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 quarter ended September 30, 1998
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 2-99110-NY
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A.X.R. DEVELOPMENT CORPORATION, INC.
------------------------------------
(Name of Small Business Issuer in its Charter)
NEVADA 11-2751537
------ ----------
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
9005 Cobble Canyon Lane
Sandy, Utah 84093
---------------------------
(Address of Principal Executive Offices)
Issuer's Telephone Number: (801) 942-0555
Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
(1) Yes X No (2) Yes No X
--- --- --- ---
(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the 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 of the Issuer's
classes of common equity, as of the latest practicable date:
October 15, 1998
Common - 13,000,000 shares
DOCUMENTS INCORPORATED BY REFERENCE
A description of any "Documents Incorporated by Reference" is
contained in Item 6 of this Report.
Transitional Small Business Issuer Format Yes X No
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Consolidated Financial Statements of the Company required
to be filed with this 10-QSB Quarterly Report were prepared by management and
commence on the following page, together with related Notes. In the opinion
of management, these Consolidated Financial Statements fairly present the
financial condition of the Company.
<TABLE>
A.X.R. DEVELOPMENT CORPORATION, INC.
(A Development Stage Company)
Balance Sheets
<CAPTION>
ASSETS
September 30, December 31,
1998 1997
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash $ - $ -
Total Current Assets - -
TOTAL ASSETS $ - $ -
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 2,627 $ 1,418
Total Current Liabilities 2,627 1,418
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock $0.001 par value; authorized
100,000,000 shares; 13,000,000 shares issued
and outstanding 13,000 13,000
Additional paid-in capital 64,687 61,879
Deficit accumulated during the development
stage (80,314) (76,297)
Total Stockholders' Equity (Deficit) (2,627) (1,418)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ - $ -
</TABLE>
<TABLE>
A.X.R. DEVELOPMENT CORPORATION, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
<CAPTION>
From
Inception
on July 10,
For the Three Months For the Nine Months 1985 Through
Ended September 30, Ended September 30, September 30,
1998 1997 1998 1997 1998
<S> <C> <C> <C> <C> <C>
REVENUE $ - $ - $ - $ - $ -
LOSS ON
DISCONTINUED
OPERATIONS (Note 4) (252) (262) (4,017) (1,749) (80,314)
NET LOSS $ (252) $ (262) $(4,017) $ (1,749) $(80,314)
BASIC LOSS PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
BASIC WEIGHTED
AVERAGE NUMBER OF
SHARES OUTSTANDING 13,000,000 13,000,000 13,000,000 13,000,000
</TABLE>
<TABLE>
A.X.R. DEVELOPMENT CORPORATION, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
Shares Amount Capital Stage
<S> <C> <C> <C> <C>
At inception on
July 10, 1985 - $ - $ - $ -
Common stock issued
for cash at an
average of $0.006
per share 13,000,000 13,000 59,390 -
Net loss from
inception through
December 31, 1994 - - - (72,390)
Balance,
December 31, 1994 13,000,000 13,000 59,390 (72,390)
Net loss for the
year ended
December 31, 1995 - - - -
Balance,
December 31, 1995 13,000,000 13,000 59,390 (72,390)
Contributed capital
for expenses - - 740 -
Net loss for the
year ended
December 31, 1996 - - - (740)
Balance,
December 31, 1996 13,000,000 13,000 60,130 (73,130)
Contributed capital
for expenses - - 1,749 -
Net loss for the
year ended
December 31, 1997 - - - (3,167)
Balance,
December 31, 1997 13,000,000 13,000 61,879 (76,297)
Contributed capital
for expenses (unaudited) - - 2,808 -
Net loss for the nine
months ended September
30, 1998 (unaudited) - - - (4,017)
Balance, September 30,
1998 (unaudited) 13,000,000 $13,000 $ 64,687 $ (80,314)
</TABLE>
<TABLE>
A.X.R. DEVELOPMENT CORPORATION, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
<CAPTION>
From
Inception
on July 10,
For the Three Months For the Nine Months 1985 Through
Ended September 30, Ended September 30, September 30,
1998 1997 1998 1997 1998
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
Income (loss) from
operations $ (252) $ (262) $ (4,017) $ (1,749) $(80,314)
Adjustments to
reconcile net income
to net cash provided
by operating activities:
Increase in accounts
payable (249) - 1,209 - 2,627
Contributed capital for
expenses 501 262 2,808 1,749 5,297
Net Cash Provided (Used)
by Operating Activities - - - - (72,390)
CASH FLOWS FROM
INVESTING ACTIVITIES:
Net Cash Provided (Used)
by Investing Activities - - - - -
CASH FLOWS FROM
FINANCING ACTIVITIES:
Issuance of common stock
for cash - - - - 73,390
Stock offering costs - - - - (1,000)
Net Cash Provided (Used)
by Financing Activities - - - - $ 72,390
INCREASE (DECREASE) IN
CASH AND CASH
EQUIVALENTS $ - $ - $ - $ - $ -
CASH AND CASH
EQUIVALENTS AT BEGINNING
OF PERIOD - - - - -
CASH AND CASH
EQUIVALENTS AT END OF
PERIOD $ - $ - $ - $ - $ -
Cash Paid For:
Interest $ - $ - $ - $ - $ -
Income taxes $ - $ - $ - $ - $ -
</TABLE>
A.X.R. DEVELOPMENT CORPORATION, INC.
(A Development Stage Company)
Notes to the Financial Statements
September 30, 1998 and December 31, 1997
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
A.X.R. Development Corporation, Inc. was organized under the laws of
the State of Nevada on July 10, 1985. Since then, there has been no active
operations. In 1996, the Company changed its management and is seeking a
business opportunity. The Company has selected a calendar year end.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Accounting Method
The Company's financial statements are prepared using the accrual
method of accounting.
b. Provision for Taxes
The Company has a $7,700 net operating loss carryover as of September
30, 1998 which expires in 2013. The potential tax benefit has been offset by
a valuation allowance for the same amount.
c. Cash Equivalents
The Company considers all highly liquid investments with a maturity of
three months or less when purchased to be cash equivalents.
d. Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.
e. Unaudited Financial Statements
The accompanying unaudited financial statements include all of the
adjustments which, in the opinion of management, are necessary for a fair
presentation. Such adjustments are of a normal recurring nature.
f. Basic Loss Per Share
Basic loss per common share has been calculated based on the weighted
average number of shares of common stock outstanding during the period.
NOTE 3 - GOING CONCERN
The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. The Company has not established revenues
sufficient to cover its operating costs and allow it to continue as a going
concern. Management intends to seek a merger with an existing, operating
company. In the interim, it has committed to meeting the Company's minimal
operating expenses.
NOTE 4 - DISCONTINUED OPERATIONS
In 1987, the Company discontinued operations and was reclassified as a
development stage company. All revenues generated by the Company have been
netted against the expenses and are grouped into the discontinued operations
line on the statements of operations.
NOTE 5 - RELATED PARTY TRANSACTIONS
The president of the Company contributed $2,808 and $1,749 for
expenses on behalf of the Company in 1998 and 1997, respectively.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
- -----------------
The Company has not engaged in any material operations or had any
revenues from operations during the last two calendar years. The Company's
plan of operation for the next 12 months is to continue to seek the
acquisition of assets, properties or businesses that may benefit the Company
and its stockholders. Management anticipates that to achieve any such
acquisition, the Company will issue shares of its common stock as
the sole consideration for any such acquisition.
During the next 12 months, the Company's only foreseeable cash
requirements will relate to maintaining the Company in good standing or the
payment of expenses associated with reviewing or investigating any potential
business venture. Such funds may be advanced by management or stockholders as
loans to the Company. Because the Company has not identified any such venture
as of the date of this Report, it is impossible to predict the amount of any
such loans or advances. However, any such loans or advances should not exceed
$25,000 and will be on terms no less favorable to the Company than would be
available from a non-affiliated lender in an arm's length transaction. As of
the date of this Report, the Company is not involved in any negotiations
respecting any such potential business venture.
Results of Operations.
- ----------------------
Other than restoring and maintaining its good corporate standing in the
State of Nevada, compromising and settling its debts and seeking the
acquisition of assets, properties or businesses that may benefit the Company
and its stockholders, the Company has had no material business operations
during the two most recent calendar years, and was dormant from December 1989
to January 1, 1996.
At September 30, 1998, the Company had no assets and current liabilities
of $2,627. There were no revenues in the three months ended September 30,
1998 and 1997; and for the nine months ended September 30, 1998 and 1997,
there were no revenues.
For the three months ended September 30, 1998 and 1997, there was a net
loss from discontinued operations of ($252) and ($4,017), respectively, and
for the nine months ended September 30, 1998 and 1997, net losses from
discontinued operations were ($4,017) and ($1,749), respectively.
Liquidity
- ---------
$2,808 was contributed to capital by David C. Merrell, the Company's
President and a director, for miscellaneous expenses, during 1998.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of the Company's security holders
during the second quarter of the calendar year covered by this Report or
during the two previous calendar years; further, no matter has been submitted
to a vote of the Company's security holders since the Company became
dormant in December 1989.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
Exhibit
(a) Exhibits.* Number
None.
(b) Reports on Form 8-K.
None.
* A summary of any Exhibit is modified in its entirety by reference
to the actual Exhibit.
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.
A.X.R. DEVELOPMENT CORPORATION, INC.
Date: 10/15/98 By:/s/David C. Merrell
President and Director
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, this Report has been signed below by the following persons on
behalf of the Company and in the capacities and on the dates indicated:
A.X.R. DEVELOPMENT CORPORATION, INC.
Date: 10/15/98 By:/s/David C. Merrell
President and Director
Date: 10/15/98 By:/s/Corie Merrell
Secretary/Treasurer and Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-END> DEC-31-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 2627
<BONDS> 0
0
0
<COMMON> 13000
<OTHER-SE> (15627)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4017)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> (4017)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4017)
<EPS-PRIMARY> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
