<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the quarterly period ended December 31, 1997
Commission file number 1-3323
NEW HILARITY MINING COMPANY
(Exact name of registrant as specified in its charter)
IDAHO 82-0183199
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
717 W. Sprague Ave., Suite 1100 Washington Trust Bank
Spokane, Washington 99201-3915
(Address of principal executive offices, including zip code)
(509) 747-6752
(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 [ ] No [ X ]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of December 31, 1997:
3,750,000
<PAGE> 2
PART I
ITEM 1. Statement of Financial Position as of December 31, 1997
and March 31, 1997
Statement of Operations for the Three Month and Nine
Period Ended December 31, 1997 and 1996
Statement of Changes in Stockholders' Equity
for the Three Month Periods Ended December 31, 1997
December 31, 1996
Statement of Cash Flows for the Three Month and
Nine Period Ended December 31, 1997 and 1996
Notes to Financial Statements as of December 31, 1997
<PAGE> 3
New Hilarity Mining Company Statement of Financial Position as of
(Unaudited) December 31, 1997 and March 31, 1997
- - ---------------------------------------------------------------------------
ASSETS
<TABLE>
<CAPTION>
December 31, March 31,
1997 1997
<S> <C> <C>
CURRENT ASSET
Marketable Securities, net of
unrealized losses of $32,141 $ 2,143 $ 2,143
Differed tax asset 4,821 4,821
---------- ---------
Total current assets 6,964 6,964
---------- ---------
TOTAL ASSETS $ 6,964 $ 6,964
========== =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Advances from shareholder $ 6,513 $ 6,513
Advances from officer 3,001 955
---------- ---------
Total current liabilities 9,514 7,468
---------- ---------
STOCKHOLDERS' EQUITY
Common Stock; $.10 par value;
15,000,000 shares authorized;
3,750,000 shares issued and
outstanding 375,000 375,000
Additional paid-in capital 66,383 66,383
Accumulated deficit (443,933) (441,887)
---------- ---------
Total stockholders' equity (2,550) (504)
---------- ---------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 6,964 $ 6,964
========== =========
</TABLE>
Prepared by management.
The accompanying notes are an integral part of these financial statements.
F-1
<PAGE> 4
New Hilarity Mining Company Statement of Operations for the Three and Nine
(Unaudited) Month Periods Ended December 31, 1997 and 1996
- - ---------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Nine Months
--------------------- ---------------------
12/31/97 12/31/96 12/31/97 12/31/96
<S> <C> <C> <C> <C>
REVENUES $ -0- $ -0- $ -0- $ -0-
--------- --------- --------- ---------
OPERATING EXPENSES
Transfer fees 2,721 2,721
Directors' fees 2,000 2,000
Legal 155 1,000 2,046 1,000
Consulting 1,000 1,000
--------- --------- --------- ---------
Total Operating Expenses 155 6,721 2,046 6,721
--------- --------- --------- ---------
(LOSS) FROM OPERATIONS (155) (6,721) (2,046) (6,721)
--------- --------- --------- ---------
OTHER INCOME (LOSSES)
Unrealized loss on
marketable securities (32,141)
Forgiveness of debt 15,465 15,465
--------- ---------
Total Other Income (Losses) 15,465 (16,676)
--------- ---------
NET INCOME (LOSS) $ (155) $ 8,744 $ (2,046) $ (23,397)
========= ========= ========= =========
NET INCOME (LOSS)
PER SHARE $ (NIL) $ 0.002 $ (NIL) $ (0.006)
========= ========= ========= =========
</TABLE>
Prepared by management.
The accompanying notes are an integral part of these financial statements.
F-2
<PAGE> 5
Statement of Changes in Stockholders'
New Hilarity Mining Company Equity for the Three Month Period
(Unaudited) Ended December 31, 1997 and 1996
- - ---------------------------------------------------------------------------
<TABLE>
<CAPTION>
Additional
Common Stock Paid-in Accumulated
Shares Amount Capital Deficit Total
<S> <C> <C> <C> <C> <C>
Balances as of
September 30, 1996 3,250,000 $ 325,000 $ 111,383 $ (462,120) $ (25,737)
Issuance of common
stock for services at
$.01 per share 500,000 50,000 (45,000) 5,000
Net Income 8,744 8,744
--------- --------- --------- ---------- ---------
Balances as of
December 31, 1996 3,750,000 $ 375,000 $ 66,383 $ (453,376) $ (11,993)
========= ========= ========= ========== =========
Balances as of
September 30, 1997 3,750,000 $ 375,000 $ 66,383 $ (443,778) $ (2,395)
Net (Loss) (155) (155)
--------- --------- --------- ---------- ---------
Balances as of
December 31, 1997 3,750,000 $ 375,000 $ 66,383 $ (443,933) $ (2,550)
========= ========= ========= ========== =========
</TABLE>
Prepared by management.
The accompanying notes are an integral part of these financial statements.
F-3
<PAGE> 6
Statement of Cash Flows for the
New Hilarity Mining Company Three and Nine Month Periods Ended
(Unaudited) December 31, 1997 and 1996
- - ---------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Nine Months
----------------- -------------------
12/31/97 12/31/96 12/31/97 12/31/96
<S> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (loss) $ (155) $ 8,744 $ (2,046) $ (23,397)
Add item not requiring the use of cash:
Issuance of common stock for services 5,000 5,000
Unrealized loss on marketable securities 32,141
(Decrease) in accounts payable (12,739) (12,739)
Increase (decrease) in advances
from officer 155 (5,805) 2,046 (5,805)
Increase in advances from shareholder 4,800 4,800
------ --------- -------- ---------
Net cash flow used from
operating activities -0- -0- -0- -0-
------ --------- -------- ---------
NET INCREASE IN CASH -0- -0- -0- -0-
------ --------- -------- ---------
CASH AT BEGINNING OF PERIOD -0- -0- -0- -0-
------ --------- -------- ---------
CASH AT END OF PERIOD $ -0- $ -0- $ -0- $ -0-
====== ========= ======== =========
</TABLE>
Prepared by management.
The accompanying notes are an integral part of these financial statements.
F-4
<PAGE> 7
New Hilarity Mining Company Notes to Financial Statements
(Unaudited) as of December 31, 1997
The financial statements of New Hilarity Mining Company 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, New
Hilarity Mining Company 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 New Hilarity Mining Company's annual report on Form
10-K for the fiscal year ended March 31, 1997.
The financial statements included herein reflect all normal recurring
adjustments that, in the opinion of management, are necessary for a fair
presentation. The results for interim periods are not necessarily
indicative of trends or of results to be expected for a full year.
F-5
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION
The Company has ceased all exploratory mining activities and has abandoned
all of its mining claims. The Company's only asset is 857,100 shares of
common stock of United Mines, Inc. These securities were written down to a
net realizable value of $2,143 as of June 30, 1996. Total liabilities are
$9,514, which are comprised of advances from shareholder of $6,513 and
advances from officer of $3,001.
The Company has no revenues. Any working capital needs are provided as
loans or advances from officers.
PART II
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
<PAGE> 9
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities and
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
Dated this 20th day of February, 1998.
New Hilarity Mining Company
(Registrant)
BY: /s/ Terrence J. Dunne, President
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person on behalf of the
registrant and in the capacity and on the date indicated.
Dated this 20th day of February, 1998.
BY: /s/ Terrence J. Dunne, President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Statement of Financial Condition at December 31, 1997 (Unaudited) and the
Statement of Income for the nine months ended December 31, 1997 (Unaudited)
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> DEC-31-1997
<CASH> 0
<SECURITIES> 2,143
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,964
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 6,964
<CURRENT-LIABILITIES> 9,514
<BONDS> 0
0
0
<COMMON> 375,000
<OTHER-SE> (377,550)
<TOTAL-LIABILITY-AND-EQUITY> (2,550)
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 155
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (155)
<INCOME-TAX> 0
<INCOME-CONTINUING> (155)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (155)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
