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:
March 31, 1999 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 March 31, 1999,
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 carrying costs of the Nevada gold
project.
Summary of Business: Quarter ended March 31, 1999.
Nevada Gold. The Company had planned to drill several more
holes on its Nevada Gold project during early Spring after the
muddy season ends, but considering the low price of gold and
the depth of potential mineralization, a decision to postpone
all exploration on the project was made. At the current gold
price of $273 per ounce, there is little incentive in the
industry to pursue prospects that may be 2,000 feet or more in
depth. If a gold deposit does exist on Gold hill's acreage,
it could be at those depths and would be difficult to market.
Also, there is no evidence at this time that the price of gold
will substantially increase in the near future, nor are major
gold companies expected to generate much interest in deep
projects until the price of gold returns to much higher
levels. Meanwhile, Gold Hill will be conducting its search
for gold in other areas where prospective gold deposits may be
much shallower and more attractive to industry partners.
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.
ITEM 2. PROPERTIES
Oil and Gas Properties. Geological investigations are
continuing on Oklahoma prospects, and oil and gas lease
acquisition has been initiated. One or more oil tests will be
drilled as soon as the prospects have been leased. The area
of interest at this time is primarily in east-central
Oklahoma.
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>
March 31, 1999
Assets
<S> <C> <C>
Current Assets
Total Current Assets (Cash) $ 257,470
Fixed Assets
Furniture and Fixtures 138
Tangible Equipment 31,953
Accumulated Depreciation ( 22,720 )
Total Fixed Assets $ 9,370
_________________________
Total Assets $ 266,840
</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) ( 91,343 )
Total Equity
Total Liabilities & Equity $ 266,840
</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: May 15, 1999
