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: March 31, 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 April
30, 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.
<PAGE>
THE BUD FINANCIAL GROUP, INC.
(A Development Stage Company)
BALANCE SHEETS
ASSETS
March 31, December 31,
1999 1998
(Unaudited)
CURRENT ASSETS:
Cash $8,011 $6,168
____________________
Total Current Assets 8,011 6,168
_________ __________
TOTAL ASSETS $8,011 $6,168
========= ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $0 $0
_________ __________
Total Current Liabilities 0 0
_________ __________
STOCKHOLDERS' EQUITY:
Preferred stock; $.0001 par value, 40,000,000
shares authorized, no shares issued and 0 0
outstanding
Common stock; $.0001 par value, 500,000,000
shares authorized, 10,000,000 and 10,000,000
shares issued and outstanding respectively 1,000 1,000
Capital in excess of par value 75,360 69,360
Earnings (deficit) accumulated during the (68,349) (64,192)
development stage _________ __________
Total Stockholders' Equity 8,011 6,168
_________ __________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $8,011 $6,168
========= ==========
See Notes to Financial Statements
<PAGE>
THE BUD FINANCIAL GROUP, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three Cumulative
Months Ended During the
March 31, Development
1999 1998 Stage
REVENUE
Interest income $40 $42 $5,115
Gain on sale of marketable securities 0 0 21,068
Other income 0 0 6,876
_________________________
Total revenues 40 42 33,059
_________________________
EXPENSES
Amortization 0 0 500
Consulting 0 0 10,800
Interest 0 0 2,085
Miscellaneous 0 0 125
Offering expenses 0 0 12,000
Office expenses 275 260 3,257
Rent 0 0 2,781
Research fees 0 0 300
Professional services 3,650 0 54,692
Stock transfer fees 272 0 4,533
Travel 0 0 612
Bad debt expense 0 0 26,250
_________________________
Total expenses 4,197 260 117,935
_________________________
INCOME (LOSS) BEFORE EXTRA-
ORDINARY ITEM (4,157) (218) (84,876)
Extraordinary Item - gain on
exstinguishment of debt (net of
income tax of $0) 0 0 16,527
_________________________
NET INCOME (LOSS) BEFORE TAXES (4,157) (218) (68,349)
_________________________
PROVISION FOR INCOME TAXES 0 0 0
_________________________
NET INCOME (LOSS) $(4,157) $(218) $(68,349)
=========================
EARNINGS (LOSS) PER SHARE $0.00 $0.00 $0.03
=========================
See Notes to Financial Statements
<PAGE>
THE BUD FINANCIAL GROUP, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three Cumulative
Months Ended During the
March 31, Development
1999 1998 Stage
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $(4,157) $(218)$(68,349)
Adjustments to reconcile net income(loss)
to net cash used by operations
Organization costs 0 0 (500)
Research fees and expenses paid by 0 0 9,239
common stock
Bad debt allowance 0 0 26,250
Amortization 0 0 500
Forgiveness of debt 0 0 (21,739)
Rent provided free 0 0 200
Changes in assets and liabilities
Increases in accrued interest receivable 0 0 (1,250)
Increase (decrease) in accounts payable 0 0 693
Increase in accrued interest payable 0 0 0
______________________
Net Cash Provided (Used) by Operating (4,157) (218) (54,956)
Activities ______________ _______
CASH FLOWS FROM INVESTING ACTIVITIES
Officer cash advances 0 0 15,493
Payment on officer advances 0 0 (3,061)
______________ _______
Net Cash Provided by Investing 0 0 12,432
Activities ______________ _______
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowing 0 0 6,906
Repayments of borrowing - net 0 0 (126,323)
Proceeds form sale of investments 0 0 128,032
Proceeds from sale of common stock 0 0 18,420
Contribution of capital 6,000 0 11,000
Common stock issued for cash 0 0 7,500
Common stock issued to pay accounts payable 0 0 5,000
______________ _______
Net Cash Provided by Financing 6,000 0 50,535
Activities ______________ _______
NET INCREASE (DECREASE) IN CASH 1,843 (218) 8,011
CASH - BEGINNING OF PERIOD 6,168 6,260 0
______________ _______
CASH - END OF PERIOD $8,011 $6,042 $8,011
======================
NONCASH TRANSACTIONS
Note exchanged for debt and interest $0 $0 $16,527
======================
Stock issued to pay for services and expenses $0 $0 $15,040
======================
SUPPLEMENTAL DISCLOSURES
Interest $0 $0 $1,311
======================
Taxes $0 $0 $40
======================
See Notes to Financial Statements
<PAGE>
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 March 31,
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 March 31, 1999 and 1998 are not
necessarily indicative of the operating results for the full year.
<PAGE>
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. Company has
completed a public stock offering in 1991. The offering is
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 March 31, 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
The Company held a shareholders meeting on March 18, 1999,
wherein a majority of the outstanding common shares voted in
favor of a name change to Bud Financial Group, Inc.; a change of
corporate domicile to Nevada and a 1 for 5 reverse stock split,
effective on or about March 18, 1999.
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: April 30, 1999 By: /s/Thomas G. Kimble
Thomas G. Kimble, President
T8110Qbud.399
<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>
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<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
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0
0
<COMMON> 1,000
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<TOTAL-LIABILITY-AND-EQUITY> 8,011
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<TOTAL-REVENUES> 40
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<OTHER-EXPENSES> (4,197)
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</TABLE>
