OLYMPUS MTM CORP
10QSB/A, 1998-02-13
INVESTORS, NEC
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                           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 August 31, 1997

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934

         For the transition period from                to
                                        --------------    ------------------


                                 Commission File No. 0-16665


                                  OLYMPUS M.T.M. CORPORATION
                        (Name of Small Business Issuer in its Charter)


                    UTAH                               87-0426358
      (State or Other Jurisdiction of            (I.R.S. Employer I.D. No.)
       incorporation or organization)


                                5525 South 900 East, Suite 110
                                  Salt Lake City, Utah 84117
                           (Address of Principal Executive Offices)

                           Issuer's Telephone Number: (801)262-8844


     Indicate  by check mark  whether the  Registrant  (1) has filed all reports
required to be filed by Sections 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.

(1)  Yes   X    No             (2)  Yes  X    No
         ----     ----                  ----      ----
<PAGE>

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

None; not applicable.

     APPLICABLE  ONLY  TO  CORPORATE  ISSUERS  Indicate  the  number  of  shares
outstanding  of each of the  Registrant's  classes  of common  stock,  as of the
latest practicable date:

                                October 31, 1997

                                    902,017*

*Reflects a 150 for 1 reverse split of the outstanding voting securities of
the Company, effective August 20, 1996, while retaining the authorized capital
at $50,000 divided into 50,000,000 shares of $0.001 par value common voting
stock, with appropriate adjustments in the stated capital and capital surplus
accounts of the Company and with fractional shares being rounded to the
nearest whole share.  Any shareholder holding 100 or more pre-split shares
retained a minimum of 100 post-split shares.



PART I - FINANCIAL INFORMATION

Item 1.Financial Statements.

     The Financial  Statements of the Registrant  required to be filed with this
10-QSB  Quarterly  Report  were  prepared  by  management  and  commence  on the
following page,  together with related Notes. In the opinion of management,  the
Financial Statements fairly present the financial condition of the Registrant.
<PAGE>

<TABLE>
<CAPTION>

                            OLYMPUS M.T.M CORPORATION
                                 BALANCE SHEETS
                       August 31, 1997 and November 30, 1996

                                                                     8/31/97            11/30/96
                                                                 ----------------    ----------------
                                                                   [Unaudited]
<S>                                                           <C> <C>             <C> <C>              
ASSETS

      Total Current Assets                                     $               0   $               0

                                                                 ----------------    ----------------
TOTAL ASSETS                                                   $               0   $               0
                                                                 ================    ================

LIABILITIES & EQUITY

LIABILITIES

      Current Liabilities
          Loans from stockholders                              $           3,619   $           2,038
          Accounts Payable                                                     0                 100
      Total Current Liabilities                                            3,619               2,138
                                                                 ----------------    ----------------

                                                                 ----------------    ----------------
TOTAL LIABILITIES                                                          3,619               2,138

EQUITY
          Common Stock                                                       902                 266
          Paid-in Capital                                              3,055,039           3,055,039
          Accumulated Deficit                                         (3,059,560)         (3,057,443)
                                                                 ----------------    ----------------
TOTAL EQUITY                                                              (3,619)             (2,138)

                                                                 ----------------    ----------------
TOTAL LIABILITIES & EQUITY                                     $               0   $               0
                                                                 ================    ================
</TABLE>



     NOTE TO FINANCIAL  STATEMENTS:  Interim  financial  statements  reflect all
adjustments  which  are,  in the  opinion  of  management,  necessary  to a fair
statement  of the results for the periods.  The November 30, 1996 balance  sheet
has been derived from the audited financial statements.  These interim financial
statements  conform with the requirements for interim  financial  statements and
consequently do not include all the disclosures  normally  required by generally
accepted accounting principles.
<PAGE>
<TABLE>
<CAPTION>


                           OLYMPUS M.T.M. CORPORATION
                            STATEMENTS OF OPERATIONS
    For the Three and Nine Month Periods Ended August 31, 1997 and 1996

                                                           Three Months      Three Months    Nine Months       Nine Months        
                                                               Ended            Ended           Ended             Ended
                                                              8/31/97          8/31/96         8/31/97           8/31/96
                                                         ---------------   ---------------  --------------   --------------     
                                                            [Unaudited]      [Unaudited]     [Unaudited]      [Unaudited] 
<S>                                                     <C> <C>             <C> <C>         <C> <C>          <C>  <C>   
REVENUE
      Income                                            $          0       $         0    $         0      $          0             
                                                           ----------         ----------    ----------        ----------
NET REVENUE                                                        0                 0              0                 0

OPERATING EXPENSES
      Office Expenses                                             10               382            283               598
      Professional Fees                                           65               254           1835               254
                                                           ----------         ----------     ----------        ----------
TOTAL OPERATING EXPENSES                                         (75)             (636)        (2,118)             (852)

                                                           ----------         ----------     ----------        ----------
NET INCOME/(LOSS)                                      $         (75)      $      (636)  $     (2,118)    $        (852)   

NET LOSS PER SHARE                                     $       (0.01)      $     (0.01)  $      (0.01)    $       (0.01)    
                                                           ==========         ==========     ==========        ==========

WEIGHTED AVERAGE NUMBER OF SHARES
  OUTSTANDING                                                902,017        39,800,080         902,017       39,800,080
                                                           ==========         ==========     ==========        ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                           OLYMPUS M.T.M. CORPORATION
                            STATEMENTS OF CASH FLOWS
           For the Three and Nine Month Periods Ended August 31, 1997 and 1996

                                                        Three Months       Three Months      Nine Months      Nine Months         
                                                           Ended              Ended             Ended            Ended
                                                          08/31/97          08/31/96           08/31/97         08/31/96
                                                        -------------      ------------      ------------     ------------
                                                        [Unaudited]        [Unaudited]       [Unaudited]      [Unaudited]
<S>                                                    <C> <C>             <C> <C>           <C>  <C>        <C>  <C>        
Cash Flows Used For Operating Activities
- ----------------------------------------
  Net Loss                                             $     (75)          $    (636)     $    (2,118)       $    (598)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Increase/(Decrease) in Accounts Payable                    0                   0             (100)               0
    Increase/(Decrease) in loans from shareholder             75                 636            2,218              598
                                                       ------------        ------------    ------------      ------------    
      Net Cash Used For Operating Activities                   0                   0                0                0
                                                       ============        ============    ============      ============

Cash Flows Provided by Financing Activities                    0                   0                0                0
- -------------------------------------------

      Net Increase In Cash                                     0                   0                0                0 

      Beginning Cash Balance                                   0                   0                0                0

      Ending Cash Balance                              $       0          $        0      $         0       $        0
                                                       ------------        ------------    ------------      ------------  

</TABLE>
<PAGE>


Item 2.Management's Discussion and Analysis or Plan of Operation.

Plan of Operation.

     The Company has not engaged in any material operations in the period ending
August 31,  1997,  or since on or before  April 1990.  On December 1, 1995,  the
Company was involuntarily  dissolved by the State of Utah for failure to file an
annual report and was  subsequently  reinstated by the State of Utah on July 31,
1996.  The Company  intends to continue to seek out the  acquisition  of assets,
property or business that may be beneficial to the Company and its stockholders.

     The Company's only foreseeable cash requirements  during the next 12 months
will relate to maintaining the Company in good standing in the State of Utah and
keeping its reports  "current"  with the  Securities  and  Exchange  Commission.
Management  does not anticipate  that the Company will have to raise  additional
funds during the next 12 months.

Results of Operations.

     The Company has had no operations since on or before April 1990. During the
quarterly  period  covered by this Report,  the Company  received no revenue and
incurred nominal expenses.


PART II - OTHER INFORMATION

Item 1.Legal Proceedings.

None; not applicable.

Item 2.Changes in Securities.

None; not applicable.

Item 3.Defaults Upon Senior Securities.

None; not applicable.

Item 4.Submission of Matters to a Vote of Security Holders.
 
None; not applicable.

Item 5.Other Information.

     On December 20, 1996, 636,350 "unregistered" and "restricted" shares of the
Company's common stock were issued to Jenson Services, Inc., a consultant to the
Company for  expenses  incurred  by the Company and settled by Jenson  Services,
Inc. These shares were authorized for issuance by the Board of Directors on July
23, 1996.

Item 6.Exhibits and Reports on Form 8-K.
 
(a)Exhibits.*

None; Not Applicable.

(b)Reports on Form 8-K.

None; Not Applicable.

     *A summary of any Exhibit is modified in its  entirety by  reference to the
actual Exhibit.

<PAGE>

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.

                           OLYMPUS M.T.M. CORPORATION



Date:February 10, 1998     By /S/ Ernest C. Psarras
                            Ernest C. Psarras, President and Director
 



Date:February 10, 1998      By /S/ Quinton Hamilton
                            Quinton Hamilton, Secretary, Treasurer and Director


<TABLE> <S> <C>


<ARTICLE>                     5

<CIK>                         0000831489
<NAME>                        OLYMPUS M.T.M. CORPORATION                       
<MULTIPLIER>                                   1
<CURRENCY>                                     U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              NOV-30-1997
<PERIOD-START>                                 JUN-01-1997
<PERIOD-END>                                   AUG-31-1997
<EXCHANGE-RATE>                                1
<CASH>                                         0
<SECURITIES>                                   0
<RECEIVABLES>                                  0
<ALLOWANCES>                                   0
<INVENTORY>                                    0
<CURRENT-ASSETS>                               0
<PP&E>                                         0
<DEPRECIATION>                                 0
<TOTAL-ASSETS>                                 0
<CURRENT-LIABILITIES>                          3,619
<BONDS>                                        0
                          0
                                    0
<COMMON>                                       902
<OTHER-SE>                                     (2,642)
<TOTAL-LIABILITY-AND-EQUITY>                   0
<SALES>                                        0
<TOTAL-REVENUES>                               0
<CGS>                                          0
<TOTAL-COSTS>                                  0
<OTHER-EXPENSES>                               75
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             0
<INCOME-PRETAX>                                (75)
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (75)
<EPS-PRIMARY>                                  (.01)
<EPS-DILUTED>                                  (.01)
        


</TABLE>


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