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, 1998
[ ] 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
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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 80918
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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), (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, 11,200,843
(title of class) (Shares outstanding at March 31, 1998)
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THREE MONTHS ENDED MARCH 31, 1998
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 - Financial Statements PAGE
Balance Sheet as of March 31, 1998 & 1997 3
Income Statements for quarters ending 4
March 31, 1998 & 1997
Statement of Cash Flows for three months ended
March 31, 1998 & 1997 5
ITEM 2 - Management Discussion and Analysis 6
PART II - OTHER INFORMATION
ITEMS 1-5 7
SIGNATURE PAGE 8
2
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AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED BALANCE SHEET
MARCH 31, 1998 & MARCH 31, 1997
(UNAUDITED)
ASSETS 3-31-98 3-31-97
- ------ ------- -------
Current Assets:
Cash 29,103 (7,898)
Accounts Receivable 27,692 131,501
Inventory-For Sale 174,875 240,211
Inventory-Office Equipment -0- -0-
---------- ----------
Total Current Assets 231,670 363,814
Net Prop,Plant,Equip and 97,573 70,089
Vehicles, Less Accumulated
Depreciation ($27,454)
Other Assets (Goodwill) 24,971 24,971
---------- ----------
Total Assets 354,214 458,874
========== ==========
LIABILITIES and STOCKHOLDERS' EQUITY
- ------------------------------------
Current Liabilities
Account Payables 222,795 194,394
Other Current Liabilities 4,025 10,051
Accrued Salaries-Officers 98,075 98,075
Accrued Interest 25,729 25,829
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Total Current Liabilities 350,624 328,249
Long Term Liabilities:
Notes Payable-Officer 115,215 396,528
Bank Loan 14,217 35,495
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Total Long Term Liabilities 129,432 432,023
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Total Liabilities 480,056 760,272
Stockholders' Equity:
Common Stock 11,201
Paid in Capital 2,430,788 1,711,299
Accumulated deficit (2,707,235) (2,012,697)
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Total Equity (125,842) (301,398)
---------- ----------
Total Liabilities & Equity 605,898 630,112
========== ==========
3
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED INCOME STATEMENT
QTRS ENDING MARCH 31, 1998 & 1997
1ST QTR 1ST QTR
1998 1997
---- ----
REVENUES 73,193 297,849
Cost and Expenses:
Cost of Sales 53,138 242,937
Sell & General Admin 74,418 97,445
Interest -0- -0-
----------- -----------
Total Cost & Expenses 127,556 340,382
----------- -----------
Income (Loss) from Operations (54,363) (42,533)
----------- -----------
Other Income & Expenses:
Interest Income -0- -0-
----------- -----------
Total Other Income/Expense -0- -0-
----------- -----------
Net Income (Loss) (54,363) (42,533)
Net Income Per Common Share .00 .00
Weighted Average Common Shares
Outstanding 11,200,843 9,200,000
=========== ===========
4
<PAGE>
AMERICAN GENERAL VENTURES, INC.
CONSOLIDATED CASH FLOW
FOR THREE MONTHS ENDING MARCH 31, 1998 & 1997
1998 1997
---- ----
Cash Flow from Operating Activities
Net Income (Loss) (54,363) (42,533)
Adjustments to Reconcile Net Income
to Net Cash:
Inc (Dec) in Accounts Receivable 52,198 246,190
Inc (Dec) in Inventory (16,969) (217,840)
Inc (Dec) in Other Assets 2,318 1,931
Inc (Dec) in Accounts Payable 29,336 20,162
Inc (Dec) in Payroll Tax Payable (7,278) (4,262)
Inc (Dec) in Sales Tax Payable (1,813) (501)
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Net Cash Provided by (Used In
Operating Activities 57,792 45,680
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- -0-
Inc (Dec) in Notes Pay-Walker (67,691) (33,144)
Inc (Dec) in Long-Term Debt (5,495) (1,995)
------- -------
Net Cash Provided by (Used in)
Financing Activities (73,186) (35,099)
------- -------
Inc (Dec) in Cash (69,757) (31,952)
Cash (Beginning) 21,674 23,923
Cash (Ending) (48,083) (8,029)
======= =======
5
<PAGE>
AMERICAN GENERAL VENTURES, INC.
FORM 10-QSB
FOR THE THREE MONTHS ENDED MARCH 31, 1998
ITEM 2 - MANAGEMENT DISCUSSION AND ANALYSIS
Results of Operations
From January 1, 1998 through March 31, 1998 the Company's revenues were $73,193
compared with $297,849 for the same period a year ago. The Company had a loss of
$54,363 for this period compared to a loss of ($42,533) the same period a year
ago. The loss was due to a decrease in revenues from the Company's decision to
sell its products only through Wal-Mart Online (www.Wal-Mart.com) and not in
Wal-Mart's retail stores. During this period, Wal-Mart Online was in its
development stage and there was essentially no marketing for Online products.
Wal-Mart Online expects to complete its web page development in six more months.
Even though the Company had a significant reduction in revenues, it placed in
the top five vendors for Wal-Mart Online. Management's decision to sell only
through Wal-Mart Online is due to the fact that the Company will experience
greater long term benefits than to continue to expand into additional Wal-Mart
retail stores. Some advantages from selling only through Wal-Mart Internet site
is that Wal-Mart pays the Company within fifteen days from the time the product
is shipped. Other benefits from selling through Wal-Mart Online rather than
through their retail stores is that the purchaser has only allowed fifteen days
to return the product, the warranty begins the day the purchaser receives the
product and the Company has accurate records on when the product is sold and who
the purchaser is. Selling Online also provides a "just in time" inventory method
that is very beneficial for computer manufactures. The components are not
purchased until the order is placed from the customer. This method of inventory
reduces expenses of personnel and warehousing, nullifies the guaranteed sale
provision and shields the Company from the extraordinary depreciation of costs
that are so prevalent in the computer industry.
Management is also confident that the change to selling through Wal-Mart Online
and not through their retail stores is that Wal-Mart Online plans to feature a
"Build to Order" (BTO) computer system. The BTO concept has been one of the
reasons that Dell Computers and Gateway Computers have been successful. Wal-Mart
Online has given the Company an exclusive to use only the Company's computers in
their BTO program. The Company has the opportunity of growing with a new
division within the largest retailer in the world.
Working Capital and Capital Resources
Working capital at March 31, 1998 (current assets less current liabilities)
totaled $35,565 compared with $319,038 at March 31, 1996. The decrease in
working capital was due to a decrease in revenues and accounts receivables while
carrying forward unpaid accounts payable.
6
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The Company is developing its own web page to sell directly to the public as
well as selling through Wal-Mart's web page. Selling directly to the public will
be done through credit cards and will essentially work as factoring but at a
lower cost. If the Company is successful with its own web page sales, it will
greatly reduce the need for additional financing needed for day to day
operations. The Company is seeking capital to meet its marketing needs.
PART II OTHER INFORMATION
Item 1 Legal Proceedings
The Company's subsidiary, ACI Micro Systems, Inc. has been sued by
California IC for $27,500 for goods and services. ACI has answered generally and
specifically that the plaintiff refused to accept returned merchandise. The
matter has been dorma nce February 1998 and until recently the court ordered
some action or the case will be dismissed. No settlement negotiations have been
held but should be fruitful if initiated by plaintiff.
Two other suppliers have recently made demands for payment. Daytek alleges
$27,000 is due and Altura PC Systems claim $21,350. Both claims are in dispute.
Negotiations will likely result in settlement of both at reduced amounts.
Item 2 Changes in Securities - None
Item 3 Defaults Upon Senior Securities - None
Item 4 Submission of Matters to a Vote of Securities Holders - Election of the
board directors.
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: August 14, 1998
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<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 29,103
<SECURITIES> 0
<RECEIVABLES> 27,692
<ALLOWANCES> 0
<INVENTORY> 174,875
<CURRENT-ASSETS> 231,670
<PP&E> 97,573
<DEPRECIATION> 27,954
<TOTAL-ASSETS> 354,214
<CURRENT-LIABILITIES> 350,624
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 605,898
<SALES> 73,193
<TOTAL-REVENUES> 73,193
<CGS> 53,138
<TOTAL-COSTS> 127,556
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (543,637)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (543,637)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
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