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: September 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.
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(Exact Name of Registrant as Specified in its Charter)
NEVADA 11-2712721
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(State or Other Jurisdiction of I.R.S. Employer
Incorporated or Organization) Identification No.
3650 Austin Bluffs Parkway-Suite 138
Colorado Springs, Colorado
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(Address of Principal Executive Offices)
(719) 548-1616
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(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
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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
September 30, 1997)
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THREE MONTHS ENDED SEPTEMBER 30, 1997
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 - Financial Statements PAGE
Balance Sheet as of 3
September 30, 1997 & September 30,1996
Income Statements for quarters ending 4
September 30, 1997 & 1996
Statement of Cash Flows for three months ended 5
September 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
SEPTEMBER 30, 1997 & SEPTEMBER 30, 1996
(UNAUDITED)
ASSETS 9-30-97 9-30-96
- ------ ------- -------
Current Assets:
Cash 17,073 (47,048)
Marketable Securities -0- -0-
Accounts Receivable 66,472 299,743
Inventory 276,000 500,393
Other Current Assets -0- -0-
---------- ----------
Total Current Assets 359,545 753,088
Net Prop,Plant,Equip 70,118 31,552
Other Assets 29,971 27,360
---------- ----------
Total Assets 470,136 812,000
========== ==========
LIABILITIES and STOCKHOLDERS' EQUITY
Current Liabilities:
Notes Payable-Officer -0- 302,573
Accounts Payable 188,478 138,669
Other Current Liabilities 7,433 8,033
---------- ----------
Total Current Liabilities 195,911 449,275
Long Term Liabilities:
Notes Payable-Officer -0- 129,691
Long Term Debt 35,945 -0-
---------- ----------
Total Liabilities 231,406 578,966
Stockholders' Equity:
Common Stock 9,200,000 9,200,000
Paid in Capital 1,702,099 1,702,099
Accumulated Deficit (1,588,400) (1,478,265)
---------- ----------
Total Equity 238,730 233,034
---------- ----------
Total Liabilities & Equity 470,136 812,000
========== ==========
3
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED INCOME STATEMENT
QTRS ENDING SEPTEMBER 30, 1997 & 1996
(UNAUDITED)
3RD QTR 3RD QTR
1997 1996
---------- ----------
REVENUES 109,385 504,728
Cost and Expenses:
Cost of Sales 86,414 355,445
Sell & General Admin 73,372 119,242
Interest -0- -0-
---------- ----------
Total Cost & Expenses 159,786 474,687
---------- ----------
Income (Loss) from Operations (50,401) 30,041
Interest Income -0- -0-
Net Income (Loss) Before Taxes (50,401) 30,041
Income Tax Expense -0- -0-
Net Income (Loss) (50,401) 30,041
Net Income Per Common Share .00 .00
Weighted Average Common Shares 9,200,000 9,200,000
Outstanding
========== ==========
4
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED CASH FLOW
FOR THREE MONTHS ENDING SEPTEMBER 30, 1997 & 1996
(UNAUDITED)
1997 1996
------- -------
Cash Flow from Operating Activities
Net Income (Loss) (50,401) 30,040
Adjustments to Reconcile Net Income
to Net Cash:
Inc (Dec) in Accounts Receivable 162,256 (122,806)
Inc (Dec) in Inventory (27,600) (37,577)
Inc (Dec) in Other Assets (2,479) 361
Inc (Dec) in Accounts Payable (75,567) 60,480
Inc (Dec) in Payroll Tax Payable -0- 1,343
Inc (Dec) in Sales Tax Payable -0- (744)
-------- --------
Net Cash Provided by (Used In)
Operating Activities 56,610 (98,943)
Cash Flow from Investing Activities:
Inc (Dec) in Marketable Sec -0- -0-
Plant and Equipment -0- -0-
-------- --------
Net Cash Provided by (Used in)
Investing Activities -0- -0-
Cash Flow from Financing Activities:
Inc (Dec) in Notes Payable -0- 1,373
Inc (Dec) in Notes Pay-Walker -0- 20,000
-------- --------
Net Cash Provided by (Used in)
Financing Activities 6,209 21,373
-------- --------
Inc (Dec) in Cash 6,209 (47,529)
Cash (Beginning) 17,073 498
Cash (Ending) 23,282 (47,031)
5
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THE THREE MONTHS ENDED SEPTEMBER, 1997
ITEM 2 - MANAGEMENT DISCUSSION AND ANALYSIS
Results of Operations
During the period from July 1, 1997 through September 30, 1997 the Company
revenues were $109,385, compared with $504,728 for the same period in 1996. The
decrease in revenues was due to the Company's subsidiary ACI Micro Systems, Inc.
restructuring its approach from selling its products to Wal-Mart retail stores
to selling its products solely through Wal-Mart Online. Wal-Mart Online issued
ACI a second vendor agreement allowing the Company to sell pre-configured
desktop computers, notebook computers and build to order (BTO) computers through
its Web Site. By restructuring ACI's direction to Wal-Mart Online only, orders
to Wal-Mart retail stores were discontinued and resulted in a significant drop
in revenues for the third Quarter. Some of the reasons for the restructure were
due to the following:
1. Wal-Mart Online does not require the Company to guaranty its sales. That is,
the Company's products are delivered only after its product has been purchased
by the end user. Some of the Wal-Mart retail stores had over estimated its
computer sales and when the computers were not sold, they returned the computers
to the Company. The computer industry is plagued with obsolescence that resulted
in returned, dated product to the Company.
Significant losses are incurred when liquidating or upgrading the product.
2. Wal-Mart Online has given the Company an exclusive for the BTO desktop and
notebook computers.
3. Wal-Mart Online pays net fifteen days from date of shipment.
4. Wal-Mart Online is a new division within Wal-Mart Stores, Inc. and its growth
parallels the expected growth for the Company. Last quarter ACI had sales
through Wal-Mart Online of $950.00; this quarter ACI had revenues through
Wal-Mart Online of $72,287 and expects that the next quarter will generate
$150,000 in revenues through Wal-Mart Online. ACI Wal-Mart Online revenues are
in the top five for all Online vendors and do not include BTO and notebook
computer sales.
6
<PAGE>
5. Since the Wal-Mart Online sales are shipped only when the product is
purchased, the need for stocking inventory is greatly reduced. Just in time
method of purchasing inventory also reduces computer components becoming
obsolete and reduces cost of goods sold.
Profits (loss) were ($50,401) compared to $30,041 compared to the same period a
year ago. The losses were due to reduced revenues because the Company stopped
selling product to Wal-Mart retail stores and focused solely on Wal-Mart Online
sales.
Working Capital and Capital Resources
Working capital at September 30, 1996 (current assets less current liabilities)
totaled 163,634 compared to $303,813 at June 30, 1996. The decrease in working
capital was due to a decrease in accounts receivable and inventory.
The Company has determined that no significant adjustments were necessary during
this current quarter.
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: December 11, 1997
8
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
American General Ventures, Inc. third quarter 10-Q 1997.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 17,073
<SECURITIES> 0
<RECEIVABLES> 66,472
<ALLOWANCES> 0
<INVENTORY> 276,000
<CURRENT-ASSETS> 359,545
<PP&E> 70,118
<DEPRECIATION> 0
<TOTAL-ASSETS> 470,136
<CURRENT-LIABILITIES> 195,911
<BONDS> 0
0
0
<COMMON> 9,200,000
<OTHER-SE> 238,730
<TOTAL-LIABILITY-AND-EQUITY> 470,136
<SALES> 109,385
<TOTAL-REVENUES> 109,385
<CGS> 86,414
<TOTAL-COSTS> 159,786
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (50,401)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (50,401)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>