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:
September 30, 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: 4,682,322 shares
PART I
ITEM 1. BUSINESS
Results of Operations: For the quarter ending September 30,
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 September 30, 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.
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. Shares are expected to be sold prior to the end of
calendar year 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>
September 30, 1998
Assets
<S> <C> <C>
Current Assets
Total Current Assets (Cash) $ 170,192
Fixed Assets
Furniture and Fixtures 138
Tangible Equipment 31,953
Accumulated Depreciation (22,720)
Total Fixed Assets $ 46,087
________________________________
Total Assets $ 275,856
</TABLE>
<TABLE>
Liabilities and Equity
<CAPTION>
<S> <C> <C>
Current Liabilities $ none
Equity
Common Stock $ 470,400
Retained Earnings (487,122)
Paid In Capital 247,904
Current Income (loss) ( 51,619 )
Total Equity
Total Liabilities & Equity $ 179,563
</TABLE>
ITEM 4. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Private Placement. Further efforts will continue to make a
private placement of restricted stock at $1.00 per share.
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 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: November 23, 1998
