BAP ACQUISITION CORP
1051 FIFTH AVENUE NORTH,
NAPLES, FLORIDA 34102
TEL: (941) 261-3396
FAX: (941) 261-5031
October 16th, 1996
Ms. Barbara Jacobs, Deputy Director
Mr. Edsel Guydon, Esq, Examiner
Mr. John Feeney, Accountant
Securities and Exchange Commission
Corporate Finance Small Business Section,
Washington D.C.
Pursuant to your request, please find amendment number 2, for the
BAP ACQUISITION CORP., and its Subsidiaries for the nine months ending
September 30th, 1996.
Thanks,
Yours Truly,
BAP ACQUISITION CORP
/s/ Garfield Ricketts
--------------------
Garfield Ricketts
Balance Sheets
Ricketts Enterprises International, Inc. - December 31, 1995
BAP Acquisition Corp and Its Subsidiaries - September 30, 1996
ASSETS:
9/30/96 12/31/95
CURRENT ASSETS Unaudited Audited
Cash $ $
Accounts Receivable 9,087 4,609
Prepaid Expenses 4,357 1,666
Deposits 185
--------- ---------
Total Current Assets $ 13,629 $ 6,275
--------- ---------
PROPERTY, PLANT AND EQUIPMENT
Equipment and Furniture $ 10,621 $ 10,452
Buildings 387,750 387,750
Land 86,170 86,170
Less: Accumulated Depreciation <15,283> < 6,331>
--------- ---------
Total Property, Plant and
Equipment $469,258 $478,041
--------- ---------
OTHER ASSETS
Organizational Costs
(net of Amortization) $ 57,163 $ 58,255
--------- ---------
TOTAL ASSETS $540,050 $542,571
========= =========
LIABILITIES AND STOCKHOLDER'S EQUITY:
LIABILITIES:
CURRENT LIABILITIES
Cash Deficit $ 19 $ 2,855
Accounts Payable 30,306 29,402
Current Maturities of Debt 4,816 4,816
--------- ---------
Total Current Liabilities $ 35,141 $ 37,073
--------- ---------
LONG-TERM LIABILITIES
Mortgages Payable $142,691 $148,148
Less: Current Maturities <4,861> <4,816>
--------- ---------
Total Long-Term Liabilities $137,830 $143,332
--------- ---------
TOTAL LIABILITIES $172,971 $180,405
--------- ---------
STOCKHOLDER'S EQUITY:
Common Stock $ 4,665 $ 4,655
Additional Paid in Capital 347,550 347,550
Retained Earnings 9,961 9,961
Year to Date Profit 4,903
--------- ---------
Total Stockholder's Equity $367,079 $362,166
--------- ---------
TOTAL LIABILITIES AND
STOCKHOLDER'S EQUITY $540,050 $542,571
========= =========
See accountants report
Statement of Cash Flows
Ricketts Enterprises International, Inc.
For the Year Ended December 31, 1995
BAP Acquisition Corp and its Subsidiaries
Statement of Cash Flows - Audited
For the Nine Months Ended September 30, 1993
CASH FLOW FROM OPERATING ACTIVITIES:
9 Months Year
9/30/96 12/31/95
Unaudited Audited
Net Cash Flow From Operations $ 8,462 $ <11,731>
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Ricketts Enterprises
International $ $<473,920>
Purchase of Furniture and Equipment <169> <6,006>
---------- ----------
Net Cash Flows from Investing $ <169> $<479,926>
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Assumption of Mortgages $ $ 148,148
Shares issued 340,654
Payment of Mortgages <5,457>
---------- ---------
Net Cash Flows from Financing $ <5,457> $ 488,802
---------- ---------
Increase <Decrease> in Cash $ 2,836 $< 2,855>
Cash Beginning of Period <2,855> 0
---------- ----------
Cash End of Period $ <19> $< 2,855>
========== ==========
See Accountant's Report
Income Statements - Unaudited
Ricketts Enterprises International, Inc.
For the Year Ended December 31, 1995
and
BAP Acquisition Corp. and its Subsidiaries
For the Nine Months Ended September 30, 1996
9 Months Year
9-30-96 12-21-95
Unaudited Audited
$ 63,928 $ 57,009
REVENUE --------- ---------
EXPENSES
Repairs and Maintenance $ 6,900 $ 8,329
Office Expense 3,446 5,848
Utilities and Telephone 6,654 5,786
Rent 5,176 5,751
Dues & Subscriptions 2,951 3,845
Management 817 1,195
Professional Fees 1,739 950
Taxes and Licenses 1,506 780
Real Estate Taxes 6,124
Auto Expense 598 489
Travel & Entertainment 403 730
Insurance 1,643
Advertising 392
Commissions 1,000
--------- ---------
Total Operating Expenses $ 39,349 $ 33,703
--------- ---------
NET INCOME FROM OPERATIONS $ 24,579 $ 23,305
--------- ---------
OTHER EXPENSES
Depreciation $ 8,952 $ 5,713
Contributions 211 150
Interest 9,421 7,481
Amortization 1,092 -0-
--------- ---------
Total Other Expenses $ 19,676 $ 13,344
NET INCOME $ 4,903 $ 9,961
========= =========
EARNINGS PER COMMON SHARE $ 0.001 $ 0.002
See Accountant's Report
KARL E. REDDIES
CERTIFIED PUBLIC ACCOUNTANT
660 TAMIAMI TRAIL NORTH
SUITE 1
NAPLES, FL 33940
(941) 263-8887
October 14, 1996
Mr. Garfield Ricketts, President
BAP Acquisition Corp and Its Subsidiaries
1051 5th Avenue North
Naples, FL 33940
I have compiled the accompanying balance sheet of Ricketts
Enterprises International, Inc. (a Florida S Corporation) as
of December 31, 1995 and the related income statement and cash
flow statement for the year then ended and the balance sheet
of BAP Acquisition Corp and its subsidiaries (a Delaware
Corporation) as of September 30, 1996 and the related income
statement and cash flow statement for the nine months then
ended in accordance with standards established by the American
Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of
financial statements information that is the representation of
management. I have not audited or reviewed the accompanying
financial statement and, accordingly, do not express an
opinion or any other form of assurance on them.
Ricketts Enterprises International, Inc. became a subsidiary
of BAP Acquisition Corp on December 31, 1995.
Management has elected to omit substantially all of the
disclosures required by generally accepted accounting
principles. If the omitted disclosures were included in the
financial statements they might influence the user's
conclusions about the company's financial position.
Accordingly, the balance sheet, income statement and statement
of cash flows are not designed for those who are not informed
about such matters.
Sincerely,
s/s Karl E. Reddies
- --------------------
Karl E. Reddies, CPA
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the registrant has duly caused this report to be signed on
its behalfby the undersigned, thereunder duly authorized.
BAP ACQUISITION CORP
Dated: November 1st, 1996 by /s/ Garfield Ricketts
---------------------------
Garfield Ricketts. President
