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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from January 1, 1996 to March 31, 1996
Commission File Number: 2-99080
NATIONAL DIVERSIFIED SERVICES, INC.
(Exact name of Registrant as specified in its charter)
Delaware 11-2820379
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
c/o Lester Morse P.C.
111 Great Neck Road, Suite #420
Great Neck, New York 11021
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (516) 487-1419
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Not Applicable
(Former name, former address and former fiscal year if changed
since last report)
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 such filing
requirements for the past 90 days.
Yes x . No ___.
6,548,870 Common Shares, $.001 par value were issued and
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outstanding at March 31, 1996.
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NATIONAL DIVERSIFIED SERVICES, INC.
INDEX
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Page
Number
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets 3
March 31, 1996 (Unaudited) and
December 31, 1995
Consolidated Statements of Operations 4
Three Months ended March 31,
1996 and March 31, 1995 (Unaudited)
Consolidated Statements of Cash Flows 5
Three Months Ended March 31, 1996 and
March 31, 1995 (Unaudited)
Notes to Financial Statements (Unaudited) 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 7
PART II. OTHER INFORMATION 8
SIGNATURES 9
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NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1996 1995
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(Unaudited) (Audited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 272,848 $ 272,574
Interest receivable 732 2,160
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Total current assets 273,580 274,734
PROPERTY AND EQUIPMENT, at cost, net of
accumulated depreciation of $1,534 at March 31,
1996 and at December 31, 1995 - -
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TOTAL $ 273,580 $ 274,734
========= =========
LIABILITIES
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 5,353 $ 6,389
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Total current liabilities 5,353 6,389
ACCRUED SALARIES - officer 58,750 58,750
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Total liabilities 64,103 65,139
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STOCKHOLDERS' EQUITY
Common stock, $.001 par value; authorized
30,000,000 shares, issued 6,553,870 shares 6,554 6,554
Additional paid-in capital 705,755 705,755
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Total 712,309 712,309
Deficit (502,827) (502,709)
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209,482 209,600
Less: 5,000 shares of treasury stock, at cost 5 5
--------- ---------
Total stockholders' equity 209,477 209,595
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TOTAL $ 273,580 $ 274,734
========= =========
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NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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<CAPTION>
THREE
MONTHS ENDED
MARCH 31,
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1996 1995
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<S> <C> <C>
REVENUES - interest $ 3,633 $ 3,538
GENERAL AND ADMINISTRATIVE EXPENSES 3,752 3,190
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NET INCOME (LOSS) $ (119) $ 348
========= =========
NET INCOME (LOSS) PER SHARE, BASED ON THE
WEIGHTED AVERAGE SHARES OUTSTANDING $ - * $ - *
========= =========
NUMBER OF SHARES USED TO COMPUTE INCOME
(LOSS) PER SHARE 6,548,870 6,548,870
========= =========
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*Less than $.01 per share
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NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
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<CAPTION>
THREE
MONTHS ENDED
MARCH 31,
----------------------
1996 1995
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (119) $ 348
Adjustments to reconcile net income (loss) --------- ---------
to net cash provided by operating activities:
Depreciation and amortization - 45
Changes in assets and liabilities:
Accounts payable and accrued expenses (1,036) 1,484
Interest receivable 1,429 -
--------- ---------
Total adjustments 393 1,529
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NET CASH PROVIDED BY OPERATING ACTIVITIES 274 1,877
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NET CHANGE IN CASH AND CASH EQUIVALENTS 274 1,877
CASH AND CASH EQUIVALENTS - beginning 272,574 269,102
--------- ---------
CASH AND CASH EQUIVALENTS - ending $ 272,848 $ 270,979
========= =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes $ 404 $ 421
========= =========
Cash paid for interest $ - $ -
========= =========
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NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1996
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The attached summarized financial information does not include
all disclosures required to be included in a complete set of
financial statements prepared in conformity with generally
accepted accounting principles. Such disclosures were
included with the consolidated financial statements of the
Company at December 31, 1995, included in its annual report on
Form 10-K. Such statements should be read in conjunction with
the data herein.
NOTE 2 - ADJUSTMENTS
The financial information reflects all normal recurring
adjustments which, in the opinion of management, are deemed
necessary for a fair presentation of the results for the
interim periods. The results for the interim periods are not
necessarily indicative of the results to be expected for the
year.
NOTE 3 - CASH EQUIVALENTS
Cash equivalents are comprised of an investment in short-term
commercial paper with maturities of less than ninety days.
NOTE 4 - ACCRUED SALARIES - OFFICER
Accrued salaries - officer represents $58,750 for the period
December 1986 to November 22, 1989.
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Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
During the three months ended March 31, 1996, the Company
had no revenues other than interest income since the Company
terminated its import and sale business operations in 1990. The
Company is presently exploring various business opportunities
that may be available to it. No assurances can be given that the
Company will be successful in completing a transaction to acquire
an operating business.
Liquidity and Capital Resources
Financing of the Company's activities has been provided from
the public sale of its securities for cash amounting to a net of
approximately $600,000. At March 31, 1996, the Company's working
capital amounted to $268,227 with cash assets of $272,848.
Management believes that its cash assets are adequate to meet the
Company's short term and long term liquidity and cash
requirements until such time, if ever, as the Company completes a
transaction to establish an operating business.
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NATIONAL DIVERSIFIED SERVICES, INC.
PART II - OTHER INFORMATION
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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) Exhibits - 27 - Financial Data Schedule
(b) No reports on Form 8-K were filed during the quarter
ended March 31, 1996.
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NATIONAL DIVERSIFIED SERVICES, INC.
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.
NATIONAL DIVERSIFIED SERVICES, INC.
(Registrant)
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Dated: May 15, 1996 /s/George Rubin
George Rubin, President, Chief
Executive, Financial and
Accounting Officer
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<TABLE> <S> <C>
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 272,848
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 273,580
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 273,580
<CURRENT-LIABILITIES> 5,353
<BONDS> 0
<COMMON> 6,554
0
0
<OTHER-SE> 705,755
<TOTAL-LIABILITY-AND-EQUITY> 273,580
<SALES> 0
<TOTAL-REVENUES> 3,633
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,752
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (119)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (119)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
