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: March 31, 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.
1065 Elkton Drive
Colorado Springs, Colorado
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(Address of Principal Executive Offices)
(719) 532-9442
-----------------------------
(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
March 31, 1997)
1
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THREE MONTHS ENDED MARCH 31, 1997
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 - Financial Statements PAGE
Balance Sheet as of March 31, 1997 & 1996 3
Income Statements for quarters ending 4
March 31, 1997 & 1996
Statement of Cash Flows for three months
ended March 31, 1997 & 1995 5
ITEM 2 - Management Discussion and Analysis 6
PART II - OTHER INFORMATION
ITEMS 1-5 7
SIGNATURE PAGE 7
2
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED BALANCE SHEET
MARCH 31, 1997 & MARCH 31, 1996
ASSETS 3-31-97 3-31-96
---------- ----------
Current Assets:
Cash (7,898) (34,015)
Accounts Receivable 131,501 192,999
Inventory-For Sale 240,211 404,574
Inventory-Office Equipment -0- 7,642
---------- ----------
Total Current Assets 363,814 571,200
Net Prop,Plant,Equip and 70,089 31,552
Vehicles, Less Accumulated
Depreciation (($27,454)
Other Assets (Goodwill) 24,971 27,360
---------- ----------
Total Assets 458,874 630,112
========== ==========
LIABILITIES and STOCKHOLDERS' EQUITY
Current Liabilities
Account Payables 194,394 36,903
Other Current Liabilities 10,051 75,259
Accrued Salaries-Officers 98,075 -0-
Bank Line of Credit -0- 150,000
Accrued Interest 25,729
---------- ----------
Total Current Liabilities 328,249 252,162
Long Term Liabilities:
Notes Payable-Officer 396,528 129,691
Bank Loan 35,495
---------- ----------
Total Long Term Liabilities 432,023 129,691
---------- ----------
Total Liabilities 760,272 381,853
Stockholders' Equity:
Common Stock 9,200 800
Paid in Capital 1,702,099 1,671,499
Beginning Retained Earning, (2,012,697) (1,569,697)
---------- ----------
Total Equity (301,398) 248,259
---------- ----------
Total Liabilities & Equity 458,874 630,112
========== ==========
3
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED INCOME STATEMENT
QTRS ENDING MARCH 31, 1997 & 1996
1ST QTR 1ST QTR
1997 1996
-------- --------
REVENUES 297,849 417,078
Cost and Expenses:
Cost of Sales 242,937 270,172
Sell & General Admin 97,445 111,673
Interest -0- -0-
-------- --------
Total Cost & Expenses 340,382 381,835
-------- --------
Income (Loss) from Operations (42,533) 35,233
-------- --------
Other Income & Expenses:
Interest Income -0- -0-
-------- --------
Total Other Income/Expense -0- -0-
-------- --------
Net Income (Loss) (42,533) 35,233
======== ========
4
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED CASH FLOW
FOR THREE MONTHS ENDING MARCH 31, 1997 & 1996
1997 1996
-------- --------
Cash Flow from Operating Activities
Net Income (Loss) (42,533) 35,233
Adjustments to Reconcile Net Income
to Net Cash:
Inc (Dec) in Accounts Receivable 246,190 (192,999)
Inc (Dec) in Inventory (217,840) (118,814)
Inc (Dec) in Other Assets 1,931 -0-
Inc (Dec) in Accounts Payable 20,162 36,903
Inc (Dec) in Payroll Tax Payable (4,262) -0-
Inc (Dec) in Sales Tax Payable (501) 1,830
-------- --------
Net Cash Provided by (Used In
Operating Activities 45,680 (239,122)
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- 150,000
Inc (Dec) in Notes Pay-Walker (33,144) 60,000
Inc (Dec) in Long-Term Debt (1,995) -0-
-------- --------
Net Cash Provided by (Used in)
Financing Activities (35,099) 210,000
-------- --------
Inc (Dec) in Cash (31,952) (29,122)
Cash (Beginning) 23,923 (4,893)
Cash (Ending) (8,029) (34,015)
======== ========
5
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THE THREE MONTHS ENDED MARCH 31, 1997
ITEM 2 - MANAGEMENT DISCUSSION AND ANALYSIS
Results of Operations
From January 1, 1997 through March 31, 1997 the Company revenues were $297,849
compared with $417,078 for the same period a year ago. The Company had a loss of
($42,533) for this period compared to a gain of $35,233 the same period a year
ago. The loss was due to an increase in selling and general and administrative
expenses arising from the Company's expansion into more Wal-Mart stores. Even
though the Company continued to expand into additional Wal-Mart stores, less
product was shipped because there was an uncertainty as to whether the Company
would receive interim financing. The Company did not take some orders for fear
that they might not get filled and possibly affect its relationship with
Wal-Mart. The Company has slowed its expansion from previous quarters until
there is assurance that demand can be met. Sales to Wal-Mart for the 1st quarter
1997 were nearly the same as for the 1st quarter in 1996.expects that the
expansion will result in increased revenues in the future.
The Company has modified its marketing approach with Wal-Mart. The number of
computers shipped to a Wal-Mart store will be contingent upon the demographics
of the store's location. The Company has also implemented a way for Wal-Mart
customers to customize the configuration of the computer they purchase. The
electronic department, in some Wal-Mart stores, have configuration sheets that a
customer may use to choose the computer components in his or her computer
system. The "build your own computer" concept reduces the need for stocking and
nullifies the guaranteed sale provision in the Company's vendor agreement with
Wal-Mart.
The Company has expanded its marketing to the Internet. A second vendor
agreement with Wal-Mart allows the Company to sell its computers through
Wal-Mart's world wide web page(www.Wal-Mart.com). Seven computer models are now
on Wal-Mart's page and the "build your own computer" is expected to be available
by the end of July 1997.
The Commerce Department expects that by the year 2000, there will be $200
billion in sales on the Internet in the United States. The Company has
positioned itself nicely to exploit this market. The Company is on Wal-Mart's
and Prodigy's World Wide Web(www.Prodigy.net) site, is promoted by the Internet
Stock Guide (www.StockGuide.com) and Stock Research Group (www.StockGroup.com),
and has its own web page (www.ACImicro.com. Each of the sites are linked to each
other and provides information about the Company and how to purchase its
product. Management feels that the Company is well positioned to benefit from
the tremendous market available through the Internet.
6
<PAGE>
The Company's agreement with The Internet StockGuide(ISG) provides for ISG to
promote the Company on its web page. ISG promotes only small cap companies and
limits the number of companies to 19 they feature on their web page. ISG fees
will be paid through the issuance of the Company's common stock and options to
purchase the Company's common stock. Steven Walker, President of the Company has
returned 1,000,000 shares of his personal stock to the Company so that when the
first tiers of the options are exercised, the existing shareholders will not be
diluted.
Working Capital and Capital Resources
Working capital at March 31, 1997 (current assets less current liabilities)
totaled $35,565 compared with $319,038 at March 31, 1996. The decrease in
working capital was due to increased expenses required for the Company to
continue its expansion with Wal-Mart stores. The expansion costs have been
financed by personal loans from Company's President, Steven Walker. Steven
Walker has demonstrated his confidence in the Company's potential by personally
loaning the Company $465,000.
The Company has commitments from an investment banker to factor its Wal-Mart
purchase orders. The funds available from the investment banker is sufficient
for major growth. The Company is seeking interim financing to be used primarily
for marketing expenses.
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 thereto duly authorized.
AMERICAN GENERAL VENTURES, INC.
By: /S/ STEVEN H. WALKER
------------------------------------------
President/CEO
Date: July 7, 1997
8
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the March
31, 1997 financials.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> (7,896)
<SECURITIES> 0
<RECEIVABLES> 131,501
<ALLOWANCES> 0
<INVENTORY> 240,211
<CURRENT-ASSETS> 363,814
<PP&E> 70,089
<DEPRECIATION> 27,454
<TOTAL-ASSETS> 458,874
<CURRENT-LIABILITIES> 328,249
<BONDS> 0
0
0
<COMMON> 9,200,000
<OTHER-SE> (301,398)
<TOTAL-LIABILITY-AND-EQUITY> 458,874
<SALES> 297,849
<TOTAL-REVENUES> 297,849
<CGS> 242,937
<TOTAL-COSTS> 340,382
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (42,533)
<INCOME-TAX> 0
<INCOME-CONTINUING> (42,533)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (42,533)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
