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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPT. 30, 1997
XANTHIC ENTERPRISES, INC.
COMMISSION FILE NO. 33-17966-LA
A Colorado Corporation EIN: 94-3030021
8833 Sunset Blvd. Suite 200
West Hollywood, CA 90069
Telephone: 310-289-4947
Securities registered under Section 12(g) of the Exchange Act:
Common Shares and Series A and Series B
Common Stock Purchase Warrants
The registrant has filed all reports
required to be filed by Section 13 or 15(d)
of the Exchange Act during the past 12 months
or such shorter period for which such reports
were required. The Company's Form 10-K for
the fiscal year ended December 31, 1996 was
filed late.
The number of common shares issued and
outstanding as of December 31, 1996 was
5,481,826.
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This report form is not filed as a
transitional format.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
The Company's unaudited financial
statements for the third quarter of 1997 are
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at the end of this report.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF PLAN OF OPERATION.
(1) Liquidity. The Company has no cash
assets and no liquidity.
(2) Capital Resources. The Company has
no capital resources.
(3) Results of Operations. The Company
has not operated during the past fiscal year
and there are no results of operations.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On November 2, 1991 the State of Oregon
issued a cease and desist order ordering the
Company to cease and desist issuing
unregistered securities in the State of
Oregon. The proceeding was based on the
distribution of shares and warrants to
Oregon shareholders (registered by way of an
S-18 registration statement) pursuant to the
agreement for such distribution between the
Company and Automated Services,Inc.
On April 4, 1992 the State of Oregon
issued a final order to cease and desist
violating any provision of Oregon Securities
Law. Xanthic was denied the use of any
statutory exemption provided in ORS 59.022
and ORS 59.035. Xanthic was assessed
three civil penalties of $ 750.00 each for
violating ORS 59.055 and ORS 59.132(2).
Directors Mark Lilly and Glenn DeCicco
were ordered to cease and desist violating
any provision of ORS Chapter 59. Neither the
Company nor the Directors appealed.
The Company has been advised that the
effect of the Oregon ruling was to invalidate
the issuance and distribution of the
registered shares and warrants to residents
of Oregon until such time as said securities
are registered pursuant to the provisions of
the Oregon Securities Law. According to the
records of the transfer agent, the number of
shareholders with Oregon addresses is 645.
According to these records the shareholders
with Oregon addresses own 108,331 common
shares of the Company. The 108,331 shares
represent approximately 1.9% of the issued
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and outstanding shares of the Company.
ITEM 2. CHANGES IN SECURITIES
There have been no changes in the
rights, preferences or privileges of any
security of the Company during the second
quarter of 1997 other than the action of the
State of Oregon may affect these matters.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
There has been no default on any
security during the third quarter of 1997.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF
SECURITY HOLDERS
No matters have been submitted to a vote
of security holders during the third quarter
of 1997.
ITEM 5. OTHER INFORMATION
N/A
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
During the third quarter of 1997 the
Company filed one report on Form 8-K.
FINANCIAL STATEMENTS.
The Company's unaudited financial
statements for the period ending Sept. 30,
1997 follow this page.
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XANTHIC ENTERPRISES, INC.
(A development stage company)
BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, Sept. 30,
1996 1997 1996
(Audited) (Unaudited)
<C> <C> <C>
ASSETS
CURRENT ASSETS:
Cash $ - $ - $ -
_________ ________ _________
$ - $ - $ -
========== ======== =========
LIABILITIES AND
STOCKHOLDERS'
EQUITY (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $13,859 $75,368 $13,683
Shareholder loan - 2,000 -
TOTAL CURRENT
LIABILITIES 13,859 77,368 13,683
STOCKHOLDERS' EQUITY
Common Stock - $.0001 par,
50,000,000 shares
authorized, 5,481,826
issued and outstanding 548 548 548
Paid in capital 11,651 11,651 11,651
Retained deficit (26,058) (89,567) (25,882)
________ _______ ________
TOTAL STOCKHOLDERS'
EQUITY (DEFICIT) (13,859) (77,368) (13,663)
$ - $ - $ -
======= ======== =======
/TABLE
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XANTHIC ENTERPRISES, INC.
(A development stage company)
STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
For the For the For the October 27, 1996
Year Three Months Nine Months (Date of inception)
Ending Ending 9/30 Ending 9/30 to Sept. 30, 1997
12/31/96 1997 1996 1997 1996
(Audited) (Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C> <C> <C> <C>
REVENUES $ - $ - $ - $ - $ - $ -
______ ______ ______ ______ _____ ______
OPERATING
EXPENSES:
General and
administrative 693 33,709 173 63,509 520 82,163
_____ ______ _____ ______ ____ ______
LOSS FROM
OPERATIONS (693) (33,709) (173) (63,509) (520) (82,163)
OTHER INCOME
(EXPENSES)
Interest exp. (12) - (3) - (9) (6,639)
Aborted offering
costs - - - - - (17,066)
Debt relief - - - - - 17,051
Penalty - - - - - (750)
_____ ____ ____ ____ ___ ______
TOTAL OTHER
INCOME
(EXPENSES) (12) - (3) - (9) (7,404)
____ ____ ____ _____ ____ _____
NET LOSS $ (705) (33,709) (177) (63,509) (529) (89,567)
====== ====== === ====== === ======
NET LOSS PER
COMMON SHARE (.0001) (.006) 0 (.01) (.0001) (.02)
====== ====== === ====== ===== ======
WEIGHTED
AVERAGE
NUMBER OF
SHARES
OUTSTANDING 5,481,826 5,481,826 5,481,826 5,481,826 5,481,826 5,481,826
/TABLE
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XANTHIC ENTERPRISES, INC.
(A development stage company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
<CAPTION>
Accumulated
deficit during
Common Stock Paid in development
Shares Amount Capital stage Total
<C> <C> <C> <C> <C>
BALANCE,
DECEMBER 31, 1995 5,481,826 $ 548 $ 11,651 $ (25,353) $ (13,154)
--------- ---- ------ ------- -------
Net loss for year - - - (705) (705)
--------- ---- ------ ------- -------
BALANCE,
DECEMBER 31, 1996 5,481,826 $ 548 $ 11,651 $ (26,058) $ (13,859)
--------- ---- ------ -------- --------
Net loss for period - - - (63,509) (63,509)
--------- ---- ------ -------- --------
BALANCE,
SEPT 30, 1997 5,481,826 $ 548 $ 11,651 $ (89,567) $ (77,368)
========= ==== ====== ======== ========
/TABLE
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XANTHIC ENTERPRISES, INC.
(A development stage company)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
For the year For the six months October 27, 1986
ending December ending Sept. 30, (Date of inception)
31, 1996 1997 1996 to Sept. 30, 1997
(Audited) (Unaudited) (Unaudited)
<C> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net income (loss) $(705) $(63,509) $ (529) $(89,567)
Adjustments to
reconcile net
income to net
cash provided
by (used in)
operating activities:
Common stock issued
for services - - - 31
Changes in operating
assets and liabilities:
Accounts payable 705 61,509 529 75,368
--- ------ --- ------
NET CASH USED
IN OPERATING
ACTIVITIES - (2,000) - (14,168)
--- ------- --- ------
CASH FLOWS FROM
FINANCING ACTIVITIES:
Sale of
common stock - - - 12,168
Shareholder loan - 2,000 - 2,000
NET CASH PROVIDED
BY FINANCING
ACTIVITIES - 2,000 - 14,168
NET INCREASE
(DECREASE) IN CASH - - - -
CASH, BEGINNING
OF PERIOD - - - -
---- ---- ---- ---- ------
CASH, END
OF PERIOD $ - $ - $ - $ - -
===== === === === ======
</TABLE>
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SIGNATURE
In accordance with Section 13 or
15(d) of the Securities Exchange Act of
1934, this registrant caused this report to
be signed on its behalf by the undersigned,
thereunto duly authorized.
XANTHIC ENTERPRISES, INC.
Dated: 10/11/97
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By: /s/ Mark A. Lilly
---------------------------------
Mark A. Lilly, President, Director
and Chief Financial Officer