UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
to
FORM 10-QSB/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 33-2248-FW
COMPULOAN ORIGINATIONS, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 75-2072205
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1935 East Vine Street, Suite 400, Salt Lake City, Utah 84121
(Address of principal executive offices)
Registrant's telephone no., including area code: (801) 278-9944
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such 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.
Yes X 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.
Class Outstanding as of May 30, 1996
Common Stock, $.0001 par value 7,049,659
<PAGE>
TABLE OF CONTENTS
Heading Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . . . . . 1
Consolidated Balance Sheets -- March 31, 1996 and December 31, 1995 . . . 2
Consolidated Statements of Operations -- three months ended March 31, 1996
and from inception on January 24, 1995 through March 31, 1995 . . . . . . 4
Consolidated Statement of Stockholders' Equity (Deficit). . . . . . . . . 5
Consolidated Statements of Cash Flows -- three months ended March 31, 1996
and from inception on January 24, 1995 through March 31, 1995 . . . . . . 6
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . 7
Item 2. Management's Discussion and Analysis and Results of Operations . . .12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . . . . .13
Item 2. Changes In Securities. . . . . . . . . . . . . . . . . . . . . . . .14
Item 3. Defaults Upon Senior Securities. . . . . . . . . . . . . . . . . . .14
Item 4. Submission of Matters to a Vote of Securities Holders. . . . . . . .14
Item 5. Other Information. . . . . . . . . . . . . . . . . . . . . . . . . .14
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . .14
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . .15
-i-<PAGE>
PART I
Item 1. Financial Statements
The following unaudited Consolidated Financial Statements for the period
ended March 31, 1996, have been prepared by Compuloan Originations, Inc. (the
"Company").
COMPULOAN ORIGINATIONS, INC.
CONSOLIDATED FINANCIAL STATEMENTS
March 31, 1996 and December 31, 1995<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Consolidated Balance Sheets
ASSETS
<TABLE>
<S> <C> <C>
March 31, December 31,
1996 1995
(Unaudited)
CURRENT ASSETS
Cash (except escrows) (Note 2) $ 1,944 $ 82,845
Accounts receivable 5,207 -
Pre-paid expenses 532 1,063
Total Current Assets 7,683 83,908
NON-CURRENT ASSETS
Pre-paid interest 388,575 444,086
Note receivable - related party, net of
allowance for bad debts of $49,900 (Note 5) 149,700 149,700
Goodwill, net of accumulated amortization (Note 4) 60,000 64,000
Property and equipment, net of accumulated
depreciation (Note 3) 128,710 134,917
Organization costs, net of accumulated
amortization (Note 4) 15,110 16,034
Deposits 12,054 12,054
Total Non-Current Assets 754,149 820,791
TOTAL ASSETS $ 761,832 $ 904,699
</TABLE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Consolidated Balance Sheets (Continued)
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
<S> <C> <C>
March 31, December 31,
1996 1995
(Unaudited)
CURRENT LIABILITIES
Accounts payable $ 315,638 $ 136,206
Accrued expenses 271,624 192,937
Royalty payable (Note 9) 359,621 314,410
Notes payable (Note 6) 100,000 150,000
Notes payable - related parties (Note 7) 250,065 147,000
Total Current Liabilities 1,296,948 940,553
LONG-TERM LIABILITIES
Royalty payable (Note 9) 325,000 352,083
TOTAL LIABILITIES 1,621,948 1,292,636
COMMITMENTS AND CONTINGENCIES (Note 9) - -
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock: 10,000,000 shares
authorized of $0.0001 par value, 7,049,659
and 6,689,659 shares issued and
outstanding, respectively 705 669
Additional paid-in capital 1,496,310 1,316,346
Accumulated deficit (2,357,131) (1,704,952)
Total Stockholders' Equity (Deficit) (860,116) (387,937)
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY (DEFICIT) $ 761,832 $ 904,699<PAGE>
</TABLE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Consolidated Statements of Operations
From Inception
For the Three on January 24,
Months Ended 1995 through
March 31, March 31,
1996 1995
(Unaudited) (Unaudited)
REVENUES
Commissions $ 116,067 $ 29,252
Fees 23,383 -
Interest income 125 -
Total Revenue 139,575 29,252
EXPENSES
Salaries and related taxes 395,560 72,806
Rent 69,327 12,761
Legal and accounting 33,752 1,000
Advertising and promotion 35,610 14,145
Depreciation and amortizatio 73,427 7,363
Commissions 2,520 -
Royalties 18,128 -
Loan costs 1,398 1,313
Travel 59,452 4,358
Insurance 23,455 1,666
Maintenance and repairs 4,230 1,880
Supplies 9,498 292
Telephone and utilities 29,636 3,507
Dues and licenses 11,313 -
Shipping 10,772 776
Interest 8,251 272
Other operating expenses 5,425 759
Total Expenses 791,754 122,898
NET INCOME (LOSS) $ (652,179) $ (93,646)
NET LOSS PER SHARE $ (1.23) $ (0.00)<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Consolidated Statement of Stockholders' Equity (Deficit)
<TABLE>
<S> <C> <C> <C> <C>
Additional
Common Stock Paid-In Accumulated
Shares Amount Capital Deficit
Balances, January 24, 1995 - $ - $ - $ -
Acquisition of A+ Mortgage - - 11,058 -
Issuance of shares to acquire
CompuLoan Originations, Inc. 5,150,000 515 324,485 -
Liabilities paid by officer prior
to acquisition of CompuLoan
Originations, Inc. - - 3,557 -
Acquisition of Intellichip, Inc. 249,459 25 (125) -
Common stock issued for cash 1,165,200 117 715,283 -
Additional paid-in capital for
territorial rights - - 199,600 -
Common stock issued for
consulting services 125,000 12 62,488 -
Net loss for the year ended
December 31, 1995 - - - (1,704,952)
Balances, December 31, 1995 6,689,659 669 1,316,346 (1,704,952)
Common stock issued for cash 200,000 20 99,980 -
Common stock issued for cash 50,000 5 24,995 -
Common stock issued for cash 110,000 11 54,989 -
Net loss for the three months
ended March 31, 1996 - - - (652,179)
Balances, March 31, 1996 (Unaudited) 7,049,659 $ 705 $ 1,496,310 $ (2,357,131)<PAGE>
</TABLE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Consolidated Statements of Cash Flows
<TABLE>
<S> <C> <C>
From Inception
For the Three on January 24,
Months Ended 1995 through
March 31, March 31,
1996 1995
(Unaudited) (Unaudited)
Cash Flows From Operating Activities:
Income (loss) from operations $ (652,179) $ (93,646)
Depreciation and amortization 17,916 7,363
Changes in operating assets and liabilities:
(Increase) decrease in pre-paid expenses 531 (6,532)
(Increase) decrease in deposits - (9,675)
(Increase) decrease in other assets 55,511 -
(Increase) decrease in accounts receivable (5,207) (2,593)
(Decrease) increase in accounts payable 179,432 3,280
(Decrease) increase in accrued expenses 96,815 37,212
Net Cash (Used) by Operating Activities (307,181) (64,591)
Cash Flows from Investing Activities:
Purchases of fixed assets (6,785) (75,373)
Organizational costs - (18,497)
Net Cash (Used) by Investing Activities (6,785) (93,870)
Cash Flows from Financing Activities:
Paid in capital at inception - 272,512
Issuance of common stock 180,000 -
Issuance of notes payable 108,000 50,000
Principal payments on notes payable (54,935) -
Net Cash Provided by Financing Activities 233,065 322,512
Net Increase (Decrease) in Cash and Cash Equivalents (80,901) 164,051
Cash and Cash Equivalents at Beginning of Period 82,845 -
Cash and Cash Equivalents at End of Period $ 1,944 $ 164,051
</TABLE>
<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Notes to the Consolidated Financial Statements
March 31, 1996 and December 31, 1995
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
The consolidated financial statements presented are those of CompuLoan
Originations, Inc. (Originations). Originations was incorporated in
April of 1995 under the laws of the State of Utah. Originations owns
CompuLoan Financial Services Group, L.L.C. (Financial Services), which
was incorporated under the laws of the State of Utah on January 24,
1995. These two companies were organized to conduct and promote the
service of providing commercial and residential mortgages, and to
develop, own and operate computer loan origination systems.
On October 20, 1995, Intellichip Holdings Corporation (Intellichip) and
CompuLoan Originations, Inc. completed a stock purchase agreement whereby
Intellichip issued 5,150,000 shares of its common stock in exchange for
all of the outstanding common stock of Originations. Pursuant to this
reorganization, the name of Intellichip was changed to CompuLoan
Originations, Inc.
Since the shareholders of Originations control the Company, the acqui-
sition was accounted for as a reorganization by Originations.
The accompanying consolidated financial statements include the accounts of
Originations from January 24, 1995, the date of the formation of Financial
Services, through December 31, 1995. Collectively, Originations and
Financial Services are referred to herein as "the Company".
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Accounting Method
The Company's financial statements are prepared using the accrual basis of
accounting. The Company has elected a calendar year end.
b. Cash Equivalents
The Company considers all highly liquid investments with a maturity of
three months or less when purchased to be cash equivalents. The Company
had $18,235 and $8,849 of client funds held in escrow at March 31, 1996
and December 31, 1995, respectively. Also, the company had a certificate
of deposit in the amount of $50,000 at December 31, 1995 which collater-
alized a note payable with a financial institution (See Note 6).
c. Loss Per Share
The computations of loss per share of common stock are based on the
weighted average number of shares outstanding at the date of the financial
statements.
d. Income Taxes
At March 31, 1996 and December 31, 1995, the Company had net operating
loss carryforwards of approximately $2,400,000 and $1,700,000, respec-
tively, that may be offset against future taxable income through 2010.
Because the Company cannot reasonably estimate the future benefit of this
carryforward, no deferred tax asset has been reported.<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Notes to the Consolidated Financial Statements
March 31, 1996 and December 31, 1995
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
e. Allowance for Bad Debts
Allowance for bad debts was accrued in the amount of 25% of the related
party receivable.
f. Principles of Consolidation
The consolidated financial statements include those of Originations and
its wholly-owned subsidiary, Financial Services.
All material intercompany accounts and transactions have been eliminated.
NOTE 3 - PROPERTY AND EQUIPMENT
Property and equipment are recorded at cost. Major additions and
improvements are capitalized; however, minor replacements, maintenance and
repairs that do not increase the useful lives of the assets are expensed
as incurred. Depreciation of property and equipment is determined using
accelerated methods over the expected useful lives of the assets of five
to seven years.
March 31, December 31,
1996 1995
(Unaudited)
Furniture, fixtures and leasehold
improvements $ 31,617 $ 31,141
Computers and equipment 141,646 135,337
Sub-total 173,263 166,478
Less: accumulated depreciation (44,553) (31,561)
Property and Equipment, Net $ 128,710 $ 134,917
NOTE 4 - INTANGIBLE ASSETS
Goodwill in the amount of $80,000 resulted from the purchase of A+
Mortgage. This amount is being amortized over 5 years, resulting in
amortization expense of $4,000 for the three months ended March 31, 1996
and 1995.
Organization costs are recorded at the original cost of $20,043. These
costs are being amortized over 5 years, resulting in amortization expense
of $4,009 for the period ended December 31, 1995, and $925 for the three
months ended March 31, 1996.<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Notes to the Consolidated Financial Statements
March 31, 1996 and December 31, 1995
NOTE 5 - NOTE RECEIVABLE - RELATED PARTY
During the period ending December 31, 1995, an independent representative
agreement was entered into with a shareholder in California. Per this
agreement, the shareholder agreed to pay $199,600 for the right to act as
an independent representative in Southern California and the Company
agreed to pay the shareholder $100 for each broker contract and $50 for
each agent contract. In addition, the commission shall be $50 for each
loan that is submitted and funded by the contracted builders, real state
agents and brokers. The Company shall withhold 15% of the commissions due
until the shareholder's obligation is fulfilled.
NOTE 6 - NOTES PAYABLE
Notes payable consisted of the following:
Note payable to West One Bank, March 31, December 31,
bears an interest rate of 7%, 1996 1995
payable in a lump sum in (Unaudited)
February of 1996, collateralized
by certificate of deposit $ - $ 50,000
Note payable to an individual,
bears an interest rate of 18%,
due in a lump sum in March of 1996 100,000 100,000
Total notes payable $ 100,000 $ 150,000
NOTE 7 - NOTES PAYABLE - RELATED PARTIES
Notes payable to related parties consisted of the following:
Note payable to shareholder, bears March 31, December 31,
an interest rate of 8%, payable in 1996 1995
monthly installments of $5,000 of (Unaudited)
principal and interest, due May 22,
1996, personally guaranteed by
officers of the Company $ 30,065 $ 35,000
Note payable to shareholder, bears no
interest rate, payable in a lump
sum in March of 1996 27,000 27,000
Note payable to shareholder, bears no
interest rate, payable in a lump
sum in March of 1996 27,000 27,000
Note payable to shareholder/officer,
bears no interest rate, due on
demand 93,000 50,000
Balance forward $ 177,065 $ 139,000<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Notes to the Consolidated Financial Statements
March 31, 1996 and December 31, 1995
NOTE 7 - NOTES PAYABLE - RELATED PARTIES (Continued)
March 31, December 31,
1996 1995
(Unaudited)
Balance forward $ 177,065 $ 139,000
Note payable to shareholder, bears an
interest rate of 8%, payable in monthly
installments of $2,000 until balance
is paid off 8,000 8,000
Note payable to a shareholder, bears an
interest rate of 8%, payable in stock
before February of 1997 15,000 -
Note payable to a shareholder, bears an
interest rate of 8%, payable in a lump
sum in March of 1997. 50,000 -
Total notes payable to related parties $ 250,065 $ 147,000
NOTE 8 - OPERATING LEASES
The Company has entered into a lease agreement for office space until
March 1, 1998. Minimum future rental obligations will be $184,980,
$192,378, and $49,038 for the years ending December 31, 1996, 1997 and
1998, respectively.
The Company has also entered into a lease agreement for office furniture
until August 5, 1997. Minimum future rental obligations will be $24,422
and $16,281 for the years ended December 31, 1996 and 1997, respectively.
NOTE 9 - COMMITMENTS AND CONTINGENCIES
Return of Capital and Guaranteed Payments to a Shareholder
One shareholder has an agreement with the Company to receive double the
amount of his initial $325,000 capital contribution. The total amount to
be paid to the shareholder is to be made in twenty-four equal monthly
payments. The payments to the shareholder are to start on the first day
of the thirteenth month following the formation of the Company in January
1995 and continue on the first day of each succeeding twenty-three months.
$650,000 has been recorded as a royalty payable with an offset to pre-paid
interest. Pre-paid interest will be amortized over a three year period,
from the time the original $325,000 investment was made to the time the
commitment is paid off.
<PAGE>
COMPULOAN ORIGINATIONS, INC.
(Formerly Intellichip Holdings Corporation)
Notes to the Consolidated Financial Statements
March 31, 1996 and December 31, 1995
NOTE 9 - COMMITMENTS AND CONTINGENCIES (Continued)
Royalty Payments
The same shareholder that has an agreement for the "return of capital and
guaranteed payments," as noted above, also has an agreement with the
Company to receive royalty payments. The payments are based on gross
revenues for each calendar year after the formation of the Company. The
royalty payments will be paid on the tenth day of the fourth month after
formation of the Company and continue on the tenth day of each succeeding
month thereafter. The following is a schedule of the royalty percentages
for future calendar years:
Calendar year 1996 8%
Calendar year 1997 7%
Calendar year 1998 6%
Calendar year 1999 and thereafter 5%
The agreement also states that when the aforementioned "return of capital
and guaranteed payments" have been totally paid to the shareholder, the
royalty payments shall immediately be reduced to five percent of gross
revenues.
Another agreement was entered into with another investor where a royalty
of one dollar per closed mortgage loan for all loans originated after July
24, 1995, shall be paid to the investor until the investor has received
all of his original investment of $100,000 back.
In addition, a stock purchase and royalty agreement was entered into
between the Company and two investors on August 14, 1995. The investors
agreed to invest $500,000 and the Company agreed to issue 1,000,000 shares
and pay a royalty of five percent of gross income (not including escrow
flow deposits and disbursements) beginning January 1, 1996.
NOTE 10 - 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. However, the Company does not have significant cash
or other material assets, nor does it have an established source of
revenues sufficient to cover its operating costs and allow it to continue
as a going concern. It is the intent of the Company to seek additional
financing through equity transactions and to re-negotiate all royalty
agreements.<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Company's financial information set forth below is for the period
from January 24, 1995 to March 31, 1996. On October 20, 1995, the Company
completed a Stock Purchase Agreement (the "Agreement") with CompuLoan
Originations, Inc., a Utah corporation ("CompuLoan"), relating to the
acquisition by the Company of CompuLoan and it's subsidiaries. CompuLoan was
incorporated in April 1995 and owns CompuLoan Financial Services Group, L.L.C.
("Financial Services"), which was incorporated under the laws of the State of
Utah on January 24, 1995. Because the former shareholders of CompuLoan now
control the Company, the acquisition under the terms of the Agreement was
accounted for as a reorganization. The financial information presented herein
includes the accounts of CompuLoan from January 24, 1995, the date of the
formation of Financial Services, through March 31, 1996.
Results of Operations for the Three Months Ended March 31, 1996 and the Period
from Inception on January 24, 1995 to March 31, 1995
Total revenues of $139,575 for the three months ended March 31, 1996
("first quarter of 1996") represent an increase of approximately 377% from total
revenue of $29,252 for the period ended March 31, 1995 ("first quarter of
1995"). This increase is primarily attributed to the fact that the Company was
in its initial phase of operations in the first quarter of 1995. Commissions
and fees increased significantly during the first quarter of 1996 due to
increased marketing by the Company.
Total expenses for the first quarter of 1996 increased 544% when
compared to the same period for 1995, primarily due to the Company's limited
activity in 1995. Salaries and related taxes increased 443% for the first
quarter of 1996 reflecting the hiring of additional personnel as the Company
expanded its marketing efforts. Rent increased 443% for the first quarter of
1996 due to the Company's move to new expanded facilities. Other increases in
the first quarter of 1996 include a $32,752 increase in legal and accounting
expenses attributed to the Company's year-end audit, merger and related outside
accounting expenses, a $66,064 (897%) increase in depreciation and amortization
due to the depreciation of certain computer and office equipment, a $55,094
increase in travel expenses reflecting the Company's increased marketing, and
increases in insurance ($21,789), and telephone and utilities expenses ($26,129)
due to the Company's expanded operations and new facilities.
The net loss for the first quarter of 1996 was $791,754 compared to a
net loss of $122,898 for the 1995 period. The increased net loss is attributed
to the significant start-up expenses encountered in moving towards full
operations.
Net Operating Losses
The Company has accumulated approximately $2,400,000 and $1,600,000 of
net operating loss carryforwards as of March 31, 1996 and December 31, 1995,
respectively, which may be offset against future taxable income through the year
2010 when the carryforwards expire. The use of these losses to reduce future
income taxes will depend on the generation of sufficient taxable income prior to
the expiration of the net operating loss carryforwards. In the event of certain
changes in control of the Company, there will be an annual limitation on the
amount of net operating loss carryforwards which can be used. No tax benefit
has been reported in the Company's financial statements because the Company
cannot reasonably estimate the future benefit of this carryforward.
Liquidity and Capital Resources
During the first quarter of 1996, the Company used net cash of $307,181
in its operating activities, attributed primarily to its loss from operations
and partially offset by increases in accounts payable and in accrued expenses.
Also during the first quarter of 1996, the Company realized net cash from
financing activities of $233,065 primarily from the sale of common stock
($180,000) and the issuance of notes ($108,000). Working capital at March 31,
1996 was a negative $1,289,265 compared to a negative $856,645 at December 31,
1995. This further reduction in working capital for the first quarter of 1995
is attributed to the Company's operating loss for the first quarter of 1996.
Also contributing to the decrease in working capital were increases in accounts
payable of $179,432 (132%), accrued expenses of $78,687 (41%), and notes payable
to related parties of $109,065 (74%), all due to the negative cash flow from
operations. The cash decrease from $82,645 at December 31, 1995 to $1,944 on
March 31, 1996 was due to the cost of operations.
As of March 31, 1996, the Company had total assets of $761,832 and
total stockholders' deficiency of $860,116. In comparison, as of December 31,
1995, the Company had total assets of $904,699 and total stockholders'
deficiency of $387,937. The decrease of approximately 16% in total assets for
the three month period ended March 31, 1996 is due to the decreases in cash and
prepaid interest.
The Company anticipates meeting its working capital needs during the
current fiscal year partially with revenues from operations, but due to past
losses the Company is also investigating the possibility of interim financing to
provide working capital and to increase marketing activities related to the
Company's services. Although management has not made any arrangements or
definitive agreements, the Company is contemplating both equity and debt
financing through private sources, or through the additional private placement
of securities and/or a public offering, although there can be no assurance that
the Company could successfully complete any such offerings. If the Company's
operations are not adequate to fund its operations and it is unable to secure
financing from the sale of its securities or from private lenders, the Company
could experience additional losses which could curtail the Company's operations
and services which could result in the loss of current customers. The contin-
uation of the Company as a going concern is directly dependent upon the success
of its future operations and ability to obtain additional financing.
As of March 31, 1996, the Company was not in compliance with certain
net worth requirements established by the U.S. Department of Housing and Urban
Development in July 1993. The Company has been advised by its independent
auditors that continued noncompliance of these regulations could result in
sanctions by HUD and the potential loss of future business. The Company is
presently negotiating with a private investment group which would provide the
necessary funding to restructure the Company's equity and come into compliance
with the HUD net worth requirements. Although there can be no assurance that
such funding will be obtained by the Company, management believes that the
transaction could be finalized and financing made available to the Company
during the second quarter of 1996.
In the opinion of management, inflation has not had a material effect
on the operations of the Company.
PART II
Item 1. Legal Proceedings
There are presently no material pending legal proceedings to which the
Company is a party or to which any of its property is subject and, to the best
of its knowledge, no such actions against the Company are contemplated or
threatened.
Item 2. Changes In Securities
This Item is not applicable to the Company.
Item 3. Defaults Upon Senior Securities
This Item is not applicable to the Company.
Item 4. Submission of Matters to a Vote of Security Holders
This Item is not applicable to the Company.
Item 5. Other Information
This Item is not applicable to the Company.
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
No report on Form 8-K was filed by the Company during the three month
period ended March 31, 1996.<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the Registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
COMPULOAN ORIGINATIONS, INC.
Date: May 30, 1996 By /S/ Leon J. Petersen
Leon J. Petersen, Chief Executive
Officer and Director
Date: May 30, 1996 By /S/ Stuart Palmer
Stuart Palmer, Chief Financial Officer and
Principal Accounting Officer
