SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended Commission file number:
December 31, 1998 2-99518-D
Colorado 74-2446999
(State of incorporation) (I.R.S. employer identification
number)
GOLD HILL CORPORATION
2233 West Lindsey
Suite 117
Norman, Oklahoma 73069
(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code:
(405) 329-0930
Securities registered pursuant to Section 12 (B) of the Act:
Title of each class: None
Name of each exchange on which registered: None
Securities registered pursuant to Section 12 (G) of the Act:
Common Stock, $0.002 Par Value (Title of each class)
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 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.
___XXX_____ ____________
Yes No
The number of shares of the common stock of the registrant
outstanding: 4,809,322 shares
PART I
ITEM 1. BUSINESS
Results of Operations: For the quarter ending December 31,
1998, Gold Hill Corporation ("the Company") realized a net
loss which is detailed in the financial section of this
report. The decrease in earnings and cash flows reported
for the period was due mostly to drilling and carrying costs
of the Nevada gold project.
Summary of Business: Quarter ended December 31, 1998.
Nevada Gold. The company is continuing its search for
Carlin type gold deposits in the Carlin-Elko area of
northern Nevada. This general area of Nevada contains
prolific and extensive gold deposits which are among the
most important in the world. The deposits appear to occur
in trends such as the Battle Mountain and Carlin Gold
Trends, although there are several important gold mines off
the trend. Barrick Gold is one of the main producers on the
Carlin Trend with its Goldstrike open pit mine and its
Meikle deep underground mine. Newmont Gold is also present
on the trend with its Gold Quarry, Genesis, and other mines.
Barrick produced over 2,000,000 oz. of gold during 1997 from
its operations in the area. The potential for new
discoveries is considered high in northern Nevada. The
Carlin Trend alone has proven reserves exceeding 80 million
ounces.
Because of this potential, Gold Hill Corporation has
developed an exploration program with the goal of
discovering a Carlin-type deposit or trend. To date, Gold
Hill has assembled around 10,000 acres of mining claims and
ranch lands located about 20 miles easterly of Barrick's
Goldstrike Mine and 20 miles northerly of Elko, Nevada.
During 1998, Gold Hill drilled six reverse circulaton
holes for a total of 7400 feet on its Gold Giant claims
located about 18 miles northwesterly of Elko. Four of the
holes penetrated the thick volcanic cover and into the
underlying limestone rocks which are considered favorable as
host rocks for gold deposition. Other holes in this area
are being considered as soon as the muddy season is past,
which will be sometime in late April or early May.
General Operations. Gold Hill will continue its
conservative policy of avoiding debt and maintaining very
low overhead costs. No salaries will be paid or allowed to
accrue at this time, nor will Gold Hill be charged for the
use of office space currently provided by its principals.
Private Placement. Gold Hill is continuing to make a
private placement of 450,000 shares of its common stock in
order to finance a portion of the costs of the projects
described above. The price of the shares is still $1.00 per
share. Approximately 127,000 shares were sold during the
last quarter of 1998.
ITEM 2. PROPERTIES
Oil and Gas Properties. Geological investigations are
continuing on Oklahoma prospects, and oil and gas lease
acquisition has been initiated.
Mining Properties. Gold Hill is continuing to evaluate
the
gold potential under its leases and mining claims located in
Elko County, Nevada.
ITEM 3. LEGAL PROCEEDINGS
There are no pending legal proceedings, to which Gold
Hill is a party or of which any of its property is the
subject.
<TABLE>
BALANCE SHEET
<CAPTION>
December 31, 1998
Assets
<S> <C> <C>
Current Assets
Total Current Assets (Cash) $ 261,724
Fixed Assets
Furniture and Fixtures 138
Tangible Equipment 31,953
Accumulated Depreciation ( 22,720 )
Total Fixed Assets $ 9,370
________________________________
Total Assets $ 271,094
</TABLE>
<TABLE>
Liabilities and Equity
<CAPTION>
<S> <C> <C>
Current Liabilities $ none
Equity
Common Stock $ 597,400
Retained Earnings ( 487,121 )
Paid In Capital 247,904
Current Income (loss) ( 87,088 )
Total Equity
Total Liabilities & Equity $ 271,094
</TABLE>
ITEM 4. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Private Placement. Efforts to make private placement of
restricted stock at $1.00 per share will continue. The
company plans to maintain a minimum price for the private
placement restricted stock at $1.00 per share for an
additional six months, and that the effort would be extended
for that time. In the event of drilling successes, Gold
Hill may continue to market restricted stock in a private
placement, but at a higher price per share, depending upon
market conditions. In line with its conservative policies,
the management of Gold Hill will not market more stock than
its immediate capital needs in order to keep the number of
shares outstanding at a minimum.
Oil and Gas Leases. Gold Hill is looking at additional
oil
and gas prospects to lease in the forthcoming year.
Salaries and Operations Overhead. It was agreed that
Gold
Hill will continue its policy of paying no salaries to its
officers and directors, and that it will continue to use the
offices of its directors rent-free.
Stock Options. It was agreed that no stock options will
be
offered at this time.
SIGNATURES
Pursuant to the requirements of Sections 13 and 14 (D) of
the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf of
Undersigned, there unto duly authorized.
GOLD HILL CORPORATION
By:______________________________________________
Susan Smith Nash, Secretary-Treasurer
Date: February 3, 1999
