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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C 20459
FORM 10Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended: May 31, 1999
Commission File Number: 0-11419
Family Health Systems, Inc.
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(Exact Name of Registrant as specified in its Charter)
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<S> <C>
Delaware 22-2435595
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(State or other jurisdiction of incorporation or (I.R.S. Employer Identification No.)
organization)
Post Office Box 21238, St. Simons Island, Georgia 31522-0738
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Address of Principal executive offices of Zip Code
Incorporation or organization
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912-634-2584
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Registrants 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 and 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 last 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 to the latest practical date.
CLASS No. of shares Outstanding on
May 31, 1999
Common Stock 2,006,757
Par Value $.00167
Per share
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PART I
FINANCIAL INFORMATION
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Item 1. Financial Statements
FAMILY HEALTH SYSTEMS, INC.
BALANCE SHEET
May 31, 1999
(Unaudited)
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ASSETS
Cash $ 9,636
Accounts receivable 125
Marketable securities 115,840
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Total current assets 125,601
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Other receivables 85,875
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Investment in closely-held company 16,875
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Total Assets $ 228,351
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LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
Cash overdraft - Investment margin account $ 37,928
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Common Stock 3,351
Paid in capital 2,673,705
Retained earnings (deficit) (2,486,633)
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190,423
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Total Liabilities and stockholder's equity (deficit) $ 228,351
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See Notes to Interim Financial Statements.
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FAMILY HEALTH SYSTEMS, INC.
STATEMENT OF INCOME
Nine Months Ended May 31, 1999
(Unaudited)
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Revenues $ Nil
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Expenses
Auto expense 718
Miscellaneous 3,096
Office Supplies 337
Postage 308
Professional Fees 1,000
Publications 4,928
Stock Transfer fee (1,250)
Telephone 156
Travel 2,675
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11,968
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Other Income (expense)
Capital gains on available-for-sale securities 17,221
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Net Income 5,253
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Retained earnings (deficit), beginning (2,491,886)
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Retained earnings (deficit), ending $(2,486,633)
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See Notes to Interim Financial Statements.
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FAMILY HEALTH SYSTEMS, INC.
STATEMENTS OF CASH FLOWS
For Three and Nine Months Ended May 31, 1999
(Unaudited)
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<CAPTION>
For the three months For the nine months
ended 5/31/99 ended 5/31/99
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CASH FLOWS FROM OPERATING ACTIVITIES
PROVIDED BY (USED IN) OPERATING ACTIVITIES
Net income (loss) $ (1,235) $ 5,253
Adjustments to reconcile net income (loss) to
(Gain) loss on sale of investments -- (17,222)
Change in working capital components
(Increase) decrease in trade receivables (125) (125)
(Increase) decrease in other receivables (36,552) (56,075)
(Increase) decrease in note receivable -- 9,155
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Net cash (used in) operating activities $ (37,912) $ (59,014)
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CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of investments 229,934 695,101
Purchase of investments (229,934) (744,233)
Transfer to operating cash 45,750 100,750
Transfer from operating cash -- (36,552)
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Net cash provided by investing activities 45,750 15,066
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Net increase in cash and cash equivalents 7,838 (43,948)
Cash and cash equivalents
Beginning (36,130) 15,656
Ending $ (28,292) $ (28,292)
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Cash and cash equivalents:
Operating cash $ 9,636 $ 9,636
Cash (overdraft) - Investment margin account (37,928) (37,928)
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$ (28,292) $ (28,292)
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See Notes to Interim Financial Statements
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FAMILY HEALTH SYSTEMS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
Nine Months Ended May 31, 1999
1. BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and wit the
instructions to Form 10-Q and Rule 10-01 of Regulations S-X.
Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of
management, all adjustments considered necessary for a fair
presentation of the operating results for the second quarter
of the fiscal year 1997 have been included. Operating results
for the quarter ended May 31, 1999 are not necessarily
indicative of the results that may be expected for the fiscal
year ending August 31, 1999.
2. CONDENSED PRESENTATION
The Condensed balance sheet and income statement was derived
form the balance sheet and statement of income for that date.
Item 2. Management's Discussion and Analysis of Financial Condition and results
of operation
(A) General Development of Business.
Family Health Systems, Inc. (FHS or REGISTRANT), a Delaware
corporation, was incorporated on January 20, 1983. The
Registrant was formed to provide comprehensive business
services to physicians, dentists and professional corporations
operating full service dental centers and emergency/industrial
medical centers. FHS found this activity to be unprofitable
and it exited the business service activity in fiscal year
1987 and became engaged in the formation, registration,
distribution and sale of developmental stage companies. FHS
has no activities other than investment portfolio management
at this time.
(B) Description of business:
The Registrant is currently inactive in the formation of
subsidiaries, by registration of those stocks through filing
with the SEC, and is seeking a merger or business combination
for itself.
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(C) Market Risk and Investment Risk:
The assets of the Company consist primarily of common stock of
publicly traded companies. As such, the value of the assets of
the Company may be more or less than historical cost. Any
significant declines in market value of investments will
results in a write-down to market value in accordance with
accounting for investments at lower of cost or market.
Item 3. Legal Proceedings
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:
Exhibit 27.1 Financial Data Schedule (for SEC use only)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereto duly authorized.
FAMILY HEALTH SYSTEMS, INC.
June 21, 1999 /s/ William S. Bryant
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William S. Bryant, President
Chief Financial Officer
