U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Three Months Ended: June 30, 1997
-------------
[ X ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from: to:
------------------- -------------------
Commission file Number 0-14039
AMERICAN GENERAL VENTURES, INC.
----------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
NEVADA 11-2712721
------------------------------ -----------------
(State or Other Jurisdiction of I.R.S. Employer
Incorporated or Organization) Identification No.
3650 Austin Bluffs Parkway-Suite 138
Colorado Springs, Colorado
-------------------------------------
(Address of Principal Executive Offices)
(719) 548-1616
-----------------------------
(Registrant's Telephone Number)
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 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
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Check mark whether the issuer has filed all documents and reports required to
be filed by Sections 2, 12, or 15 (d) of the Securities Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes__ No__
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each issuer's classes of common
stock, as of the latest practicable date.
Common Stock $.001 par value, 9,200,000
(title of class) (Shares outstanding at
June 30, 1997)
1
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THREE MONTHS ENDED June 30, 1997
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 - Financial Statements PAGE
Balance Sheet as of June 30, 1997 & June 30,1996 3
Income Statements for quarters ending 4
June 30, 1997 & 1996
Statement of Cash Flows for three months ended 5
June 30, 1997 & 1996
ITEM 2 - Management Discussion and Analysis 6
PART II - OTHER INFORMATION
ITEMS 1-5 7
SIGNATURE PAGE 8
2
<PAGE>
AMERICAN GENERAL VENTURES, INC
CONSOLIDATED BALANCE SHEET
JUNE 30, 1997 & JUNE 30, 1996
(UNAUDITED)
ASSETS 6-30-97 6-30-96
---------- ----------
Current Assets:
Cash 3,038 610
Marketable Securities -0- -0-
Accounts Receivable 73,880 177,510
Inventory 295,783 442,507
Other Current Assets -0- -0-
---------- ----------
Total Current Assets 375,047 620,627
Net Prop,Plant,Equip 70,118 31,552
Other Assets 24,971 27,360
---------- ----------
Total Assets 470,136 679,539
========== ==========
LIABILITIES and STOCKHOLDERS' EQUITY
Current Liabilities:
Notes Payable-Officer -0- 281,200
Accounts Payable 290,931 58,222
Other Current Liabilities 142,722 7,4333
---------- ----------
Total Current Liabilities 433,653 346,855
Long Term Liabilities:
Notes Payable-Officer 501,151 129,691
Long Term Debt 35,495 -0-
---------- ----------
Total Liabilities 970,299 476,546
Stockholders' Equity:
Common Stock 9,200 9,200
Paid in Capital 1,702,099 1,702,099
Accumulated Deficit (2,211,462) (1,588,400)
---------- ----------
Total Equity (500,163) 202,933
---------- ----------
Total Liabilities & Equity 470,136 679,539
========== ==========
3
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED INCOME STATEMENT
QTRS ENDING JUNE 30, 1997 & 1996
(UNAUDITED)
2ND QTR 2ND QTR
1997 1996
---------- ----------
REVENUES 310,727 423,365
Cost and Expenses:
Cost of Sales 245,143 275,248
Sell & General Admin 97,591 103,256
Interest -0- -0-
---------- ----------
Total Cost & Expenses 342,734 378,504
---------- ----------
Net Income (Loss) Before Taxes (32,007) 44,861
Income Tax Expense -0- -0-
Net Income (Loss) (32,007) 44,861
Net Income Per common Share .00 .00
Weighted Average Common Shares
Outstanding 9,200,000 9,200,000
========== ==========
4
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED CASH FLOW
FOR THREE MONTHS ENDING JUNE 30, 1997 & 1996
(UNAUDITED)
1997 1996
--------- ---------
Cash Flow from Operating Activities
Net Income (Loss) (32,007) 44,861
Adjustments to Reconcile Net Income
to Net cash:
Inc (Dec) in Accounts Receivable (151,429) 50,310
Inc (Dec) in Inventory (13,280) (16,272)
Inc (Dec) in Other Assets (2,479) 112
Inc (Dec) in Accounts Payable 98,137 (35,636)
Inc (Dec) in Payroll Tax Payable 1,330 (5,890)
Inc (Dec) in Sales Tax Payable (565) (330)
-------- --------
Net Cash Provided by (Used In)
Operating Activities (68,286) (37,455)
Cash Flow from Investing Activities:
Inc (Dec) in Marketable Sec -0- -0-
Plant and Equipment (30) -0-
-------- --------
Net Cash Provided by (Used in)
Financing Activities 111,126 71,200
-------- --------
Inc (Dec) in cash 10,803 33,745
Cash (Beginning) (8,029) (33,247)
Cash (Ending) 2,774 498
5
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THE THREE MONTHS ENDED JUNE, 1997
ITEM 2 - MANAGEMENT DISCUSSION AND ANALYSIS
Results of Operations
During the period from April 1, 1997 through June 30, 1997 the Company revenues
were $310,727 compared to $423,365 for the same period in 1996. The decrease in
revenues was due to decreased orders for computers and accessories from Wal-Mart
Stores, Inc. taken by the Company's subsidiary ACI Micro Systems, Inc. ACI has
reduced its sales with Wal-Mart retail stores since it was issued a second
vendor number from Wal-Mart Online. The Company plans to emphasize selling its
product through Wal-Mart's World Wide Web Page and de-emphasize its sales in
Wal-Mart retail stores. The Company experienced considerable losses because of
its guaranteed sale provision with the retail stores. Many Wal-Mart stores
ordered more computers than they were able to sell and consequently returned the
unsold systems. The online sales are sold before they are shipped and reduces
the guaranteed sale problem.
The Company presently offers seven preconfigured computer systems on Wal-Mart's
web page and expects to have a build your own desktop and laptop computer online
in October 1997. The build your own computer has been very successful with Dell
Computers and Gateway 2000. The Company expects that by partnering with Wal-Mart
it will capture a percentage of Dell's and Gateway's market share.
Wal-Mart Online has featured the Company's computers on its home page. Wal-Mart
Online used one of the Company's computers to celebrate its 1st anniversary by
selling it below cost for a period of two weeks. The Company was listed in the
top five vendors in revenues for Wal-Mart Online.
In addition to selling its computers online, the Company will continue to sell
to Wal-Mart stores but without a guaranteed sale. The most recent vendor
agreement from Wal-Mart removed the guaranteed sale provision.
The Company is seeking additional avenues for selling its computers. The Company
is in discussions with a national educational Internet company who has expressed
interest in purchasing its computers for work stations in the classroom. Its
products are also listed on shopping malls of several other web pages.
6
<PAGE>
The Company has an agreement with Prodigy to load its Prodigy Internet software
on each computer sold. If the purchaser of the computer decides to continue with
Prodigy services after the 30 free trial, Prodigy will pay the Company a bounty.
Prodigy has expressed interest in selling the Company's computers through
Prodigy's shopping network.
Working Capital and Capital Resources
Working capital at June 30, 1997 (current assets less current liabilities)
totaled ($58,606) compared to $273,772 at June 30, 1996. The decrease in working
capital was due to a decrease in accounts receivable and inventory.
The Company has implemented several means to raise short term capital. The
Company expects to receive sufficient resources to meet its capital requirement.
PART II OTHER INFORMATION
Item 1 Legal Proceedings
The Company knows of no litigation pending, threatened or contemplated, or
unsatisfied judgments against the Company, nor any proceedings to which the
Company is a party that will adversely affect the Company.
Item 2 Changes in Securities - None
Item 3 Defaults Upon Senior Securities - None
Item 4 Submission of Matters to a Vote of Securities Holders - None
Item 5 Other Information - None
Item 6 Exhibits and Reports on Form 8-K - None
7
<PAGE>
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 thereunto duly authorized.
AMERICAN GENERAL VENTURES, INC.
By: /s/ Steven H. Walker
-------------------------------------
President/CEO
Date: August 21, 1997
8
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 3,038
<SECURITIES> 0
<RECEIVABLES> 73,880
<ALLOWANCES> 0
<INVENTORY> 295,783
<CURRENT-ASSETS> 375,047
<PP&E> 70,118
<DEPRECIATION> 0
<TOTAL-ASSETS> 470,136
<CURRENT-LIABILITIES> 433,653
<BONDS> 0
0
8,000,000
<COMMON> 900,000,000
<OTHER-SE> (500,163)
<TOTAL-LIABILITY-AND-EQUITY> 470,135
<SALES> 310,727
<TOTAL-REVENUES> 310,727
<CGS> 245,143
<TOTAL-COSTS> 245,143
<OTHER-EXPENSES> 97,591
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (32,007)
<INCOME-TAX> 0
<INCOME-CONTINUING> (32,007)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (32,007)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>