SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
------------------
For Quarter Ended July 31, 1996 Commission File No. 33-19324
STAR RESOURCES, INC.
(Exact name of registrant as specified in charter)
Delaware 75-0223079
(State or other jurisdiction (IRS Employer Identification No.)
at incorporation)
5420 LBJ Freeway Suite 540
Dallas, Texas 75240
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (214)770-2255
------------------------------------------------------
(Former Name, Former Address and Former Fiscal Year, if Changed
Since Last Report)
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 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 August 31, 1996, there were outstanding 41,426,186 shares of common
stock, $.0001 par value.
This report consists of 11 pages.
<PAGE>
STAR RESOURCES, INC.
July 31, 1996
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION 3
Item 1. Financial Statements 6
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations 3
PART II. OTHER INFORMATION 3
Item 1. Legal Proceedings. 3
Item 2. Changes in Securities 4
Item 3. Default Upon Senior Securities 4
Item 4. Submission of Matters to a Vote of Security Holders 4
Item 5. Other Information 4
Item 6. Exhibits and Reports on Form 8-K. 4
SIGNATURES 5
CONSOLIDATED FINANCIAL STATEMENTS 6
2
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
The financial statements of the Company as of and for the quarter ended July 31,
1996 begin on the page following the signature page.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Results of Operations
Three months ended July 31, 1996 as compared to the three months ended July 31,
1995
The Company had no operations for quarter ending July 31, 1996. Expenses were
for the audit of the Company's April 30, 1996 financial statements, transfer
agent fees, and miscellaneous administrative expenses. For the quarter ending
July 31,1995, the Company recognized a loss on the disposition of its wholly
owned subsidiary, New View Broadcasting, Inc., a South Carolina corporation
("New View") On May 1, 1995, the Company transferred the ownership of New View
to Lawrence E. Steinberg, the majority stockholder of the Company. New View owns
a television station in Charleston, South Carolina. The subsidiary comprised all
of the revenue producing assets of the Company. The Company also transferred a
judgment held by the Company against Gerald Arthur, former officer and director
of the Company, and Christopher Arthur, former director and stockholder of the
Company. As consideration for the subsidiary stock and the judgment, Mr.
Steinberg agreed to release the Company from its obligations as guarantor of Mr.
Steinberg's loans to New View in the amount of $1,682,095, . Following these
transactions, Star's only assets were a minimal amount of cash and had no
operations during the quarter ended July 31,1995.
Liquidity and Capital Resources
The Company has no significant assets or sources of revenue and is solely
dependent on the willingness and ability of its major stockholder to fund any
business operations. In June, 1995, the major stockholder loaned the company
$18,000 to facilitate an investment in Preferred/telecom, inc., a Delaware
corporation ("Preferred/telecom"). The Board of Directors of the Company
approved the distribution of those shares of Preferred/telecom, Inc. as a
dividend to the shareholders of the Company, which was effected on or about
August 14, 1995. See forms 10-KSB-A for the year ended April 30, 1995 and Form
8-K dated May 12, 1995 and form 8-K-A dated August 29, 1995.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
None
3
<PAGE>
Item 2. Changes in Securities.
None
Item 3. Default Upon Senior Securities.
None
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
None.
4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Quarterly Report to be signed on its behalf
by the undersigned thereunto duly authorized.
STAR RESOURCES, INC.
(Registrant)
Date: August 31, 1996 By:___s/Lawrence E. Steinberg
Lawrence E. Steinberg, Chief Executive Officer
Principal Executive Officer
Date: August 31, 1996 By: Michael A. Hershman
---------------- --------------------
Michael A. Hershman, Treasurer
Principal Financial Officer
5
<PAGE>
STAR RESOURCES, INC.
FINANCIAL STATEMENTS
AS OF AND FOR THE PERIOD ENDED JULY 31, 1996
(unaudited)
6
<PAGE>
STAR RESOURCES, INC.
Balance sheets
(Audited as of April 30, 1996; Unaudited as of July 31, 1996)
<TABLE>
<CAPTION>
July 31, April 30,
1996 1996
--------------------------------
ASSETS
- ------------
Current Assets
<S> <C> <C>
Cash $ 821 $ 261
Accounts receivable 1,000 -
--------------------------------
Total Current Assets 1,821 261
--------------------------
$1,821 $261
==========================
Liabilities and Stockholders' Equity
- --------------------------------------------------
Current Liabilites
Accounts payable and accrued 7,008 290
expenses
--------------------------
Total Current Liabilities 7,008 290
--------------------------
Total Liabilities 7,008 290
Preferred stock- $.01 par value
Authorized -1,000,000 shares - -
Issued and outstanding-none
Common
stock-
Authorized -120,000,000 shares
41,426,186 issued and outstanding
April 30, 1996 and July 31, 4,142 4,142
1996 par value $.0001
Additional paid-in capital 356,628 356,626
Retained capital (365,957) (360,797)
--------------------------------
Stockholders' Equity (Deficit) ($5,187) ($29)
--------------------------------
$1,821 $261
================================
</TABLE>
7
<PAGE>
STAR RESOURCES, INC.
Statements of Operations
Unaudited
<TABLE>
<CAPTION>
Three months ended
July 31,
1996 1995
--------------------------------
<S> <C> <C>
Revenue $ - $ -
--------------------------------
Total Revenue $0 $0
--------------------------------
Expenses:
Accounting fees $3,980 $0
Administration 854 0
Legal 0 398
Other 326 366
--------------------------------
Total Expenses 5,160 764
--------------------------------
Net Income (Loss) from operations ($5,160) ($764)
Loss on disposition of investment - (301,309)
--------------------------------
Net loss ($5,160) ($302,073)
================================
Weighted average loss per share ($0.00012) ($0.00729)
================================
</TABLE>
8
<PAGE>
STAR RESOURCES, INC.
Statements of Cash Flows
Unaudited
<TABLE>
<CAPTION>
Three months
ended July 31,
1996 1995
--------------------------------
<S> <C> <C>
Net loss ($5,160) ($302,073)
Adjustments to reconcile net loss to net cash used
Accounts receivable (1,000) -
Accounts payable 6,719 -
Loss on disposition of subsidiary - 301,309
--------------------------------
Net cash used 559 (764)
CASH FLOWS USED FOR INVESTING ACTIVITIES:
Investments - (24,000)
--------------------------------
Net cash used in 0 (24,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from paid in capital - 18,402
Proceeds from issuance of common stock - 5,500
--------------------------------
Net cash from ( used) in financing 0 (32,151)
--------------------------------
Net increase (decrease) in cash 559 17,439
CASH AT BEGINNING OF PERIOD 262 (675)
--------------------------------
CASH AT END OF PERIOD $821 $16,764
================================
</TABLE>
9
<PAGE>
STAR RESOURCES, INC.
Statements of Changes in Stockholders' Equity
Unaudited
<TABLE>
<CAPTION>
Additional Total
Common Stock Paid-in Retained Stockholders'
Shares Amount Capital Deficit Equity
------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance April 30, 1995 40,876,186 40,876 294,492 (1,721,423) (1,386,055)
Issuance of common stock 550,000 550 4,950 5,500
Disposition of investment
in New View Broadcasting, Inc. 1,686,328 1,686,328
Capital contribution 18,400 18,400
Change in par value of stock (37,284) 37,284 0
Net loss for the quarter
ended July 31, 1995 - - - (300,074) (300,074)
------------------------------------------------------------------------------
Balance July 31, 1995 41,426,186 4,142 355,126 (335,169) 24,099
Net income for the quarter
ended October 31, 1995 - - - 26 26
Dividend distribution - - - (24,000) (24,000)
------------------------------------------------------------------------------
Balance October 31, 1995 41,426,186 $4,142 $355,126 ($359,143) $125
Net loss for the quarter
ended January 31, 1996 - - - ($637) (637)
------------------------------------------------------------------------------
Balance January 31, 1996 41,426,186 4,142 355,126 (359,780) ($512)
Net loss for the quarter
ended April 30, 1996 - - 1,500 (1,017) $483
------------------------------------------------------------------------------
Balance April 30, 1996 41,426,186 4,142 356,626 (360,797) ($29)
Net loss for the quarter
ended July 31, 1996 - - - (5,160) ($5,160)
------------------------------------------------------------------------------
Balance July 31, 1996 41,426,186 4,142 356,626 (365,957) ($5,189)
==============================================================================
</TABLE>
10
<PAGE>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM STAR
RESOURCES INC. AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
July 31, April 30,
1996 1996
-----------------------------------
<S> <C> <C>
Cash and cash items $ 821 $ 261
Marketable securities 0 0
Notes and accounts receivable-trade 1,000 0
Allowances for doubtful accounts 0 0
Inventory 0 0
Total current assets 1,821 261
Property, plant and equipment 0 0
accumulated deprecation 0 0
total assets 1,821 261
Total current liabilities 7,008 290
bonds, mortgages, and similar debt 0 0
Preferred stock-mandatory redemption 0 0
Preferred stock-no mandatory redemption 0 0
Common stock 4,142 4,142
Other stockholders' equity (9,329) (4,171)
Total liabilities and stockholders' equity (1,821) 261
Net sales of tangible products 0 0
Total revenues 0 0
Cost of tangible goods sold 0 0
Total costs and expenses applicable to sales and revenues 0 0
other costs and expenses 5,160 2,393
Provision for doubtful accounts and notes 0 0
Interest and amortization of debt discount 0 0
Income before taxes and other items (5,160) (2,393)
Income tax expense 0 0
Income/loss continuing operations (5,160) (2,393)
Discontinued operations 0 (301,309)
Extraordinary items 0 0
Cumulative effect- changes in accounting principles 0 0
Net income or loss (5,160) (303,702)
Earnings per share - primary ($0.0001) ($0.0073)
Earnings per share - fully diluted ($0.0001) ($0.0073)
<FN>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1- Basis of Financial Statements
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and do not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been
included. Operating results for the three months ended July 31, 1996
are not necessarily indicative of the results that may be expected for
the year ending April 30, 1997. For further information, refer to the
financial statements and management's discussion and analysis of
results of operations and financial condition included in the Company's
report on Form 10-KSB.
</FN>
</TABLE>
11
<PAGE>
