SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15 (d) of
the Securities Exchange Act of 1934
For the Nine Months Ended April 30, 1997 Commission File Number:
2-86160-NY
LEADVILLE MINING AND MILLING CORP.
(Exact name of registrant as specified in its charter)
NEVADA #13-3180530
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
76 BEAVER STREET, NEW YORK, NEW YORK 10005
(Address of Principal Executive Offices (Zip Code)
Registrant's Telephone Number, Including Area Code (212) 344-5158
The Number of Shares Outstanding of Common Stock,
$.001 Par Value, at April 30, 1997 14,011,818
==========
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 _X_ No __
<PAGE>
LEADVILLE MINING AND MILLING CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
BALANCE SHEET
APRIL 30, 1997
(Unaudited)
ASSETS
Current Assets:
Cash $ 48,183
Loans Receivable 9,131
Other Current Assets 613
----------
Total Current Assets 57,927
Property and Equipment (Net of
Accumulated Depreciation of $343,216) 1,359,738
Other Assets:
Mining Reclamation Bonds 11,000
Security Deposit 3,667
----------
Total Other Assets 14,667
----------
Total Assets $1,432,332
==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accrued Expenses and Taxes $ 54,548
----------
Commitments and Contingencies
Stockholders' Equity:
Common Stock, Par Value $.0001 Per Share;
Authorized 150,000,000 shares; Issued and
Outstanding 14,011,818 Shares 14,012
Capital Paid In Excess of Par Value 6,706,284
Deficit Accumulated in the Development Stage (5,342,512)
----------
Total Stockholders' Equity 1,377,784
Total Liabilities and Stockholders' Equity $1,432,332
==========
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
LEADVILLE MINING AND MILLING CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For The Period
September 17,1982
Three Months Ended Nine Months Ended (Inception)
April 30, April 30, To
1997 1996 1997 1996 April 30, 1997
------------ ------------ ------------ ------------ --------------
<S> <C> <C> <C> <C> <C>
Revenues:
Interest Income $ 192 $ 205 $ 606 $ 704 $ 708,000
Miscellaneous -- -- -- -- 23,483
------------ ------------ ------------ ------------ -------------
Total Revenues 192 205 606 704 731,483
------------ ------------ ------------ ------------ -------------
Costs and Expenses:
Mine Expenses 79,510 65,030 243,245 155,149 1,648,817
Selling, General and
Administrative Expenses 130,307 89,634 391,731 225,602 3,945,596
Depreciation 1,578 1,742 4,734 5,226 343,216
Loss on Write-Off of
Investment -- -- -- -- 10,000
Loss on Joint Venture -- -- -- -- 101,700
------------ ------------ ------------ ------------ -------------
Total Costs and
Expenses 211,395 156,406 639,710 385,977 6,049,329
------------ ------------ ------------ ------------ -------------
Loss Before Provision
For Income Taxes (211,203) (156,201) (639,104) (385,273) (5,317,846)
Provision For Income
Taxes -- -- 688 1,900 24,666
------------ ------------ ------------ ------------ -------------
Net Loss $ (211,203) $ (156,201) $ (639,792) $ (387,173) $ (5,342,512)
============ ============ ============ ============ =============
Net Loss Per Share $ (.02) $ (.01) $ (.05) $ (.03)
============ ============ ============ ============
Average Common
Shares Outstanding 13,722,543 11,985,083 13,318,502 11,668,346
============ ============ ============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
LEADVILLE MINING AND MILLING CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For The Period
September 17, 1982
Nine Months Ended (Inception)
April 30, To
1997 1996 April 30, 1997
---- ---- --------------
<S> <C> <C> <C>
Cash Flow From Operating Activities:
Net Loss $ (639,792) $ (387,173) $(5,342,512)
Adjustments to Reconcile Net Loss to
Net Cash Used By Operating Activities:
Depreciation 4,734 5,226 343,216
Loss on Write-Off of Investment -- -- 10,000
Loss From Joint Venture -- -- 101,700
Value of Common Stock Issued For Services 43,800 97,665 1,298,245
Compensation Portion of Options Exercised 123,432 -- 384,932
Changes in Operating Assets and Liabilities:
(Increase) Decrease in Prepaid Expenses 51,408 672 --
(Increase) in Other Current Assets (406) (294) (613)
Increase in Security Deposit -- -- (3,667)
Increase (Decrease) in Accrued Expenses
and Taxes (15,258) (66,345) 54,548
----------- ----------- -----------
Net Cash Used By Operating Activities (432,082) (350,249) (3,154,151)
----------- ----------- -----------
Cash Flow From Investing Activities:
Purchase of Property and Equipment (3,500) (5,987) (1,698,453)
Investment in Joint Venture -- -- (101,700)
Investment in Privately Held Company -- -- (10,000)
----------- ----------- -----------
Net Cash Used By Investing Activities (3,500) (5,987) (1,810,153)
----------- ----------- -----------
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
LEADVILLE MINING AND MILLING CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF CASH FLOWS
(Continued)
(Unaudited)
<TABLE>
<CAPTION>
For The Period
September 17, 1982
Nine Months Ended (Inception)
April 30, To
1997 1996 April 30, 1997
---- ---- --------------
<S> <C> <C> <C>
Cash Flow From Financing Activities:
(Increase) Decrease in Loans Receivable $ (1,223) $ (849) $ (9,131)
Increase in Loans Payable - Officers -- -- 18,673
Repayment of Loans Payable - Officers (9,673) (7,000) (18,673)
Proceeds From Sales of Common Stock 450,131 408,255 5,436,958
Proceeds From Exercise of Option 9,673 -- 9,673
Commissions on Sale of Common Stock -- -- (5,250)
Expenses of Initial Public Offering -- -- (408,763)
Purchase of Certificate of Deposit - Restricted -- -- (5,000)
Purchase of Mining Reclamation Bond -- -- (6,000)
----------- ----------- -----------
Net Cash Provided By Financing Activities 448,908 400,406 5,012,487
----------- ----------- -----------
Increase In Cash and Cash Equivalents 13,326 44,170 48,183
Cash and Cash Equivalents - Beginning 34,857 11,268 --
----------- ----------- -----------
Cash and Cash Equivalents - Ending $ 48,183 $ 55,438 $ 48,183
=========== =========== ===========
Supplemental Cash Flow Information:
Cash Paid For Interest $ 0 $ 0 $ 0
=========== =========== ===========
Cash Paid For Income Taxes $ 688 $ 1,900 $ 24,115
=========== =========== ===========
Non-Cash Financing Activities:
Issuances of Common Stock as Commissions
on Sales of Common Stock $ 35,765 $ 34,700 $ 105,550
=========== =========== ===========
Non-Cash Investing Activities:
Issuances of Common Stock For Acquisition
of Property and Equipment $ 4,500 $ -- $ 4,500
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements
5
<PAGE>
LEADVILLE MINING AND MILLING CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
NOTES TO FINANCIAL STATEMENTS
APRIL 30, 1997
(Unaudited)
NOTE 1 - Basis of Presentation
In the opinion of the Company, the accompanying unaudited financial
statements reflect all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of
operations and cash flows for the periods presented.
Results of operations for interim periods are not necessarily indicative of
the results of operations for a full year due to external factors which are
beyond the control of the Company.
6
<PAGE>
LEADVILLE MINING AND MILLING CORP.
Item I. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES REFERENCE TO
ANNUAL REPORT;
These financial statements should be read in conjunction with the Form
10-QSB for the Quarter ended January 31, 1997 and Form 10-QSB for quarter ended
October 31, 1996. The interim financial statements reflect all adjustments which
are, in the opinion of management, necessary for a fair statement of the results
of operations for the interim periods presented. Such adjustments are of a
normal recurring nature. Operating results for the six months ended April 30,
1997 are not necessarily indicative of the results that may be expected for the
fiscal year ending July 31, 1997.
Item II. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS:
FINANCIAL CONDITION:
As of April 30, 1997, the Company had a positive working capital of
$4,379.00 (defined as current assets less current liabilities) which represents
a net increase in working capital of $44,372 from January 31, 1997. As was
explained in the Company's 10-KSB, the Company is in a precarious financial
condition and there is no assurance whatsoever that the Company will be able to
continue as a going concern or that any of its plans with respect to its gold
mining properties will come to fruition. The Company, in order to continue its
mine program must obtain substantial financing. While management is seeing such
financing through joint venture partners, private placement of its shares and
other arrangements, there is no assurance that management will succeed therein.
It should be emphasized that the Company's financial condition has remained
critical since the date of the last 10-KSB and that in order to survive, the
Company will need an infusion of capital within the near future.
RESULTS OF OPERATIONS:
Rehabilitation continued on the Hopemore 5th and 7th Levels. Exploratory
drilling in so called "B" zone revealed the presence of high-grade gold and
silver mineralization of unknown quantity. Exploration is continuing. A great
effort was initiated to control the anticipated seasonal run-off and
infiltration of snow, melt water into the mine. This was partially successful.
The Company has hired a mill-man whose duties are to commence pilot milling
at the Company's mill plant. Initial mill feed will be low-grade gold bearing
tailings and base-metal bearing exploratory ore. As the B-Zone is further
evaluated (successfully) high grade ore from this location will be processed
exclusively.
7
<PAGE>
FORM 10-QSB
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 thereto duly authorized.
LEADVILLE MINING & MILLING CORP.
Registrant
By: /s/ Gifford Dieterle
-----------------------
Gifford Dieterle
Treasurer/Secretary
Date: June 15, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUL-31-1997
<PERIOD-START> AUG-01-1996
<PERIOD-END> APR-30-1997
<CASH> 48,183
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 57,927
<PP&E> 1,702,954
<DEPRECIATION> 343,216
<TOTAL-ASSETS> 1,432,332
<CURRENT-LIABILITIES> 54,548
<BONDS> 0
0
0
<COMMON> 14,012
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,432,332
<SALES> 0
<TOTAL-REVENUES> 606
<CGS> 0
<TOTAL-COSTS> 243,245
<OTHER-EXPENSES> 396,465
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (639,104)
<INCOME-TAX> 688
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (639,792)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
