environmental
violations. The Company was unable to complete the required cleanup work due
to a lack of funds. Thus, the Department of State Lands issued a Notice of
Mining Permit Revocation and Bond Forfeiture on November 12, 1985. The
Company also paid and was assessed various additional fines for the alleged
environmental incidents.
The Company had operated in the mining and leaching industry which
carries with it certain inherent risks. It is possible that there could be
future additional claims by various governmental agencies in regard to prior
environmental contamination or other mining hazards.
<PAGE>
GOLDEN MAPLE MINING AND
LEACHING COMPANY, INC. Notes to Financial
Statements
NOTE 4 - GOING CONCERN
As shown in the accompanying financial statements, the Company has a
working capital deficiency. This factor creates and uncertainty about the
Company's ability to continue as a going concern. The financial statements
do not include any adjustment that might be necessary if the Company is
unable to continue as a going concern.
NOTE 5 - PRIOR PERIOD ADJUSTMENT
In 1996, the Company recorded $7,021 in accounts payable which is
accounted for as a correction of an error, and should have been recorded as
accounts payable in prior years.
NOTE 6 - INCOME TAXES
The Company has a net operating loss carryover of $1,265,523 to the year
ended December 31, 1998. These loss carryovers will commence to expire in
1998. The company has not recorded a deferred tax asset for the possible
future benefit of these loss carryovers because it is highly uncertain if the
Company will realize any future taxable income.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> DEC-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 53,614
<BONDS> 0
0
0
<COMMON> 216
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 31,541
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 162,144
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
