U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: June 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 33-25779
BUD FINANCIAL GROUP, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 84-1100609
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
311 South State Street, Suite 440, Salt lake City, Utah 84111
(Address of principal executive offices)
(801) 531-0066
(Issuer's telephone number, including area code)
Check whether the issuer (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 issuer was required to file such report(s), and (2) has
been subject to such filing requirements for the past 90 days.
YES [X] NO [ ]
The number of $.001 par value common shares outstanding at August
3, 1999, 2,000,000.
Transitiional Small Business Disclosure Format (check one):
YES [ ] NO [X]
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Attached hereto are financial statements required by 310(b)
of Regulation S-B.
ITEM 2: MANAGEMENT'S DISCUSSION & ANALYSIS OR PLAN OF OPERATIONS
The Company was formed for the purpose of investing in any
and all types of assets, properties, and business. The Company
completed a public stock offering in 1991. The offering was
registered on Form S-18 with the Securities and Exchange
Commission. The Company's only business activity, to date, has
been its formation, the registration of securities and the
preliminary investigation of potential investments and
acquisitions.
Liquidity and Capital Resources
At June 30, 1999, the Company's assets consist primarily of
cash from the issuance of common stock. The Company has no other
resources. The Company has incurred losses since inception and
has expended all of its working capital. Management is proposing
to raise additional funds through loans and/or through sales of
its common stock or through a proposed acquisition of another
company by issuing common stock. There is no assurance the
Company will be successful in raising this additional capital.
At present, the Company is engaged in the search for potential
investments or acquisitions of private companies. Management
believes that any acquisition will be made by issuing shares of
the Company's unissued common stock. The Company's liquidity,
capital resources and financial statements will be significantly
different subsequent to the consummation of any acquisition.
Results of Operations
The Company's only operation to date has been the
preliminary investigation of potential acquisitions.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS 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
(a) Exhibits
None.
(b) Reports on Form 8-K
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Issuer has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
BUD FINANCIAL GROUP, INC.
Date: August 3, 1999 By: /s/Thomas G. Kimble
Thomas G. Kimble, President
<PAGE>
BUD FINANCIAL GROUP, INC.
(Formerly The Bud Financial Group, Inc.)
(A Development Stage Company)
BALANCE SHEETS
ASSETS
June 30, December 31,
1999 1998
(Unaudited)
CURRENT ASSETS:
Cash $6,292 $6,168
________ __________
Total Current Assets 6,292 6,168
________ __________
TOTAL ASSETS $6,292 $6,168
======== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $0 $0
________ __________
Total Current Liabilities 0 0
________ __________
STOCKHOLDERS' EQUITY:
Preferred stock; $.001 par value,1,000,000 shares
authorized, no shares issued and outstanding 0 0
Common stock; $.001 par value, 50,000,000 shares
authorized, 2,000,000 and 2,000,000 shares issued
and outstanding respectively 2,000 2,000
Capital in excess of par value 76,360 68,360
Earnings (deficit) accumulated during the (72,068) (64,192)
development stage ________ __________
Total Stockholders' Equity 6,292 6,168
________ __________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $6,292 $6,168
======== ==========
See Notes to Financial Statements
<PAGE>
BUD FINANCIAL GROUP, INC.
(Formerly The Bud Financial Group, Inc.)
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three For the Six Cumulative
Months Ended Months Ended During the
June 30, June 30, Development
1999 1998 1999 1998 Stage
REVENUE
Interest income $41 $43 $81 $86 $5,156
Gain on sale of marketable 0 0 0 0 21,068
securities
Other income 0 0 0 0 6,876
_________________________________________
Total revenues 41 43 81 86 33,100
_________________________________________
EXPENSES
Amortization 0 0 0 0 500
Consulting 0 0 0 0 10,800
Interest 0 0 0 0 2,085
Miscellaneous 0 0 0 0 125
Offering expenses 0 0 0 0 12,000
Office expenses 45 0 320 260 3,302
Rent 0 0 0 0 2,781
Research fees 0 0 0 0 300
Professional services 3,200 0 6,850 0 57,892
Stock transfer fees 515 0 787 0 5,048
Travel 0 0 0 0 612
Bad debt expense 0 0 0 0 26,250
_________________________________________
Total expenses 3,760 0 7,957 260 121,695
_______________ _________________________
INCOME (LOSS) BEFORE EXTRA-
ORDINARY ITEM (3,719) 43 (7,876) (174) (88,595)
Extraordinary Item - gain on
extinguishment of debt (net of
income tax of $0) 0 0 0 0 16,527
_______________ _________________________
NET INCOME (LOSS) BEFORE TAXES (3,719) 43 (7,876) (174) (72,068)
PROVISION FOR INCOMETAXES 0 0 0 0 0
_______________ _________________________
NET INCOME (LOSS) $(3,719) $43 $(7,876) $(174) $(72,068)
=============== =========================
EARNINGS (LOSS) PER SHARE $0.00 $0.00 $0.00 $0.00 $0.16
=============== =========================
See Notes to Financial Statements
<PAGE>
BUD FINANCIAL GROUP, INC.
(Formerly The Bud Financial Group, Inc.)
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three For the Six Cumulative
Months Ended Months Ended During the
June 30, June 30, Development
1999 1998 1999 1998 Stage
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $(3,719) $43$(7,876) $(174)$(72,068)
Adjustments to reconcile net income
(loss)to net cash used by operations
Organization costs 0 0 0 0 (500)
Research fees and expenses paid by 0 0 0 0 9,239
common stock
Bad debt allowance 0 0 0 0 26,250
Amortization 0 0 0 0 500
Forgiveness of debt 0 0 0 0 (21,739)
Rent provided free 0 0 0 0 200
Changes in assets and liabilities
Increases in accrued interest 0 0 0 0 (1,250)
receivable
Increase(decrease) in accounts 0 0 0 0 693
payable ______________ ______ ________________
Net Cash Provided (Used) by (3,719) 43 (7,876) (174) (58,675)
Operating Activities ______________ _______________________
CASH FLOWS FROM INVESTING ACTIVITIES
Officer cash advances 0 0 0 0 15,493
Payment on officer advances 0 0 0 0 (3,061)
______________ _______________________
Net Cash Provided by 0 0 0 0 12,432
Investing Activities ______________ _______________________
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowing 0 0 0 0 6,906
Repayments of borrowing - net 0 0 0 0(126,323)
Proceeds form sale of investments 0 0 0 0 128,032
Proceeds from sale of common stock 0 0 0 0 18,420
Contribution of capital 2,000 0 8,000 0 13,000
Common stock issued for cash 0 0 0 0 7,500
Common stock issued to pay accounts 0 0 0 0 5,000
payable ______________ _______________________
Net Cash Provided by 2,000 0 8,000 0 52,535
Financing Activities ______________ _______________________
NET INCREASE (DECREASE) IN CASH (1,719) 43 124 (174) 6,292
CASH - BEGINNING OF PERIOD 8,011 6,043 6,168 6,260 0
______________ _______________________
CASH - END OF PERIOD $6,292 $6,086 $6,292 $6,086 $6,292
======================================
NONCASH TRANSACTIONS
Note exchanged for debt and interest $0 $0 $0 $0 $16,527
======================================
Stock issued to pay for services and $0 $0 $0 $0 $15,040
expenses ======================================
SUPPLEMENTAL DISCLOSURES
Interest $0 $0 $0 $0 $1,311
======================================
Taxes $0 $0 $0 $0 $40
======================================
See Notes to Financial Statements
<PAGE>
BUD FINANCIAL GROUP, INC.
(FORMERLY THE BUD FINANCIAL GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The Company, without audit, has prepared the accompanying
financial statements. In the opinion of management, all
adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of
operation and cash flows at June 30, 1999 and 1998 and for all
periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. It
is suggested that these condensed financial statements be read in
conjunction with the financial statements and notes thereto
included in the Company's December 31, 1998 audited financial
statements. The results of operations for the periods ended June
30, 1999 and 1998 are not necessarily indicative of the operating
results for the full year.
NOTE 2 - CHANGE OF CORPORATE DOMICILE AND OTHER CORPORATE MATTERS
The shareholders of the Company approved a 1 for 5 reverse spit in
the issued and outstanding shares of the Company's common stock.
This transaction has been retroactively reflected in these
financial statements. The Company, with the approval of its
shareholders, also change its Corporate domicile from Colorado to
Nevada and in connections with this action changed the name of the
Company to Bud Financial Group, Inc. and modified certain other
provisions of the Company's governing instruments by merging it
into a new Nevada corporation created for the purpose of changing
its Corporate domicile. At the time of the change of Corporate
domicile, the Company changed its authorized shares of common
stock to 50,000,000 shares, and its par value to $.001, and
authorized 1,000,000 shares of preferred stock at a $.001 par
value.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF BUD FINANCIAL GROUP, INC. AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 6,292
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,292
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 6,292
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 2,000
<OTHER-SE> 4,292
<TOTAL-LIABILITY-AND-EQUITY> 6,292
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,760
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,719)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,719)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,719)
<EPS-BASIC> (0.00)
<EPS-DILUTED> 0
</TABLE>
