SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the quarterly period ended: September 30, 1997
TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Colorado 0-13313 36-3296861
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
P.O. Box 4197, Englewood, CO 80155-4197
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 303-761-8829
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 the filing
requirements for at least the past 90 days.
Yes X No ____
As of September 30, 1997, there were 41,733,000 shares of common
stock, no par value, outstanding.
<PAGE>
TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
Condensed Consolidated Balance Sheet
September 30,
1997 June 30,
(Unaudited) 1997
ASSETS
CURRENT ASSETS
Cash $- $ 204
Accounts receivable - -
Inventories - -
Prepaid expenses - -
Total current assets $- $ -
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Payable to affiliates $- $ -
Accounts payable - -
Total current liabilities - -
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, stated no par value per share;
authorized 100,000,000 shares; issued and
outstanding 41,733,000 shares 41,733 41,733
Additional paid-in capital 925,124 925,124
Accumulated deficit (966,653) (966,653)
$204 $ 204
=======================================================================
The accompanying notes are considered an integral part of these
financial statements.
<PAGE>
TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
Condensed Consolidated Statement of Operations
(Unaudited)
Three Months Ended
September 30,
1997 1996
NET SALES $- $4,998
COST OF SALES - -
GROSS PROFIT - 4,998
SELLING, GENERAL
AND ADMINISTRATIVE - 192
OPERATING INCOME - 4,806
OTHER INCOME (EXPENSE) - -
LOSS BEFORE
EXTRAORDINARY ITEM - 4,806
EXTRAORDINARY ITEM -
SETTLEMENT AND
EXTINGUISHMENT OF TRADE
PAYABLES - 1,990
NET INCOME (LOSS) - $6,796
======================================================
INCOME PER SHARE:
BEFORE EXTRAORDINARY
ITEMS $- $>.01
EXTRAORDINARY ITEM - >.01
NET INCOME (LOSS) $- $>.01
======================================================
WEIGHTED AVERAGE
SHARES OUTSTANDING 41,733,000 41,733,000
=========================================================
The accompanying notes are considered an integral part of these
financial statements.
<PAGE>
TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
Consolidated Statement of Cash Flows
(Unaudited)
Three Months Ended
September 30,
1997 1996
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ - $6,796
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Changes in operating assets and liabilities:
Accounts receivable - (5,285)
Inventories - 1,604
Prepaid expenses - 51
Payable to affiliates - (915)
Accounts payable - (2,809)
- (558)
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments to financial institution - -
- -
NET INCREASE (DECREASE) IN CASH - (558)
CASH - BEGINNING OF PERIOD - 840
CASH - END OF PERIOD $ - $ 282
=========================================================================
The accompanying notes are considered an integral part of these
financial statements.
<PAGE>
<TABLE>
<CAPTION>
TELECONFERENCING SYSTEMS INTERNATIONAL, INC.
Condensed Consolidated Statement of Changes in Stockholders' Equity (Deficit)
Additional
Common Stock Paid-in Accumulated
Shares Amount Capital Deficit Total
<S> <C> <C> <C> <C> <C>
Balances,
July 1, 1997 41,733,000 $41,733 $925,124 $966,653 $204
Net loss
(unaudited) - - - - -
Balances,
September 30,
1997
(unaudited) 41,733,000 $41,733 $925,124 $966,653 $204
</TABLE>
<PAGE>
TELECONFERENCING SYSTEMS INTERNATIONAL,INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note A - General
Teleconferencing Systems International, Inc. (the "Company") was incorporated
in Colorado on December 19, 1983. Activities of the Company since June 30,
1995 have been primarily liquidation of operating assets and settlement of
obligations to creditors and employees as previously reported in its Annual
Report filed on Form 10-KSB for the years ended June 30, 1996 and 1997.
The accompanying unaudited condensed financial statements have been prepared
in accordance with the instructions to Form 10-QSB and do not include all of
the information and notes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all material adjustments, consisting of only normal recurring adjustments
considered necessary for a fair presentation, have been included. These
statements should be read in conjunction with the financial statements
and notes thereto included in the Company's Form 10-KSB for the year ended
June 30, 1997.
The results of operations for the three months ended September 30, 1997, are
not necessarily indicative of the results for the remainder of fiscal 1997.
Note B - Earnings (Loss) Per Share
Earnings (loss) per share of common stock are computed using the weighted
average number of shares outstanding during each period.
ITEM 2.
Management's Discussion and Analysis of Financial Condition and Results of
Operations.
Results of Operations
The Company's active operations had ceased on June 30, 1995, however
some minimal activity continued in collecting accounts receivable and making
some creditors payments.
For the quarter ended September 30, 1997, the Company had no sales or
revenues, and no gross profit. For the same period in 1996, the net sales
were $4,998 with no cost of sales for a gross profit of 4,998. In the period
in 1996 the Company had an extraordinary item - settling trade payables for
$1,990 in income.
<PAGE>
In quarter ended September 30, 1997, the Company incurred no general
and administrative expenses. The operating results for
the same period in 1996 were $192 in selling, general, and administrative
expenses which produced an operating income of $4,806 and with the
extraordinary items, net income of $6,796.
Liquidity and Capital Resources
The Company had no cash capital at the end of the period and no assets.
The Company had no in current liabilities at period end. The Company will
be forced to either borrow against or sell assets or make private placements
of stock in order to fund any operations. No assurance exists as to the
ability to make private placements of stock or borrow funds.
PART II
OTHER INFORMATION
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
(a) The following are filed as Exhibits to this Quarterly Report.
The numbers refer to the Exhibit Table of Item 601 of
Regulation S-K: None.
(b) Reports on Form 8-K filed during the three month ended
September 30, 1997. (incorporated by reference):
8-K filed July 8, 1997
8-K filed July 14, 1997
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 of the
undersigned thereunto duly authorized.
Dated: December 23, 1997
TELECONFERENCING SYSTEMS INTERNATIONAL,
by:/s/ Robert Kropf
Robert Kropf, President