UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACTO OF 1934
For the quarter ended March 31, 1998
[ ] 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
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 [ ]
State the number of shares outstanding of each of the Issuer's classes of
common equity as of the latest practicable date: At April 14, 1998, there were
2,716,057 shares of the Registrant's Common Stock outstanding.
PART I
ITEM 1. FINANCIAL STATEMENTS
The financial statements attached hereto and included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles nave been condensed or omitted.
However, in the opinion of management, all adjustments (which include only
normal recurring accruals) necessary to present fairly the financial position
and results of operations for the periods presented have been made. The
results for interim periods are not necessarily indicative of trends or of
results to be expected for the full year. These financial statements should
be read in conjunction with the financial statements and notes thereto
included in the Company's annual report on Form 10-KSB for the year ended
December 31, 1997.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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. At the present time the Company has no merger or acquisition
negotiations in process.
Liquidity and Capital Resources
As of March 31, 1998, the Company had no assets and liabilities in the
amount of $18,578, as compared to no assets and liabilities of $53,614 for the
year ended December 31, 1997. The Company had no revenues during the quarter
ended March 31, 1998, and had losses of $2,481 during such quarter. 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. In March 1998 the Company issued 2,500,000 shares of its
common stock in settlement of outstanding debts in the amount of $37,517.
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 period ended March 31,
1998, and has not had any significant operations since discontinuing mining
operations. 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.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) 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 *
*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
dated September 30, 1997 on Form 10-QSB filed with the Securities and Exchange
Commission, file no. 2-89616.
(b) Reports on Form 8-K: No reports on Form 8-K were filed during the
quarter covered by this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
GOLDEN MAPLE MINING
AND LEACHING COMPANY, INC.
Date: April 15, 1998 By /s/Donald L. Hess, President
Date: April 15, 1998 By /s/ Howard M. Oveson,
Principal Financial and Accounting Officer
GOLDEN MAPLE MINING AND
LEACHING COMPANY, INC.
Statement of Financial Position as of
(Unaudited) March 31, 1998 and December 31, 1997
ASSETS
(Unaudited)
March 31, December 31,
1998 1997
CURRENT ASSETS $ -0- $ -0-
TOTAL ASSETS $ -0- $ -0-
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Advances from and accounts payable to
related parties $ 18,578 $ 53,614
STOCKHOLDERS' EQUITY
Common stock; $.001 par value;
50,000,000 shares authorized;
2,716,057 shares issued and
outstanding as of March 31, 1998;
and 216,057 shares issued and
outstanding as of December 31, 1997 2,716 216
Additional paid-in capital 1,246,880 1,211,863
Accumulated deficit (1,268,174) (1,265,693)
Total Stockholders' Equity (18,578) (53,614)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ -0- $ -0-
<PAGE>
GOLDEN MAPLE MINING AND Statement of Operations For the Three
LEACHING COMPANY, INC. Month Periods Ended March 31, 1998
(Unaudited) and March 31, 1997
March 31, March 31,
1998 1997
REVENUE $ -0- $ -0-
OPERATING EXPENSES
Accounting 1,769
Fees 712
Office 89
Total operating expenses 2,481 89
(LOSS) FROM OPERATIONS (2,481) (89)
OTHER INCOME
Interest 4
NET (LOSS) $ (2,481) $ (85)
NET (LOSS) PER SHARE $ (0.01) $ (NIL)
GOLDEN MAPLE MINING AND Statement of Changes in Stockholders'
LEACHING COMPANY, INC. Equity For the Three Month Periods
(Unaudited) Ended March 31, 1998 and March 31, 1997
Additional
Common Stock Paid-in Accumulated
Shares Amount Capital Deficit Totals
Balances as of
December 31,
1996 5,401,279 $ 54,013 $ 1,158,066 $ (1,427,837) $ (215,758)
Net (loss) (85) (85)
Balances as of
March 31,
1997 5,401,279 $ 54,013 $ 1,158,066 $ (1,427,922) $ (215,843)
Balances as of
December 31,
1997 216,057 $ 216 $ 1,211,863 $ (1,265,693) $ (53,614)
Common stock
issued for
advances from
related
parties at
$.015 per
share 2,500,000 2,500 35,017 37,517
Net (loss) (2,481) (2,481)
Balances as of
March 31,
1998 2,716,057 $ 2,716 $ 1,246,880 $ (1,268,174) $ (18,578)
<PAGE>
GOLDEN MAPLE MINING AND Statement of Cash Flows For the Three
LEACHING COMPANY, INC. Month Periods Ended March 31, 1998
(Unaudited) and March 31, 1997
March 31, March 31,
1998 1997
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ (2,481) $ (85)
Increase from and accounts payable
to related parties 2,481
-0- (85)
NET DECREASE IN CASH -0- (85)
CASH AT BEGINNING OF PERIOD -0- 840
CASH AT END OF PERIOD $ -0- $ 755
NON-CASH FINANCING ACTIVITIES
Issuance of 2,500,000 shares of
common stock for payment of
advances from related parties $ 37,517
<PAGE>GOLDEN MAPLE MINING AND
LEACHING COMPANY, INC. Notes to Financial Statements
(Unaudited) as of March 31,
1998
The financial statements of Golden Maple Mining and Leaching Company, Inc.
included herein, have been prepared without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Although certain
information normally included in financial statements prepared in accordance
with generally accepted accounting principles has been condensed or omitted,
Golden Maple Mining Company, Inc. believes that the disclosures are adequate
to make the information presented not misleading. These financial statements
should be read in conjunction with the financial statements and notes thereto
included in Golden Maple Mining and Leaching Company's annual report on Form
10-K for the year ended December 31, 1997.
The financial statements included herein reflect all normal recurring
adjustments that, in my opinion of management, are necessary for a fair
presentation. The results for interim periods are not necessarily indicative
of trends or of results to the expected for a full year.
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 18,578
<BONDS> 0
0
0
<COMMON> 2,716
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 2,481
<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> (2,481)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
