<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO 13 OR 15(D)
OF THE SECURITES EXCHANGE ACT OF 1934
For the quarterly period ended: December 31, 1996
Commission file number 0-15216
AUTOCORP EQUITIES, INC.
(Formerly Chariot Entertainment, Inc.)
Exact name of registrant as specified in its charter
NEVADA 87-0522501
(State of Incorporation) (I.R.S. Employer ID#)
7373 Scottsdale Mall Suite 15
Scottsdale, Arizona 85251
(Address of principal office & Zip Code)
(602) 970-5308
(Registrants telephone number including area code)
Indicate by check mark whether the registarnt (1) has
filed all reports required to be filed by Section 13 or
15(d) of the Securities and Exchange act of 1934 during the preceding 12
months and (2) has been subject to such filing requirements for the past 90
days. Yes __X___ No ______
Common Stock, $.001 par value 4,845,964
(Title of class) (Number of shares
outstanding 12/31/96)
<PAGE> 2
AUTOCORP EQUITIES, INC.
INDEX
Page
Part I. Financial Information 3-6
Item 1. Financial Statements 3-6
Item 2. Management's Discussion and 7-8
Analysis of Financial Condition
and operating results
Part II. Other Information, Items 1-5 9
Signatures 10
<PAGE> 3
AUTOCORP EQUITIES, INC.
Balance Sheet (Unaudited)
<TAGLE>
[CAPTION]
ASSETS Dec. 31, 1996 June 30, 1996
(Audited)
[S] [C] [C]
Current Assets
Cash - $ -
Prepaid Expenses - -
License - -
Barter credits $ - -
Total Current Assets $ - -
Other Assets
Prepaid Advertising 400,000 400,000
Prepaid Rent - -
Total Other Assets 400,000 400,000
Total Assets $ 400,000 $ 400,000
LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities
Accounts Payable 52,552 31,552
Notes payable; 129,942 107,442
related party
Judgment payable 177,599 177,599
Total Current Liabilities $ 360,093 316,593
Stockholders Equity
Common Stock 4,845 4,695
110,000,000 shares
authorized;$0.001 par value;
4,845,964, 4,695,964 issued
Additional Paid-in Capital 8,942,104 8,927,254
Retained Deficit (8,255,042) (8,196,542)
Subscription receivable (652,000) (652,000)
Total Stockholders' Equity $ 39,907 83,407
Total Liabilities &
Stockholders Equity $ 400,000 400,000
[/TABLE]
<PAGE> 4
AUTOCORP EQUITIES, INC.
Statement of Operations
<TABLE>
<CAPTION>
3 Months ended 6 Mo. ended Year ended
Dec. 31, 1996 Dec 31 1996 June 30, 1996
<S> <C> <C> <C>
Revenue $ 7,500 $ 7,500 -
EXPENSES
General & administrative 33,000 66,000 138,749
Discounted Operations - - 174,354
Total Expenses 33,000 66,000 313,103
NET(LOSS) BEFORE TAXES (25,500) (58,500) (313,103)
PROVISION FOR INCOME TAXES - -
NET LOSS (25,500) (58,500) (313,103)
NET LOSS PER SHARE (.005) (.012) (.07)
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 4,845,964 4,845,964 4,695,964
</TABLE>
<PAGE> 5
AUTOCORP EQUITIES, INC.
Statement of Cash Flows
<TABLE>
<CAPTION>
3 Mo. ended 6 Mos. ended Year ended
12/31/96 12/31/96 6/30/96
Unaudited Unaudited Audited
------------ ----------- ------------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
(Loss) Gain from operation ($25,500) (58,500) ($313,103)
Discontinued operations
Amortized pre-paid rent
Increase(decrease)
in payables 10,500 21,000 (66,544)
(Increase) decrease
in receivables
Write off license
(Increase) decrease in
prepaids
(Increase)decrease barter
credits 94,606
Increase judgment payable 177,559
Increase notes payable 15,000 22,500 107,442
Prepaid exenses
(Increase)decrease
deposits & other assets
Stock issued for
services 15,000
(Increase) barter credits
Net Cash Used by
Operating Activities - - -
CASH FLOWS FROM
INVESTING ACTIVITIES - -
CASH FLOW FROM
FINANCING ACTIVITIES
Net proceeds from sale - - -
of stock
Net Cash Provided by
Financing Activities - - -
NET INCREASE(DECREASE)
IN CASH - - -
CASH BEGINNING - - -
CASH ENDING - - -
</TABLE>
<PAGE> 6
AUTOCORP EQUITIES, INC.
Statement of Changes in Stockholders' Equity
<TABLE>
<CAPTION>
Common Stock Paid-in Subscription Retained Total
Shares Amount Capital Receivable Deficit
_______ _____ ______ ___________ _________ _______
<S> <C> <C> <C> <C> <C> <C>
Balance 6/30/96 4,695,964 4,695 8,927,254 (652,000) (8,196,542) 83,407
Net loss 9/30/96 (33,000) (33,000)
Balance 9/30/96 4,695,964 4,695 8,927,254 (652,000) (8,229,042) 50,407
Partial payment
of Note payable 150,000 150 14,850 15,000
Net loss 12/31/96 (25,500) (25,500)
Balance 12/31/96 4,845,964 4,845 8,942,104 (652,000) (8,255,042) 39,907
</TABLE>
<PAGE> 7
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The Company's Overall Direction.
The Company was incorporated on January 2, 1986 under the name VIVATAE,
INC. and completed its initial public offering in May 1986. In November 1986,
the Company acquired all of the outstanding stock of Eagle Entertainment, Inc.
(EEI) and changed its name to EAGLE ENTERTAINMENT, INC. Through its
subsidiaries, PERFORMANCE GUARANTEES INC. and EEI, the Company provided
performance guarantees for motion picture productions.
In September 1990, the Company divested its subsidiaries, EEI and PGI,
and acquired TYNDALL MOTOR COMPANY and FAMILY FINANCE COMPANY, INC. in
the
retailing and financing of motor vehicles.
On January 3, 1992 the Company changed its name to EAGLE HOLDINGS, INC.
On September 30, 1992 the Company sold TYNDALL MOTOR COMPANY. In January
1993, the Company acquired MARTIN MOTORS, INC. The Company changed its name
to EAGLE AUTOMOTIVE ENTERPRISES, INC. in October 1993.
On March 28, 1994, the Company agreed to spin-off MARTIN MOTORS, INC. and
FAMILY FINANCE COMPANY, INC. and acquired Diamond Entertainment II, Inc., a
Utah corporation licensed by the Samuel Goldwyn Company to produce live
productions of the "American Gladiators".
On April 6, 1994, the Company changed its name to CHARIOT ENTERTAINMENT,
INC.
On November 16, 1994, the Company sold all of its stock in AM-GLAD
Entertainment, Inc., a subsidiary acquired in March 1994, and Diamond
Entertainment II, Inc. to Diamond Entertainment, L.C., a company owned and
controlled by Lyle Boss and Cord Beatty. AM-GLAD Entertainment, Inc. and
Diamond Entertainment II, Inc. held the licensing rights for the production of
the "American Gladiators" live productions in Las Vegas, Nevada. The Company
reserved a royalty from any future revenues of said production, if any.
Since January 1, 1995, the Company has been in the business development
stage attending to compliance matters and preparing for a business
combination.
<PAGE> 8
On September 30, 1996, the Company changed its name to AUTOCORP EQUITIES,
INC., in anticipation of attracting a business combination candidate in the
automotive industry.
On October 4, 1996, the Company received a money settlement of a legal
claim it had asserted against Ford Motor Company, the terms of which are
subject to a non-disclosure clause.
On October 9, 1996, the Company settled three separate claims for the
collection of receivable accounts resulting from the sale of the Company's
securities. Pursuant to the Settlement Agreements, the Debtors have delivered
324,000 shares of the Company's common stock to an Escrow Agent to be sold by
the Escrow Agent on behalf of the Debtors if and when the market price of the
shares reach $1.00. The Settlement entitles the Company to receive the
proceeds as satisfaction of the debt.
On October 10, 1996, the Company sold and assigned any and all rights it
had to the payment of a debt owed to the Company in consideration of the
Assignee granting the Company the right to the proceeds from the Assignee's
future sale of its previously issued shares of the Company. Pursuant to that
Agreement, the Assignee has delivered 74,000 shares to an Escrow Agent for
sale on its behalf if and when the market price of the Company's shares reach
$1.00 per share.
On November 11, 1996, the Company issued 150,000 shares of restricted
common stock to Stanley Wilson, President of the Company, as partial payment
for a note payable to Mr. Wilson.
On November 18, 1996, the Company entered into stock subscription
agreements with two subscribers who delivered funds in the amount of $150,000
to an Escrow Agent to be held in escrow subject to the completion of an
acquisition of new car dealership(s). The escrow was closed and the funds
returned on January 4, 1997.
On January 17, 1997, the Company entered into a non-binding Letter of
Intent to acquire 100% of the issued and outstanding shares of New Phoenix
Auto Auction, Ltd.
<PAGE> 9
Part II Other Information
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a vote of Shareholders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Forms 8-K
None
<PAGE> 10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AUTOCORP EQUITIES, INC.
February 11, 1997 ____________________________
Stanley F. Wilson, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> DEC-31-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 400,000
<CURRENT-LIABILITIES> 360,093
<BONDS> 0
0
0
<COMMON> 4,845
<OTHER-SE> 35,062
<TOTAL-LIABILITY-AND-EQUITY> 400,000
<SALES> 0
<TOTAL-REVENUES> 7,500
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 66,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (58,500)
<INCOME-TAX> 0
<INCOME-CONTINUING> (58,500)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (58,500)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
