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UNITED STATES
SECURITY AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 12 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the year ended March 31, 1999
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period
Commission File Number
001-03323
NEW HILARITY, INC.
(FORMERLY NEW HILARITY MINING COMPANY)
(Exact name of registrant as specified in its charter)
NEVADA 91-1978600
(State of Incorporation or Organization) (IRS Employer ID Number)
5102 S. MORRILL LANE, SPOKANE, WASHINGTON 99223
(Address of Principal Executive Offices)
(509) 448-5128
(Registrant's Telephone Number)
Securities Registered Under Section 12 (b) of the Act:
NONE
(Title of Class)
Securities Registered Under Section 12 (g) of the Act:
COMMON STOCK, $.001 PAR VALUE
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section `3 or `5(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. (X) YES ( ) NO
Indicate by check mark if disclosure of delinquent filers in response to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III or any amendment to this Form
10-K. (X)
The aggregate market value based on the average bid and asked prices of the
registrant's Common Stock held by non-affiliates of the registrant at June 18,
1999 was approximately $1,061,697. As of June 18, 1999, there were 7,989,560
shares of the registrant's common stock outstanding.
<PAGE>
TABLE OF CONTENTS
PAGE
PART I
Item 1. Business 3
Item 2. Properties 3
Item 3. Legal Proceedings 3
Item 4. Submission of Matters to a Vote of Security Members 3
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters 4
Item 6. Selected Financial Data 5
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 5
Item 8. Financial Statements 5
Item 9. Changes in and Disagreements with Accountants 5
PART III
Item 10. Directors and Executive Officers of the Registrant 6
Item 11. Executive Compensation 6
Item 12. Security Ownership of Certain Beneficial Owners and Management 6
Item 13. Certain Relationships and Related Transactions 6
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K 6
SIGNATURES 7
FINANCIAL STATEMENTS F1-F8
Document page 2
<PAGE>
PART I
Item 1 - BUSINESS
The registrant was incorporated under the laws of the State of Idaho on February
27, 1930, for the primary purpose of exploring and the development of mining
properties. Prior to 1993, the Company had owned fifteen unpatented lode mining
claims in the Coeur d'Alene Mining District of Shoshone County, Idaho. Due to
the increased fees from the Bureau of Land Management on unpatented mining
claims, and the depressed prices for silver and lead, the Company decided to
abandon these mining claims in 1993. During the fiscal year ended March 31,
1999, the company discovered through extensive research that it owned 37 acres
of timbered real estate located in Shoshone County, Idaho.
Item 2 - PROPERTIES
The company owns 37 acres contiguous timbered real estate about three miles
southeast of the town of Pinehurst, Idaho. A recent appraisal listed timber
values of $39,354 and bare land value of $9,250 for a total value of $48,604.
Item 3 - LEGAL PROCEEDINGS
The registrant is not a party to any litigation.
Item 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On March 15, 1999, New Hilarity Mining Company held a special meeting of
shareholders pursuant to proper notice. The matters to be voted on included:
1. A proposal to reincorporate under the laws of the State of Nevada;
2. A proposal to change the name of the Corporation to New Hilarity, Inc.
3. A proposal to increase authorized common stock to 100,000,000 shares,
$.001 par value;
4. A proposal to adopt officer and director liability indemnification
provisions; and
5. A proposal to merge with the Company's wholly owned Nevada subsidiary,
New Hilarity, Inc.
At the meeting, 5,144,205 shares were represented out of 7,989,560 shares issued
and outstanding. This established a quorum for the proposed actions. The votes
were tallied and all actions were approved by the required majority votes. No
shareholders dissented from the actions.
The Company's fiscal year ends on March 31 of each year. The Company will hold
its annual shareholders' meeting for the election of directors later this year.
No other matters were submitted to a vote of the security holders of New
Hilarity Mining Company during the period covered by this report.
Document page 3
<PAGE>
PART II
Item 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
The registrant's common stock is traded on the OTC - Bulletin Board (symbol of
"NHYM")
FISCAL YEAR MARCH 31, 1998
--------------------------
<TABLE>
QUARTER LOW BID HIGH BID
- ------------------------------------- -------- ---------
<C> <S> <S>
April 1, 1997 to June 30, 1997 $ .05 $ .07
July 1, 1997 to September 30, 1997 $ .05 $ .07
October 1, 1997 to December 31, 1997 $ .05 $ .07
January 1, 1998 to March 31, 1998 $ .05 $ .07
FISCAL YEAR MARCH 31, 1999
--------------------------
QUARTER LOW BID HIGH BID
- ------------------------------------- -------- ---------
April 1, 1998 to June 30, 1998 $ .03 $ .03
July 1, 1998 to September 30, 1998 $ .03 $ .03
October 1, 1998 to December 31, 1998 $ .03 $ .03
January 1, 1999 to March 31, 1999 $ .03 $ .18
</TABLE>
As of March 31, 1999, there were 1,585 registered shareholders of the Company's
common stock.
Document page 4
<PAGE>
Item 6 - SELECTED FINANCIAL DATA
The following data should be read in conjunction with the Company's financial
statements and the notes thereto:
<TABLE>
Year Ended Year Ended Year Ended Year Ended Year Ended
3-31-99 3-31-98 3-31-97 3-31-96 3-31-95
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Operating Revenue $ -0- $ -0- $ -0- $ -0- $ -0-
Net (Loss) $ (44,488) $ (4,721) $ (11,908) $ (40) $ (1,358)
Net (Loss) Per Share $ (.007) $ (.001) $ (.003) $ (NIL) $ (NIL)
Total Assets $ 58,343 $ 6,964 $ 6,964 $ 34,284 $ 34,284
Working Capital $ 56,276 $ (5,225) $ (504) $ 6,404 $ 6,444
</TABLE>
Item 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The company has been an inactive mining company for many years but owns 37 acres
of timbered real estate located in Shoshone County, Idaho. A recent appraisal
shows a total value of $48,604, of which $39,354 is comprised of timber, and
$9,250 consists of bare land.
The working capital increased from a negative $5,225 as of March 31, 1998 to a
positive $56,276 as of March 31, 1999. This reversal in working capital was
primarily due to the sale of 2,500,000 shares of common stock at $.025 per share
for a total of $62,500. This sale of common stock, through a Regulation D, 506,
occurred in the fall of 1998. The company intends to sell its real estate but
has not yet identified any potential buyers.
The company's net operating loss increased from $4,721 for the year ended March
31, 1998 to $44,488 for the year ended March 31, 1999. This increased loss was
primarily due to expenses related to the shareholders' meeting, and various
legal, accounting and consulting fees.
Item 8 - FINANCIAL STATEMENTS
A complete set of audited financial statements for the year ended March 31, 1999
is included, with comparative unaudited financial statements for prior years
Item 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
The Company retained Williams and Webster, CPAs to audit the financial
statements for the year ended March 31, 1999. Prior to this fiscal year, the
Company did not have an independent auditor.
Document page 5
<PAGE>
PART III
Item 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
John R. Coghlan, 56, is the President of the company and a director. Mr.
Coghlan is a graduate of the University of Montana in 1965 with a major in
business administration. Mr. Coghlan is a Certified Public Accountant in the
State of Washington and is a member of the American Institute of Certified
Public Accountants. Mr. Coghlan was a founder of Labor Ready, Inc., a New York
Stock Exchange listed company, and he was employed by Labor Ready, Inc. from
March 1987 through December 1996, when he retired. Since his retirement, Mr.
Coghlan has worked in private investments.
Robert O'Brien, 64, is the Secretary of the Company and a director. Mr. O'Brien
has recently served as an officer and director of Gold Securities Corporation
and Inland Resources, Inc. From 1977 to 1985, Mr. O'Brien was self-employed as
a general contractor, and from 1958 to 1976, he was executive vice-president of
Hamer's, Inc.
Item 11 - EXECUTIVE COMPENSATION
No executive received compensation for 1998 which would equal or exceed the
required reporting amount of $100,000.
Item 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
John R. Coghlan, the President of the company, owns 1,284,820 shares of common
stock. Robert O'Brien, the Secretary of the company, owns 404,000 shares of
common stock. Terry Dunne, a shareholder, owns 1,245,000 shares of common
stock.
Item 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None
PART IV
Item 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8-K
The Financial Statements are found on pages F-1 through F-11 of this Form 10-K.
The Financial Statement Table of Contents is on Page F-2. No other exhibits are
required to be filed with this Form 10-K.
No reports on Form 8-K were filed or required to be filed during the period
covered by this Form 10-K.
Document page 6
<PAGE>
****************************************************************************
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.
New Hilarity Mining Company
(Registrant)
June 24, 1998 /s/ John R. Coghlan
Dated:______________________ By: __________________________
John R. Coghlan
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.
June 24, 1999 /s/ John R. Coghlan
Dated:______________________ By: __________________________
John R. Coghlan
President
<PAGE>
NEW HILARITY MINING COMPANY
TABLE OF CONTENTS
INDEPENDENT AUDITOR'S REPORT F-1
FINANCIAL STATEMENTS
Balance Sheets F-2
Statements of Operations F-3
Statements of Stockholder's Equity (Deficit) F-4
Statements of Cash Flows F-5
NOTES TO FINANCIAL STATEMENTS F-6
<PAGE>
(LETTERHEAD
WILLIAMS & WEBSTER, P.S.
SPOKANE, WA 99201)
INDEPENDENT AUDITOR'S REPORT
Board of Directors
New Hilarity Mining Company
Spokane, Washington
We have audited the accompanying balance sheet of New Hilarity Mining Company as
of March 31, 1999, and the related statements of operations, stockholders'
equity and cash flows, for the year then ended. These financial statements are
the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we 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 presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of New Hilarity Mining Company as
of March 31, 1999 and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting principles.
The balance sheet as of March 31, 1999 and the accompanying statements of
operations and cash flows for the years ended March 31, 1998 and March 31, 1997
were not audited by us, and accordingly, we express no opinion on them.
/s/ Williams & Webster, P.S.
Williams & Webster, P.S.
Spokane, Washington
May 20, 1999
Document page F1
<PAGE>
NEW HILARITY MINING COMPANY
BALANCE SHEETS
<TABLE>
MARCH 31
-----------------------------------
1999 1998 (UNAUDITED)
----------------- ---------------
<S> <C> <C>
A S S E T S
CURRENT ASSETS
Cash $ 48,030 $ -
Marketable securities, net of allowance for
unrealized loss of $32,141 - 2,143
Prepaid expenses 10,313 -
Deferred tax asset - 4,821
----------------- ---------------
TOTAL CURRENT ASSETS 58,343 6,964
----------------- ---------------
PROPERTY - -
----------------- ---------------
TOTAL ASSETS $ 58,343 $ 6,964
================= ===============
L I A B I L I T I E S & S T O C K H O L D E R S ' E Q U I T Y ( D E F I C I T )
CURRENT LIABILITIES
Accounts payable $ 2,067 $ -
Advances from shareholder - 6,513
Advances from officer - 3,176
Accrued expenses - 2,500
----------------- ---------------
TOTAL CURRENT LIABILITIES 2,067 12,189
----------------- ---------------
COMMITMENTS AND CONTINGENCIES - -
----------------- ---------------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock; $0.10 par value;
15,000,000 shares authorized;
7,989,560 and 3,750,000 shares issued
and outstanding respectively 798,956 375,000
Discount on common stock (251,584) -
Additional paid-in capital - 66,383
Accumulated deficit (491,096) (446,608)
----------------- ---------------
Total stockholders' equity (deficit) 56,276 (5,225)
----------------- ---------------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY (DEFICIT) $ 58,343 $ 6,964
================= ===============
</TABLE>
The accompanying notes are an integral part of these financial statements
Document page F2
<PAGE>
NEW HILARITY MINING COMPANY
STATEMENTS OF OPERATIONS
<TABLE>
For the Years Ended March 31,
----------------------------------------------------
1999 1998(Unaudited) 1997(Unaudited)
---------------- ----------------- ---------------
<S> <C> <C> <C>
REVENUES $ - $ - $ -
---------------- ----------------- ---------------
OPERATING EXPENSES
Transfer and filing fees 6,922 2,221 3,676
Mine cleanup work 705 2,500 -
Consulting 17,188 - 1,000
Professional fees 10,005 - 1,000
Printing and postage 1,555 - -
Other operating expenses 270 - -
Directors' fees 1,500 - 2,000
---------------- ----------------- ---------------
Total operating expenses 38,145 4,721 7,676
---------------- ----------------- ---------------
LOSS FROM OPERATIONS (38,145) (4,721) (7,676)
---------------- ----------------- ---------------
OTHER INCOME (EXPENSES)
Unrealized loss on
marketable securities - - (32,141)
Loss on marketable securities (2,043) - -
Interest expense (80) - -
Interest income 601 - -
---------------- ----------------- ---------------
TOTAL OTHER INCOME (EXPENSES) (1,522) - (32,141)
---------------- ----------------- ---------------
LOSS BEFORE EXTRAORDINARY ITEMS (39,667) (4,721) (39,817)
EXTRAORDINARY ITEMS
Forgiveness of debt - - 23,088
---------------- ----------------- ---------------
LOSS BEFORE INCOME TAXES (39,667) (4,721) (16,729)
PROVISION FOR INCOME TAXES
Current - - -
Deferred 4,821 - (4,821)
---------------- ----------------- ---------------
NET LOSS $ (44,488) $ (4,721) $ (11,908)
================ ================= ===============
NET LOSS PER SHARE $ (0.0074) $ (0.0013) $ (0.0034)
================ ================= ===============
WEIGHTED AVERAGE SHARES 6,001,594 3,750,000 3,474,658
================ ================= ===============
</TABLE>
The accompanying notes are an integral part of these financial statements
Document page F3
<PAGE>
NEW HILARITY MINING COMPANY
STATEMENT OF STOCKHOLDERS' EQUITY
<TABLE>
Common Stock Discount on Additional
---------------------- Common Paid-in Accumulated
Shares Amount Stock Capital Deficit Total
---------- ---------- ----------- ----------- ------------ -----------
<S> <C> <C> <C> <C> <C> <C>
Balance,
3-31-1996
(Unaudited) 3,250,000 $ 325,000 $ - $ 111,383 $ (429,979) $ 6,404
Issuance of
common stock
for services
at $0.01
per share 500,000 50,000 - (45,000) - 5,000
Net loss - - - - (11,908) (11,908)
---------- ---------- ----------- ----------- ------------ -----------
Balance,
3-31-1997
(Unaudited) 3,750,000 375,000 - 66,383 (441,887) (504)
Net loss - - - - (4,721) (4,721)
---------- ---------- ----------- ----------- ------------ -----------
Balance,
3-31-1998
(Unaudited) 3,750,000 375,000 - 66,383 (446,608) (5,225)
Common stock
issued for debt
at $0.025
per share 387,560 38,756 - (29,067) - 9,689
Common stock
issued for
directors fees
at $0.025
per share 60,000 6,000 - (4,500) - 1,500
Common stock
issued for
accounting
services
at $0.025
per share 168,000 16,800 - (12,600) - 4,200
Common stock
issued for
consulting at
$0.025
per share 1,100,000 110,000 (62,284) (20,216) - 27,500
Common stock
issued for fees
at $0.025
per share 24,000 2,400 (1,800) - - 600
Common stock
issued for cash
at $.025
per share 2,500,000 250,000 (187,500) - - 62,500
Net loss - - - - (44,488) (44,488)
---------- ---------- ----------- ----------- ------------ -----------
Balance,
3-31-1999 7,989,560 $ 798,956 $ (251,584) $ - $ (491,096) $ 56,276
========== ========== =========== =========== ============ ===========
</TABLE>
The accompanying notes are an integral part of these financial statements
Document page F4
<PAGE>
NEW HILARITY MINING COMPANY
STATEMENTS OF CASH FLOWS
<TABLE>
For the Years Ended March 31,
----------------------------------------------------
1999 1998(Unaudited) 1997(Unaudited)
---------------- ----------------- ---------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES
Net loss $ (44,488) $ (4,721) $ (11,908)
Adjustments to reconcile net
loss to net cash used by
operating activities
Issuance of common stock
for services 33,800 - 5,000
Unrealized loss on
marketable securities - - 32,141
Income taxes 4,821 - (4,821)
(Increase) decrease in:
Marketable securities 2,143 - -
Prepaid expenses (10,313) - -
Increase (decrease) in:
Accounts payable 2,067 - (12,739)
Advances from shareholder - - 6,513
Advances from officer - 2,221 (14,186)
Accrued expenses (2,500) 2,500 -
---------------- ----------------- ---------------
NET CASH USED BY OPERATING
ACTIVITIES
(14,470) - -
---------------- ----------------- ---------------
CASH FLOWS FROM INVESTING
ACTIVITIES - - -
---------------- ----------------- ---------------
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from issuance of
common stock 62,500 - -
---------------- ----------------- ---------------
NET INCREASE (DECREASE)
IN CASH 48,030 - -
CASH AT BEGINNING OF YEAR - - -
---------------- ----------------- ---------------
CASH AT END OF YEAR $ 48,030 $ - $ -
================ ================= ===============
SUPPLEMENTAL DISCLOSURES
Interest paid $ 80 $ - $ -
================ ================= ===============
Taxes paid $ - $ - $ -
================ ================= ===============
Non-cash financing activities:
Common stock issued for
services $ 33,800 $ - $ 5,000
Common stock issued for debt $ 9,689 $ - $ -
</TABLE>
The accompanying notes are an integral part of these financial statements
Document page F5
<PAGE>
NEW HILARITY MINING COMPANY
NOTES TO FINANCIAL STATEMENTS
March 31, 1999
NOTE 1- ORGANIZATION AND DESCRIPTION OF BUSINESS
The Company was originally incorporated as Lexington Mining Company on February
27, 1930 under the laws of the State of Idaho for the primary purpose of mining
and exploring for nonferrous and precious metals, primarily silver, lead and
zinc. On April 17, 1945, the Company was reorganized, and the name changed to
New Hilarity Mining Company. For many years the Company explored for precious
metal deposits, but no commercial ore bodies were discovered. In early 1993,
the Company abandoned its fifteen unpatented lode-mining claims located in the
Coeur d'Alene Mining District of Shoshone County, Idaho.
Subsequent to March 31, 1999, in April 1999, the Company reorganized under the
laws of the State of Nevada and changed its name to New Hilarity, Inc.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method - The Company's financial statements are prepared using the
accrual method of accounting.
Cash Equivalents - The Company considers all highly liquid investments with a
maturity of three months or less when purchased to be cash equivalents.
Loss per share - Loss per share was computed by dividing the net loss by the
weighted average number of shares outstanding during the year. The weighted
average number of shares was calculated by taking the number of shares
outstanding and weighting them by the amount of time they were outstanding.
Estimates - The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results may differ from those estimates.
Marketable Securities - Marketable trading securities are carried at market
value, which is based on published over-the-counter market quotes.
NOTE 3 - MARKETABLE SECURITIES
The Company owned 857,100 shares of the common stock of United Mines, Inc. As
of March 31, 1997, these securities were reduced to their market value of
$0.0025 per share, with an allowance of unrealized loss of $32,141. As of March
31, 1999 these securities had been sold at a realized loss of $2,043.
NOTE 4 - PROPERTY
The Company owns a 37-acre tract of timbered land in Shoshone County, Idaho.
Prior to 1993, all the timber had been harvested and all capitalized costs
expensed. The timber currently on the land represents new growth and the
property, including timber, has been appraised at approximately $48,000 by an
independent expert.
Document page F6
<PAGE>
NOTE 5 - RELATED PARTY TRANSACTIONS
Current and former officers and a shareholder of the Company have periodically
advanced money to the Company for various working capital requirements. These
advances are typically non-interest bearing and due upon demand. As of March
31, 1999, no amounts were payable to officers or shareholders
NOTE 6 - COMMON STOCK
The Company was originally incorporated on February 27, 1930, with an authorized
captial of 2,000,000 shares of assessable common stock with a par value of $0.05
per share. On April 17, 1945, the shareholders increased the authorized common
stock to 3,000,000 shares with a par value of $0.10 per share and the common
stock was changed from assessable to non-assessable. On August 18, 1982, the
shareholders increased the authorized common stock to 15,000,000 shares with a
par value of $0.10 per share.
Subsequent to March 31, 1999, in April 1999, the shareholders increased the
authorized common stock to 100,000,000 shares with a par value of $0.001 per
share.
NOTE 7 - INCOME TAXES
The Company has a net operating loss carryover of approximately $400,000 at
March 31, 1999. These loss carryovers will commence to expire in 2007. The
Company has not recorded a deferred tax asset for the net operating loss
carryover because it is uncertain if the Company will have adequate future
taxable income to offset these losses.
The following temporary differences give rise to the deferred tax asset and the
income tax benefit for the year ended March 31, 1999:
Allowance of unrealized loss of $32,141
on marketable securities $ 4,821
========
NOTE 8 - ACCRUED EXPENSES
The Company accrued a $2,500 liability at March 31, 1998 for the estimated costs
of cleaning-up an abandoned mining claim where mine waste rock had spilled into
a creek. This liability was fully paid as of March 31, 1999 with additional
clean-up costs of $705.
NOTE 9 - SUBSEQUENT EVENT
Subsequent to March 31, 1999, the following events occurred:
* In April 1999 the Company reorganized under the laws of the State of
Nevada changing its name to New Hilarity, Inc. (See Note 1.)
* In April 1999, the shareholders increased the authorized common stock
to 100,000,000 shares with a par value of $0.001. (See Note 6.)
Document page F7
<PAGE>
NOTE 10 - THE YEAR 2000
The Company has reviewed its readiness for the year 2000 and is not aware of any
needs to modify its data processing systems. The Company is in the process of
reorganizing with limited transactions and therefore expects to easily implement
the usage of Y2K compliant processing systems as transactions increase. The
Company does not expect the year 2000 to have a significant impact on
operations.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
NEW HILARITY MINING COMPANY
This schedule contains summary financial information extracted from the
Statement of Financial Condition at March 31, 1999 (Audited) and
the Statement of Income for the year ended March 31, 1999 (Audited)
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> Mar-31-1999
<PERIOD-END> Mar-31-1999
<CASH> 48,030
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 58,343
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 58,343
<CURRENT-LIABILITIES> 2,067
<BONDS> 0
0
0
<COMMON> 798,956
<OTHER-SE> (742,680)
<TOTAL-LIABILITY-AND-EQUITY> 56,276
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 38,145
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (39,667)
<INCOME-TAX> 4,821
<INCOME-CONTINUING> (44,488)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (44,488)
<EPS-BASIC> (.007)
<EPS-DILUTED> (.007)
</TABLE>
