FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Quarterly Report Under Section 13 or 15 (d)
Of the Securities Exchange Act of 1934
For Quarter Ended April 30, 1998
Commission File Number 0-011228
SYSTEMS ASSURANCE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 02-0337028
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
4505 WASATCH BLVD #330
SALT LAKE CITY, UTAH 84124
(Address of principal executive offices)
Registrant's telephone number
including area code (801) 274-8600
18 West King Street, Malvern, PA 19355
Former Address, if changed since last report
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 such shorter period that the
registrant was required to file such reports)
Yes X No
and (2) has been subject to such filing requirements for the past 90 days.
Yes X No
21,080,114
(Number of shares of common
stock the registrant had
outstanding as of June 19, 1998)
PART 1
ITEM 1 - FINANCIAL STATEMENTS
The condensed financial statements 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 have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that the
disclosures are adequate to make the information presented not misleading.
In the opinion of the Company, all adjustments, consisting of only normal
recurring adjustments, necessary to present fairly the financial position of
the Company as of April 30, 1998 and the results of its operations and
changes in its financial position from November 1, 1997 through April 30,
1998 have been made. The results of its operations for such interim period
is not necessarily indicative of the results to be expected for the entire
year.
SYSTEMS ASSURANCE CORPORATION
Balance Sheets
ASSETS
April 30, October 31,
1998 1997
CURRENT ASSETS (unaudited)
Cash $ 9,603 $ 603
Income tax refund 1,442 1,442
Total Current Assets 11,045 2,045
TOTAL ASSETS $ 11,045 $ 2,045
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 11,419 $11,419
Total Current Liabilities 11,419 11,419
STOCKHOLDERS' EQUITY
Class A Preferred stock, $.001 value,
50,000,000 shares authorized, 0 shares
issued and outstanding - -
Class B Preferred stock, nonvoting, $.001 value,
50,000,000 shares authorized, 0 shares
issued and outstanding - -
Class C Preferred stock, nonvoting, $.001 value,
50,000,000 shares authorized, 0 shares
issued and outstanding - -
Common Stock 30,000,000 shares
authorized at $.001 par value;
21,080,114 and 180,114 shares
issued and outstanding 21,080 180
Capital in Excess of Par Value 10,142,134 10,134,034
Deficit Accumulated During Development
Stage (10,163,588) (10,143,588)
Total Stockholders' Equity (374) (9,374)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 11,045 $ 2,045
SYSTEMS ASSURANCE CORPORATION
Statements of Operations
(unaudited)
For the Three For the Three For the Six For the Six
Months Ended Months Ended Months Ended Months Ended
April 30, April 30, April 30, April 30,
1998 1997 1998 1997
REVENUE
Income $ - $ - $ - $ -
EXPENSES
General
& Administrative - - 20,000 10,170
Total Expenses - - 20,000 10,170
NET INCOME
(LOSS) - Before Taxes $ - $ - $(20,000) $(10,170)
Taxes - - - -
INCOME (LOSS) $ - $ - $ (20,000) $(10,170)
Loss Per Common
Share $ - $ - $ - $ (.08)
Average Outstanding
Shares 21,080,114 159,767 14,113,447 133,100
SYSTEMS ASSURANCE CORPORATION
Statements of Cash Flow
(unaudited)
For the Six For the Six
Months Ended Months Ended
April 30, April 30,
1998 1997
CASH FLOWS FROM
OPERATING ACTIVITIES
Net Income (Loss) $ (20,000) $(10,170)
Increase (Decrease)
in Accounts Payable - 9,472
Expenses in stock 20,000 -
- (698)
CASH FLOWS FROM
INVESTING ACTIVITIES - -
- -
CASH FLOWS FROM
FINANCING ACTIVITIES
Issuance of Common Stock (Net) 9,000 -
INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 9,000 (698)
CASH AND CASH EQUIVALENTS
AT THE BEGINNING OF PERIOD 603 698
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 9,603 $ -
CASH PAID DURING THE PERIOD FOR:
Interest $ - $ -
Income Taxes $ - $ -
SYSTEMS ASSURANCE CORPORATION
Notes to the Financial Statements
April 30, 1998
NOTE 1 - INTERIM FINANCIAL STATEMENTS
Management has elected to omit all of the disclosures for the interim
financial statements ended April 30, 1998 but has made all the necessary
adjustments to present an accurate financial statements for the six months
presented.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources. The Registrant had approximately $(345)
as operating capital at April 30, 1998, compared to $(11,129) for the same
period last year. The Registrant intends to raise additional funds as needed
through private placements with accredited and sophisticated investors.
Results of Operation. Due to the lack of operations during the quarter
ended April 30, 1998, the registrant had net income of $0 compared to net
income of $0 for the same period last year. The registrant had a net loss of
$ (20,000) for the six months ended April 30, 1998 compared to a net loss of
$ (10,170) for the same period last year. The loss for the six months was for
$20,000 in officer compensation which was paid in common stock.
Plan of Operations. The Company is currently in the process of looking
for business opportunities with which to acquire or merge. There is no
guarantee that management will be successful in finding such an opportunity.
The Company is also in the process of bringing all of its periodic reports
current for filing with the Securities and Exchange Commission. During this
process, the Company intends to raise operational capital through private
placements.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings. None
There have been no changes in the legal proceedings reported in
the Annual 10-K reported for October 31, 1997.
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. None
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 authorized officer.
Dated June 19, 1998
Systems Assurance Corporation
/s/ Dean H. Becker
President and Principal
Financial Officer
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