UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
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(Mark one)
XX QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF
1934
For the transition period from ______________ to _____________
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Commission File Number: 33-25900
DONNEBROOKE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 75-2228820
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(State or other jurisdiction of (IRS Employer ID Number)
incorporation or organization)
16910 Dallas Parkway, Suite 100, Dallas TX 75248
(Address of principal executive offices, including zip code)
(972) 248-1922
(Registrant's telephone number, including area code)
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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 NO X
Indicate the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: December 1, 1998: 37,333,000
<PAGE>
DONNEBROOKE CORPORATION
(a development stage enterprise)
Form 10-QSB for the Quarter ended September 30, 1998
Table of Contents
Page
----
Part I - Financial Information
Item 1 - Financial Statements 3
Item 2 - Management's Discussion and Analysis or Plan of Operation 7
Item 3 - Quantitative and Qualitative Disclosures About Market Risk 7
Part II - Other Information
Item 1 - Legal Proceedings 8
Item 2 - Changes in Securities and Use of Proceeds 8
Item 3 - Defaults Upon Senior Securities 8
Item 4 - Submission of Matters to a Vote of Security Holders 8
Item 5 - Other Information 8
Item 6 - Exhibits and Reports on Form 8-K 8
Signatures 9
2
<PAGE>
Part 1 - Item 1
Financial Statements
<TABLE>
<CAPTION>
Donnebrooke Corporation
(a development stage enterprise)
(Unaudited) (Audited)
September 30, December 31,
1998 1997
--------------- ---------------
<S> <C> <C>
Assets $ -- $ --
=============== ===============
Liabilities -- --
--------------- ---------------
Stockholders' Equity
Preferred stock - $0.00001 par value 10,000,000
shares authorized. No shares issued and outstanding -- --
Common stock - $0.00001 par value 1,000,000,000
shares authorized. 37,333,000 shares issued and
outstanding 373 373
Additional paid-in capital 132,217 132,217
Deficit accumulated during the development stage (132,590) (132,590)
--------------- ---------------
Total stockholders' equity -- --
--------------- ---------------
Total Liabilities and Stockholders' Equity $ -- $ --
=============== ===============
</TABLE>
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
3
<PAGE>
<TABLE>
<CAPTION>
Donnebrooke Corporation
(a development stage enterprise)
Statements of Operations
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
Three months Three months Nine months Nine months
ended ended ended ended
September 30, September 30, September 30, September 30,
1998 1997 1998 1997
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues $ -- $ -- $ -- $ --
----------- ----------- ----------- -----------
Expenses
General and
administrative expenses -- -- -- --
----------- ----------- ----------- -----------
Net Loss $ -- $ -- $ -- $ --
=========== =========== =========== ===========
Net loss per weighted-average
share of common stock
outstanding nil nil nil nil
Weighted-average number
of common stock shares
outstanding 37,333,000 37,333,000 37,333,000 37,333,000
=========== =========== =========== ===========
</TABLE>
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
4
<PAGE>
Donnebrooke Corporation
(a development stage enterprise)
Statements of Cash Flows
(Unaudited) (Unaudited)
Nine months Nine months
ended ended
September 30, September 30,
1998 1997
-------------- --------------
Cash flows from operating activities
Net loss for the period $ -- $ --
Adjustments to reconcile net loss
to net cash provided by operating
activities -- --
-------- --------
Net cash used in operating activities -- --
-------- --------
Cash flows from investing activities -- --
-------- --------
Cash flows from financing activities -- --
-------- --------
Increase (decrease) in cash -- --
Cash at beginning of period -- --
-------- --------
Cash at end of period $ -- $ --
======== ========
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
5
<PAGE>
Donnebrooke Corporation
Notes to Financial Statements
Note 1 - Basis of Presentation
During interim periods, Donnebrooke Corporation (Company) follows the accounting
policies set forth in its Annual Report Pursuant to Section 13 of the Securities
Exchange Act of 1934 on Form 10-K as filed with the U. S. Securities and
Exchange Commission. The December 31, 1996 balance sheet data was derived from
audited financial statements of Donnebrooke Corporation, but does not include
all disclosures required by generally accepted accounting principles. Users of
financial information provided for interim periods should refer to the annual
financial information and footnotes contained in the Annual Report Pursuant to
Section 13 of the Securities Exchange Act of 1934 on Form 10-K when reviewing
the interim financial results presented herein.
In the opinion of management, the accompanying interim financial statements,
prepared in accordance with the instructions for Form 10-Q, are unaudited and
contain all material adjustments, consisting only of normal recurring
adjustments necessary to present fairly the financial condition, results of
operations and cash flows of the Company for the respective interim periods
presented. The current period results of operations are not necessarily
indicative of results which ultimately will be reported for the full fiscal year
ending December 31, 1997.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
6
<PAGE>
Part I - Item 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(1) Results of Operations
Donnebrooke Corporation (Company) was incorporated on April 19, 1988 as
Alluristics, Inc. under the laws of the State of Delaware. During 1989 and 1990,
the Company attempted to enter the business of owning, operating and managing
various parcels of real estate and to own, operate and manage shared tenant
service operations tailored predominately for the legal profession and related
professionals. The Company was unsuccessful in initiating these operations.
Accordingly, the Company has had no substantial operations or substantial assets
since inception. The current business purpose of the Company is to seek out and
obtain a merger, acquisition or outright sale transaction whereby the Company's
stockholders will benefit. The Company is not engaged in any negotiations and
has not undertaken any steps to initiate the search for a merger or acquisition
candidate.
Due to the lack of sustaining operations from inception, the Company is
considered in the development stage and, as such, has generated no significant
operating revenues and has incurred cumulative operating losses of approximately
$132,590 through the date of this filing.
(2) Liquidity
The Company is fully dependent upon its current management and/or significant
stockholders to provide sufficient working capital to preserve the integrity of
the corporate entity during this phase. It is the intent of management and
significant stockholders to provide sufficient working capital necessary to
support and preserve the integrity of the corporate entity.
The necessary operating funds requirements for the Company are minimal due to
its dormancy. All necessary funds have been provided by management, controlling
shareholders and/or other companies owned or controlled by the controlling
shareholders or members of management. These amounts are accounted for as
contributions of additional paid-in capital, where material and/or identifiable.
(3) Capital requirements
The Company has no known capital requirements as of the date of this filing.
Part I - Item 3
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Registrant has no items qualifying for this disclosure as of the date of
this filing or during the respective periods presented.
7
<PAGE>
Part II - Other Information
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults on Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
The Company has held no regularly scheduled, called or special meetings of
shareholders during the reporting period.
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
None
8
<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.
DONNEBROOKE CORPORATION
December 8, 1998 /s/ Kevin B. Halter
------------------------------------
Kevin B. Halter
President, Chief Executive Officer,
Chief Financial Officer and Director
9
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<FISCAL-YEAR-END> DEC-31-1998
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