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 July 31, 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 BOULEVARD #330
SALT LAKE CITY, UTAH 84121
(Address of principal executive offices)
Registrant's telephone number
including area code (801) 274-8600
50 West Broadway #1130, Salt Lake City Utah 84101
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
21,080,755
(Number of shares of common
stock the registrant had
outstanding as of December 30, 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 July 31, 1998 and the results of its operations and changes
in its financial position from November 1, 1997 through July 31, 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
( A Development Stage Company)
Balance Sheet
ASSETS
July 31, October 31,
1998 1997
CURRENT ASSETS (unaudited)
Cash $ - $ 603
Income taxes refundable - 1,442
TOTAL CURRENT ASSETS $ - $ 2,045
$ - $ 2,045
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable and Accrued Expenses $ 8,919 $ 11,419
Total Current Liabilities 8,919 11,419
STOCKHOLDERS' EQUITY
Class A Preferred stock, $.001 value,
0 shares issued and outstanding - -
Class B Preferred stock, $.001 value,
0 shares issued and outstanding - -
Class C Preferred stock, $.001 value,
0 shares issued and outstanding - -
Common Stock 30,000,000 shares
authorized at $.001 par value;
21,080,755 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 (10,172,133) (10,143,588)
Total Stockholders' Equity (8,919) (9,374)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ 2,045
SYSTEMS ASSURANCE CORPORATION
(A Development Stage Company)
Statements of Operations
(unaudited)
For the Three For the Three For the Nine For the Nine
Months Ended Months Ended Months Ended Months Ended
July 31, July 31, July 31, July 31,
1998 1997 1998 1997
REVENUE $ - $ - $ - $ -
EXPENSES
General &
Administrative 8,545 - 28,545 -
Total Expenses 8,545 - 28,545 10,170
NET INCOME
(LOSS) - Before
Taxes (8,545) - (28,545) (10,170)
Provision (credit)
for Taxes - - - -
INCOME (LOSS) $ (8,545) $ - $ (28,545) $ (10,170)
Loss Per Common
Share $ - $ - $ - $ (.02)
Average Outstanding
Shares 21,080,755 798,835 16,436,311 665,502
SYSTEMS ASSURANCE CORPORATION
(A Development Stage Company)
Statements of Cash Flows
(unaudited)
For the Nine For the Nine
Months Ended Months Ended
July 31, July 31,
1998 1997
CASH FLOWS FROM
OPERATING ACTIVITIES
Net Income (Loss) $ (28,545) $(10,170)
Changes in Assets and
Liabilities 1,058 9,472
Stock for Services 20,000 -
(9,603) (698)
CASH FLOWS FROM
FINANCING ACTIVITIES
Proceeds from sale of stock 9,000 -
9,000 -
INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (603) (698)
CASH AND CASH EQUIVALENTS
AT THE BEGINNING OF PERIOD 603 698
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ - $ -
SUPPLEMENTAL INFORMATION:
Issuance of stock to
pay shareholder debt and/or services
Common stock at par value $ 20,000 $80
Additional paid in capital $ - $ 52,749
Cash Paid for:
Taxes $ - $ -
Interest $ - $ 921
SYSTEMS ASSURANCE CORPORATION
(A Development Stage Company)
Notes to the Financial Statements
July 31, 1998
NOTE 1 - INTERIM FINANCIAL STATEMENTS
Management has elected to omit all of the disclosures for the interim
financial statements ended July 31, 1998 but has made all the necessary
adjustments to present an accurate financial statements for the nine months
presented.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources. The Registrant had approximately
$(8,919) as operating capital at July 31, 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 July 31, 1998, the registrant had a net loss of $8,545, compared to a
net loss of $0 for the same period last year. The registrant had net loss of
$ 28,545 for the nine months ended July 31, 1998 compared to $10,170 for the
same period last year.
Plan of Operations. The Company is currently in the process of looking
for business opportunities to acquire or merge with. 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
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 December 30, 1998
Systems Assurance Corporation
/s/ Dean H. Becker
President and Principal
Financial Officer
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