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, 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
Summary of Business: Quarter ended March 31, 1998.
Gold Giant Prospect. Gold Hill attempted four drill
holes during 1997 on its gold prospect in Nevada, but none
of the holes were able to reach the objective depth due to
hole cavings. Further drilling is anticipated during early
summer of 1998. At least 3 drill holes are planned.
If the next phase of drilling is successful, further
drilling will follow. Earlier surface work has indicated a
large radiometric anomaly on several claims, although a
review of the exploration effort made to date will be done
in light of currently depressed gold prices.
It is the intent of Gold Hill to retain a large
interest in the property in order to achieve the greatest
impact upon the company in the event of a discovery. At
that point, Gold Hill will seek out a major industry partner
to more fully explore and develop the property. Gold Hill
is searching for a Carlin-type deposit similar to those of
Newmont and Barrick Gold located 20 miles to the west.
South-Central Texas Oil and Gas Prospects. Regional
exploration investigations are continuing in south-central
Texas, where the company has acquired leases and will drill
a shallow oil test during mid-1998.
Central Oklahoma. Regional exploration for oil and gas
is continuing in Oklahoma and the company is in the process
of leasing favorable prospects. A wildcat well may be
drilled during the second half of the year.
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.
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, 1997
Assets
<S> <C> <C>
Current Assets
Total Current Assets (Cash) $ 229,769
Fixed Assets
Furniture and Fixtures $ 138
Leases 14,243
Tangible Equipment 31,953
Burk #1 -- pipe 13,870
Accumulated Depreciation ( 14,117 )
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 (
383,431 )
Paid In Capital 247,904
, Current Income (loss) (
59,016 )
Total Equity
______________________________________
Total Liabilities & Equity $ 275,856
</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: May 23, 1998
