<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the quarterly period ended June 30, 1998
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the transition period from _________ to ________
Commission File Number 0-16545
MPTV, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Nevada 88-0222781
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
366 San Miguel Dr.
Suite #210
Newport Beach, California 92660
(Address of Principal Executive Offices)
(949) 760-6747
(Registrant's Telephone Number, Including Area Code)
Check whether the Registrant: (1) filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act 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 [ ]
As of May 25, 1999, 500,000,000 shares of Common Stock,
$0.05 par value per share, were outstanding.
Transitional Small Business Disclosure Format: Yes [ ] No [X]
<PAGE> 2
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MPTV, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 1998 AND DECEMBER 31, 1997
(unaudited)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
ASSETS 1998 1997
<S> <C> <C>
Property held for timeshare development $ 0 $16,218,585
Cash 3,854 19,303
Other Receivable 461,609 456,609
Other assets 593,634 593,634
Property and equipment 33,627 39,627
$1,092,724 $17,327,758
LIABILITIES AND SHAREHOLDERS' EQUITY
All inclusive trust deed note payable $ 0 $13,492,996
Accounts payable and accrued expenses 750,226 562,065
Notes payable 7,325,582 6,570,582
Accrued interest 1,142,339 802,809
Other accrued liabilities 654,975 654,975
Due to related parties 78,971 78,971
9,952,093 22,162,398
Common stock - par value $.05 per share;
authorized 200,000,000; issued 223,920,709 11,196,036 11,196,036
Additional paid-in capital 21,584,748 21,584,748
Accumulated deficit (41,640,153) (37,615,424)
Total Shareholders' equity (8,859,369) (4,834,640)
$1,092,724 $17,327,758
</TABLE>
<PAGE> 3
MPTV, Inc. and SUBSIDIARIES
CONDENSED CONSOLIDATED
STATEMENT OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
SIX MONTHS ENDED THREE MONTHS ENDED
JUNE 30 JUNE 30
1998 1997 1998 1997
Revenue
<S> <C> <C> <C> <C>
Other $ 0 $ 2,546 $ 0 $ 1,210
Expenses
Excess of expenses over revenues
from incidental operations 0 21,390 0 15,842
General, administrative and consulting 957,110 2,705,124 294,020 694,373
Interest 342,030 737,823 175,515 325,806
Provisions for write-off 2,725,589 0 0 0
Total 4,024,729 3,464,337 469,535 1,036,021
Net loss ($4,024,729) ($3,461,791) ($469,535) ($1,034,811)
Net loss per share ($0.02) ($0.02) ($0.01) ($0.01)
Weighted average number of 223,920,708 181,578,404 223,920,708 197,439,763
shares outstanding
</TABLE>
<PAGE> 4
MPTV, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30
1998 1997
<S> <C> <C>
Cash Flows From Operating Activities:
Net loss (4,024,709) (3,461,791)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Issuance of common stock for services 0 1,425,000
Depreciation and amortization 6,000 159,000
Changes in assets and liabilities 522,691 (805,068)
Net Cash Used in Operating Activities (3,496,038) (2,682,859)
Cash Flows From Investing Activities:
Construction Deposits 0 131,205
Other assets 0 (205,121)
Write-off of timeshare property 16,218,585 0
Net Cash Used in Investing Activities 16,218,585 (73,916)
Cash Flows From Financing Activities:
Proceeds from issuance of notes payable 755,000 5,313,250
Proceeds from sale of common stock 0 650,000
Principal repayments on notes payable 0 (3,148,250)
Write-off of Trust Deed notes payable (13,492,996) 0
Net Cash Provided by Financing Activities (12,737,996) 2,815,000
Net Increase (Decrease) in Cash (15,449) 58,225
Cash, beginning of period 19,303 35,341
Cash, end of period 3,854 93,566
Supplemental Disclosure of Cash Flow Information:
Cash paid for:
Interest $ 0 $ 499,572
<FN>
See note 3 for supplemental disclosure of non-cash investing and financing activities.
</TABLE>
<PAGE> 5
MPTV, Inc. and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1998
(unaudited)
<TABLE>
<CAPTION>
Number Additional Total
of Common Paid-In Accumulated Stockholders'
Shares Stock Capital Deficit Equity
<S> <C> <C> <C> <C> <C>
Balances January 1, 1998 223,920,708 $11,196,036 $21,584,748 ($37,615,424) ($4,834,640)
Net loss for the six months
ended June 30, 1998 0 0 0 (4,024,729) (4,024,729)
Balances, June 30, 1998 223,920,708 $11,196,036 $21,584,748 ($41,640,153) ($8,859,369)
</TABLE>
<PAGE> 6
MPTV, Inc. and SUBSIDIARY
Notes to Condensed Consolidated Financial Statements
For the Six Months Ended June 30, 1998 and 1997
Note 1 - Basis of Presentation
In the opinion of the Company's management, the accompanying unaudited
condensed, consolidated financial statements include all adjustments
consisting of only normal recurring adjustments necessary for a fair
presentation of the Company's financial position at June 30, 1998 and the
results of operations and cash flows for the six months ended June 30, 1998
and 1997, respectively. Although the Company believes that the disclosures
in these financial statements are adequate to make the information presented
not misleading, certain information normally included in financial statements
prepared in accordance with generally accepted accounting principles has been
condensed or omitted pursuant to the rules and regulations of the Securities
and Exchange Commission. Results of operations for the six months June 30,
1998 are not necessarily indicative of results of operations to be expected
for the year ending December 31, 1998. Refer to the Company's Annual Report
on Form 10- KSB for the year ended December 31, 1997 for additional
information.
The accompanying condensed consolidated financial statements have been
prepared assuming the Company will continue as a going concern, which
contemplates, among other things, the realization of assets and the
satisfaction of liabilities in the normal course of business. The Company
is in the development stage and has incurred cumulative net losses of
$41,640,153. The Company is in default on certain of its secured notes
payable. The Company will also require capital for its timeshare development
and marketing activities, as well as capital for interest and administrative
expenses. Furthermore, freely tradable shares of common stock have been
improperly issued without registration under Federal and State securities
laws. Until resolved, the impact of such issuances, if any, on the Company's
ability to raise additional capital through the future issuances of common
stock is unknown. The successful refinancing of the Company's debt and
common stock is unknown. The successful refinancing of the Company's debt
and the obtainment of additional financing, the successful development of
the Company's properties, the successful completion of its marketing program
and its transition, ultimately, to the attainment of profitable operations
are necessary for the Company to continue operations for the foreseeable
future. These factors raise substantial doubt about the Company's ability
to continue as a going concern.
Note 2 - Property Held for Timeshare Development
In November, 1997, the First Trust Deed holder of the Lake Tropicana
property forced the property into receivership as a result of late payments
by the Company. This was reflected in the 1998 financial statements as a
write-off of the property, as the Company ceased rental operations and
development of timeshare units for sale in early 1998. The property, its
improvements, and all related debt were written off in 1998, and are reflected
as such in these financial statements, Should the Company obtain new
financing in order to reacquire the property, these write-offs will be
reversed.
<PAGE> 7
MPTV, Inc. and SUBSIDIARY
Notes to Condensed Consolidated Financial Statements
For the Six Months Ended June 30, 1998 and 1997
Note 3 - Financing Commitment
During the six months ended June 30, 1998, the Company issued various notes
aggregating $755,000 with interest at 10% per annum, and due on demand and
on various date in 1998 and 1999. The Company used such notes to provide
working capital for operations.
Note 4 - Stockholders' Equity
From time to time, the Board of Directors have authorized certain shares of
its common stock to be issued for services rendered by the Company's
consultants. During the six months ended June 30, 1998 the Company issued
no stock.
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 123 (Accounting for Stock Based Compensation)
("Statement No. 123"). Statement No. 123 is primarily a disclosure standard
for the Company because the Company will continue to account for employee
stock options under Accounting Principles Board Opinion No. 25. The
disclosure requirements for the Company required by Statement No. 123 began
January 1, 1996.
The Company has no employee stock options in which the exercise prices are
below market and, accordingly, there would be no compensatory effects which,
on a proforma basis, would have a material effect on the accompanying
financial statements.
Note 5 - Related Party Transactions
During the six months ended June 30, 1998 the Company paid an officer
$149,500 as an advance on commission for future timeshare sales. Another
officer was paid a salary of $75,000. These payments were made pursuant to
the terms of the respective officer's Employment Agreement.
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION.
The following discussion and analysis should be read
together with the Condensed Consolidated Financial Statements and
Notes thereto included elsewhere herein.
Results of Operations
Six Months Ended June 30, 1998 Compared to June 30, 1996
At June 30, 1998, MPTV was in the development stage, with no significant
operating revenues to date. Revenues from the sale of timeshare units are
expected in late 1999. [The preceding sentence contains a forward looking
statement (hereinafter defined as "FLS"). Each of the forward looking
statements in this Quarterly Report on Form 10-QSB is subject to various
factors that could cause actual results to differ materially from the
results anticipated in such forward looking statement, as more fully
discussed in this Item 2 under (Forward Looking Statements)]. Revenue from
rentals of the Lake Tropicana Apartments are considered incidental to the
business of development and sale of timeshare intervals and these are netted
against related expenses in the accompanying statements of operations for
the periods presented therein. Other revenues are unrelated to the business
activities currently in development.
Expenses in excess of revenues of incidental operations decreased from
$21,390 during the first six months in 1997 to $0 during the first six
months in 1996. During the six months ended June 30, 1997, the Company
significantly reduced certain expenses of Consolidated Resort Enterprises,
Inc., consisting primarily of the operation of the Lake Tropicana Apartments.
The expenses reduced included advertising, certain salaries, commissions and
professional and consulting fees. Other expenses remained consistent through
the year. In November, 1997, the First Trust Deed holder took the Lake
Tropicana property into receivership. No revenues or expenses were recorded
for Lake Tropicana rental activities in 1998.
The Company's general, administrative and consulting expenses in the six
months ended June 30, 1998 equalled $957,110, a substantial decrease from
$2,705,124 for the comparable period in 1997. This decrease was due to a
significant decrease in financing fees (incurred as a result of the Company's
attempts to locate and obtain financing for the development of its Lake
Tropicana Resort), commissions and marketing expenditures, and the suspension
of operations concerning the development of Lake Tropicana.
MPTV also incurred interest expense of $737,823 in the first half of 1997 as
compared to $342,030 in the first half of 1998. Interest costs incurred for
the development of Lake Tropicana timeshares were capitalized to property
held from timeshare development during periods of active development based on
qualifying assets. The project ceased to be under active development for
accounting purposes in April 1995. As Lake Tropicana went into receivership,
interest payments related to the mortgages on the property ceased. The 1998
interest consisted primarily of interest related to notes payable.
During the six months ended June 30, 1998, the Company has a negative net
cash flow of $15,449. This net negative cash flow was comprised of positive
cash flow of $16,218,585 from investing activities offset by negative cash
flows of $3,496,038 from operating activities and negative cash flows of
$12,737,996 from financing activities. A substantial portion of investing and
financing activities consisted of the write-off of the Lake Tropicana
property and its related debt. Should the Company obtain financing to
reacquire the property from receivership, this write-off will be reversed.
<PAGE> 9
Liquidity and Capital Resources
The Company's consolidated financial statements at June 30, 1998 and for the
period then ended have been presented on the basis that the Company is a
going concern, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business. Continuation
of the Company as a going concern is dependent upon the Company raising
additional financing and achieving and sustaining profitable operations.
Because of the uncertainties regarding the Company's ability to achieve
these goals, no assurance can be given that the Company will be able to
continue in existence. Based on the Company's interest in Lake Tropicana,
and the potential to raise additional debt and/or equity financing (see
below), management believes that there will be sufficient capital available
to complete existing contracts and projects (FLS). The financial statements
do not include any adjustments relating to the recoverability of recorded
asset amounts or the amounts of liabilities that might be necessary should
the Company be unable to continue as a going concern.
The planned renovation program for the Lake Tropicana project is intended to
appeal to family-oriented visitors to Las Vegas and includes major common
area improvements such as landscaping, parking and a decorative security
wall, as well as construction of a reception area and activity center and
installation of a new roof and porches, the rebuilding of the main pool and
construction of two additional pools and a tennis court (FLS). The Company
also anticipates undertaking a complete renovation of the timeshare units,
including kitchens, bathroom fixtures, air conditioning, wall and floor
coverings and complete furniture and fixture packages (FLS). Management
currently estimates that timeshare unit renovations will cost approximately
$38,000 per unit, while common area renovations will require an additional
$1,000,000 (FLS). The entire renovation project will require six phases and
approximately $7,000,000 to $8,000,000 to complete (FLS), of which
approximately $1,000,000 (excluding capitalized interest paid in cash of
$1,400,000) has been expended to date. In April 1994, the Company
commenced phase one of the project, which involved renovation of the first
16 timeshare units and the construction of a sales facility. Due to
liquidity and other financial concerns, phase one of the renovation was
delayed. Management currently anticipates completion of this phase in
September 1997, subject to obtaining the required financing (see below)(FLS).
After completing phase one of the renovation, the Company plans to commence
phases two and three, which will include the renovation of approximately
one-half of the 176 timeshare units.
<PAGE> 10
Funds for phase one of the renovation and project carrying costs have been
derived from equity private placements and loans arranged by the Company,
issuances of common stock to vendors and incurrence of unsecured debt. The
Company has deposited a portion of these funds with the holder of one of its
deeds of trust, to be held in trust for the development of the Lake
Tropicana project. The Company has also received a commitment to refinance
the existing notes secured by first and second deeds of trust on the project
(see below), which financing would provide partial releases of condominiums.
These release provisions facilitate the phasing of the Lake Tropicana project
for conveyance to timeshare purchasers. The Company then intends to utilize
the proceeds from timeshare sales (derived from the $100 million end-loan
financing of timeshare receivables, for which the Company has received a
letter of commitment, subject to the completion of definitive documents and
due diligence procedures, from Stanford Investors, Ltd.) plus cash flow from
operations, to fund the remainder of the renovations (FLS). However, there
can be no assurance the Company will receive financing adequate to complete
renovations. In the event that the Company does not receive financing, it
would be unable to complete the renovation of Lake Tropicana, which would
seriously impair the Company's ability to sell timeshare units in the
project. If the Company is unable to sell timeshare units in Lake Tropicana,
the potential value of Lake Tropicana as a rental property would be
substantially lower than the potential value if sold in timeshare intervals.
Furthermore, sales of timeshare units require registration or other
regulatory compliance in the State of Nevada and certain other states where
such units may be sold. The Company has completed the process of complying
with applicable regulations to sell interval units in Lake Tropicana in
Nevada, except for the posting of bonds to activate the public permit.
Shares of the Company's freely tradable Common Stock may have been improperly
issued without registration under Federal and state securities laws. In
addition to administrative remedies which may be pursued by governmental
agencies, the recipients of these shares of Common Stock may seek recovery of
the purchase price of the stock plus interest through a rescission offer,
the amount of which cannot be presently determined, and could have a material
adverse impact on the Company's financial liquidity. Management intends to
file the necessary registration statement to register these shares. There
can be no assurances that the filing of these registration statements will
provide an adequate remedy. Until resolved, the impact of such issuances,
if any, on the Company's ability to raise additional capital through the
future issuances of Common Stock is unknown.
Forward Looking Statements
The forward looking statements contained in the Quarterly Report on Form
10-QSB, including those contained in Item 2 - "Management's Discussion and
Analysis or Plan of Operation", are subject to various risks, uncertainties
and other factors that could cause actual results to differ materially from
the results anticipated in such forward looking statements. Included among
the important risks, uncertainties and other factors are those hereinafter
discussed.
<PAGE> 11
MPTV has suffered recurring losses from operations and shows a need for
additional funding, which raises substantial concerns about its ability to
continue as a going concern. The Company has incurred cumulative net losses
of $41,640,153 since its inception, and is also in default on certain of its
secured and unsecured notes payable. In the event that the Company cannot
refinance or renegotiate these notes, it may be subject to collection
actions and foreclosure proceedings on its property currently being held for
timeshare development. MPTV requires capital to conduct its timeshare unit
development and marketing activities, and for operating expenses, interest
and note obligations. The Company's ability to continue as a going concern
is dependent upon its ability to obtain outside financing through the
issuance of either equity or debt securities and, ultimately, upon future
development of profitability through sales of timeshare units at Lake
Tropicana. While the Company is currently attempting to raise funds through
a private placement of debt securities, there can be no assurance that such
private placement will be successfully consummated or, if so, that it will
meet all future capital requirements of the Company. If additional funds
are required, the Company may offer additional or other securities for sale
or attempt to secure financing from banks or other financial institutions.
If significant indebtedness is then outstanding, the Company's ability to
obtain additional financing will be adversely affected. If and to the extent
the Company incurs additional indebtedness, debt service requirements will
have a negative effect on earnings. Further, if the Company is unable to
service its indebtedness and to renew or refinance such obligations on a
continuing basis, its ability to operate profitably will be materially
threatened. No assurance can be given that the Company will be able to
obtain additional funds from any source on satisfactory terms, if at all.
The availability of equity and debt financing to the Company is also
affected by, among other things, domestic and world economic conditions and
the competition for funds as well as the Company's perceived ability to
service such obligations should such financing be consummated. Rising
interest rates might affect the feasibility of debt financing that is offered.
Potential investors and lenders will be influenced by their evaluations of
the Company and its prospects and comparisons with alternative investment
opportunities. There can be no assurance that the Company will be able to
obtain financing on acceptable terms, if at all.
Shares of the Company's freely tradeable Common Stock may have been
improperly issued without registration under Federal and state securities
laws. In addition to administrative remedies which may be pursued by
governmental agencies, the recipients of these shares of Common Stock may
seek recovery of the purchase price of the stock plus interest through a
rescission offer, the amount of which cannot be presently determined and
could have a material adverse impact on the Company's financial position and
liquidity. Management intends to prepare and file the necessary registration
statement to register these shares. There can be no assurances that the
filing of these registration statements will provide an adequate remedy.
Until resolved, the impact of such issuance, if any, on the Company's
ability to raise additional capital through the future issuances of Common
Stock is unknown.
<PAGE> 12
On April 19, 1996, The NASDAQ Stock Market, Inc. ("NASDAQ"), which manages
the NASDAQ SmallCap Market Exchange (the "Exchange") on which the Company's
Common Stock was formerly listed and traded, informed management that the
Company had failed to meet certain listing maintenance requirements and had
not filed its Annual Report on Form 10-KSB within the required time frame.
NASDAQ gave the Company until May 20, 1996 to file such Annual Report and to
submit a plan detailing how the Company intended to meet the listing
maintenance requirements in the future. The Company filed the Annual Report
and submitted the required plan. On June 12, 1996, the Company received a
letter from NASDAQ informing the Company that its Common Stock was scheduled
to be delisted from the Exchange effective with the close of business on
June 26, 1996 for failure to meet certain continuing listing requirements.
Although the Company currently satisfies the market float, number of market
makers and asset requirements, it does not meet the net worth or share price
criteria. The Company requested that NASDAQ conduct an oral hearing to
reconsider the decision to delist the Common Stock, and such hearing was
held on July 12, 1996 (the delisting was stayed pending the outcome of the
hearing). Management subsequently received a letter, dated July 17, 1996,
from NASDAQ, informing the Company that its securities were to be deleted
from the Exchange effective July 18, 1996. The Company has requested that
the NASDAQ Listing and Review Committee review this decision, but the
request will not operate as a stay to the deletion of the Common Stock. In
the meantime, the Common Stock is listed and traded on the OTC Bulletin
Board. There can be no assurance as to the outcome of the pending review.
As a result of such delisting, an investor could find it more difficult to
dispose of, or to obtain accurate quotations as to the market value of, the
Common Stock. In addition, subsequent to such delisting, trading in the
Common Stock is also subject to the requirements of Rule 15c2-6 and/or Rule
15g-9 promulgated under the Exchange Act. Under such Rules, broker/dealers
who recommend such low-priced securities to persons other than established
customers and accredited investors must satisfy special sales practice
requirements, including a requirement that they make an individualized
written suitability determination for the purchase and receive the
purchaser's written consent prior to the transaction. The Securities
Enforcement Remedies and Penny Stock Reform Act of 1990 also requires
additional disclosure in connection with any trades involving a stock
defined as a "penny stock" (generally, according to recent regulations
adopted by the Securities and Exchange Commission, any non-NASDAQ equity
security that has a market price of less than $5.00 per share, subject to
certain exemptions), including the delivery, prior to any penny stock
transaction, of a disclosure schedule explaining the penny stock market and
the risks associated therewith. Such requirements could severely limit the
market liquidity of the Common Stock and the ability of purchasers of the
Company's Common Stock to sell their securities in the open market.
The Company's timeshare resorts do not provide an exclusive solution for
potential purchasers, and such purchasers may choose alternative timeshare
resorts or vacation destinations. Many of the Company's competitors have
greater financial resources than the Company.
<PAGE> 13
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
On March 14, 1994, Albert C. Gannaway, Jr., the founder and former officer,
director and principal stockholder of the Company, and Gannaway Productions,
Ltd. (collectively, "Gannaway") filed a Complaint in the Superior Court of
Orange County, California against the Company and Messrs. Rasmussen (the
Company's former Chairman, Chief Executive Officer and a Director) and
Vellema. The Complaint sought to enforce the terms of a settlement
agreement allegedly entered into by the Company and Gannaway in 1993 to
resolve certain asserted or potential claims by Gannaway that (i) he was
entitled to additional shares of the Company's Common Stock to be received
pursuant to an option or, in the alternative, a lower option price; (ii) the
Company was indebted to Gannaway for prior loans, cost advances or wages in
excess of the amounts shown on the Company's books and records; and (iii)
certain duplicating or other equipment being used by the Company belonged to
Gannaway, and demanded damages for an alleged breach of video distribution
agreements, an accounting under said agreements and rescission of the
distribution agreements.
The parties entered into a settlement agreement effective March 1, 1996 (the
"Settlement Agreement"). Pursuant to the terms of the Settlement Agreement,
Gannaway will receive the sum of $600,000 to be paid over the term of four
years beginning with an initial payment of $25,000 to be paid on March 1,
1996; $15,000 on April 1, 1996; $15,000 on May 1,1996; $15,000 on June 1,
1996; $35,000 on July 1, 1996; and $35,000 on August 1, 1996. The Company
is currently in default with respect to the May, June, July and August
payments. From August 1, 1996 to August 1, 1999, Gannaway will receive (i)
monthly payments equal to $65.00 per timeshare interval sold in the
preceding month and (ii) semi-annual payments in the amount calculated by
amortizing the remaining balance of $460,000 over the term at 12% interest.
The entire balance will be due and payable on or before August 1, 1999. The
Settlement Agreement also provides that MPTV will transfer its video
productions assets in Florida and the Club Carib weeks to Gannaway, and the
litigation will be conditionally dismissed with prejudice (provided that the
court retains jurisdiction to enter final judgment upon default). Mutual
general releases will be exchanges by all parties with respect to all claims
and counterclaims.
In November, 1997, the First Trust Deed holder of the Lake Tropicana property
forced the property into receivership as a result of late payments by the
Company. This was reflected in the 1998 financial statements as a write-off
of the property, as the Company ceased the rental operations and development
of timeshare units for sale in early 1998. Currently, the Company is
attempting to obtain new financing in order to reacquire the property,
resume development, and begin sales of timeshare intervals.
<PAGE> 14
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this Report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: June 4, 1999 REGISTRANT:
MPTV, Inc.
By: /s/ JAMES C. VELLEMA
James C. Vellema
Chairman
(Principal Financial and Accounting
Officer)
Date: June 4, 1999 By: /s/ HURLEY C. REED
Hurley C. Reed
President
