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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 Page 1 of 12
Sequentially
FORM 10-Q Numbered Document
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended Commission File Number
September 30, 1996 33-26531-LA
COMMERCIAL LABOR MANAGEMENT, INC.
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(Exact Name of Registrant as specified in its Charter)
Nevada 88-241079
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(State or other Jurisdiction of I.R.S. Employer
Incorporation or Organization Identification No.)
208 Mira Mar Avenue, Suite One, Long Beach, California 90803
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(Address of Principal Executive Offices) (Zip Code)
(562) 987-5443
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(Registrant's Telephone Number, including Area Code)
Indicate by check mark whether the Registrant (i) 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 (ii) has been subject to such
filing requirements for the past 90 days.
Yes X No
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Indicate the number of shares outstanding of each of the issuer's classes
of Common Stock, as for the latest practicable date.
Common Stock, $.05 par value 9,264,584
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Title of Class Number of Shares Outstanding
at September 30, 1996
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FINANCIAL STATEMENTS
ITEM 1. FINANCIAL STATEMENTS
COMMERCIAL LABOR MANAGEMENT, INC.
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COMMERCIAL LABOR MANAGEMENT, INC.
BALANCE SHEET
SEPTEMBER 30, 1996
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ASSETS
CURRENT ASSETS
Note receivable $180,000
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TOTAL CURRENT ASSETS 180,000
FIXED ASSETS
Tax benefit 132,326
Land 380,000
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TOTAL FIXED ASSETS 512,326
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TOTAL ASSETS $692,326
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THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
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COMMERCIAL LABOR MANAGEMENT, INC.
BALANCE SHEET
SEPTEMBER 30, 1996
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable for land $ 88,289
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TOTAL CURRENT LIABILITIES 88,289
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TOTAL LIABILITIES 88,289
STOCKHOLDERS' EQUITY:
Preferred convertible stock, $1,000 par value
1,000 share authorized, 180 issued & outstanding 180,000
Common stock, $.05 par value, 15,000,000 shares
authorized, 9,264,584 issued and outstanding 51,813
Paid-in Capital 864,217
Accumulated deficit (491,993)
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TOTAL STOCKHOLDER'S EQUITY 604,037
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TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $692,326
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THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
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COMMERCIAL LABOR MANAGEMENT, INC.
STATEMENT OF INCOME
SEPTEMBER 30, 1996
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Net Income/(Loss) Before Taxes $0
(Provision)/Credit for Taxes 0
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NET LOSS $0
Weighted Average Number of
Shares Outstanding 9,264,585
Income Per Share
of Common Stock 0
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THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
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COMMERCIAL LABOR MANAGEMENT, INC.
STATEMENT OF CASH FLOW
SEPTEMBER 30, 1996
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CASH FLOWS FROM OPERATING ACTIVITIES
NET CASH FROM OPERATING ACTIVITIES 0
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CASH FLOWS USED IN INVESTING ACTIVITIES
NET CASH FROM INVESTING ACTIVITIES 0
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CASH FLOWS FROM FINANCING ACTIVITIES
NET CASH FROM FINANCING ACTIVITY 0
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NET INCREASE (DECREASE) IN CASH 0
CASH AT BEGINNING OF YEAR 0
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CASH AT END OF YEAR $0
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THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
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COMMERCIAL LABOR MANAGEMENT, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FROM DECEMBER 31, 1993 TO SEPTEMBER 30, 1996
<TABLE>
<CAPTION>
Common Stock Preferred Stock
------------------------------------------- Additional Treasury
Number Number Paid-in Stock Accumulated
of Shares Amount of Shares Amount Capital & Adj's Deficit Total
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<S> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCE-DEC. 31, 1993 800,000 40,000 219,192 (171,685) 105,287 364,479
1994 ACTIVITY
Excercise of warrants 50,000
Two-for-one split on 3/1/94 850,000
Warrants exercised 197,867 11,813 473,340 171,685 656,838
Adjust stock to reflect the 1993
SEMAC debt exchange (395,141)
Sale of operations (619,200) 171,685
Loss for the year ended 12/31/94 (590,767) (590,767)
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BALANCE-DEC. 31, 1994 883,526 $51,813 $864,217 0 ($485,480) $430,550
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1995 ACTIVITY
Three-for-one reverse split 3/20 (589,018)
1995 Net Transactions 8,970,076
Issuance of Preferred Stock 180,000 $180,000 180,000
Loss for the year ended 12/31/95 (6,513) (6,513)
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BALANCE - DEC. 31, 1995 9,264,584 $51,813 180,000 $180,000 $864,217 0 ($491,993) $604,037
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1996 ACTIVITY
0 0 0 0 0 0 0 0
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BALANCE - SEPT. 30, 1996 9,264,584 $51,813 180,000 $180,000 $864,217 0 ($491,993) 604,037
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</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS
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COMMERCIAL LABOR MANAGEMENT
NOTES TO THE FINANCIAL STATEMENT
SEPTEMBER 30, 1996
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
GENERAL:
Commercial Labor Management, Inc. (formerly XL Corp.) is a Nevada Corporation
(the "Company") was organized October 19, 1988.
The Company was originally incorporated in Nevada under the Tokyo Raiders on
October 19, 1988. In 1990, the Company acquired certain rights to a pizza
franchise and changed its name to Club USPN, Inc. In June of 1993, the Company
acquired Sono International, Inc., but those operations were discontinued and
the shares of Sono were sold to the original shareholders of Sono. In March of
1995 the Board approved the merger with Commercial Labor Management which was
handled as a reverse merger, and also approved a name change to Commercial Labor
Management. However, that merger was rescinded and never completed. The
Company is currently seeking other potential mergers or acquisitions.
INCOME TAX REPORTING:
The Company files a corporate tax return in the U.S.
EARNINGS PER SHARE:
The calculations of earnings per share was determined by dividing the net
income or loss by the computed weighted average number of common shares
outstanding during the applicable period, adjusted for the 1 for 3 reverse
split effected in March 20, 1995. The weighted average calculation is as
follows: There are no changes in the year of 1996, so the weighted average
equals the shares outstanding of 9,264,585.
INCOME TAXES:
In December 1992 the Financial Accounting Standards Board issued Statement of
Accounting Standards Number 109, "Accounting for Income Taxes" (FASB 109).
Adoption of FASB 109 is required for fiscal years beginning after December 15,
1992. The Company follows the requirements set forth in FASB 109.
2. PAID IN CAPITAL
Paid in capital is made up in part by contributions of office furniture &
equipment, manufacturing equipment, trade receivable, and accounts payable in
exchange for common stock. Common stock was issued to Shareholder's of record
in exchange for these net assets. Also, in the forth quarter of 1994 the
Company issued some common stock to individuals to whom money was owed for
professional services rendered, prior to the sale-back of 9/30/94.
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COMMERCIAL LABOR MANAGEMENT
NOTES TO THE FINANCIAL STATEMENT
SEPTEMBER 30, 1996
3. CAPITAL STOCK:
PREFERRED CONVERTIBLE STOCK
Each share of Series A Convertible Preferred Stock is convertible, at certain
times or on the occurrence of certain events, into shares of Company Common
Stock valued at 70% of the Market Place. The Company authorized 1,000 shares
and there were 180 shares issued and outstanding as of September 30, 1996.
COMMON STOCK
The authorized capital stock of the company consists of Common Stock.
Authorized shares of stock at September 30, 1995 were 15,000,000. There are
9,264,584 shares outstanding as of September 30, 1996.
4. TAX BENEFIT:
The Company has a loss carryforward in the amount of $615,784 available to
offset future taxable income. These losses expire as they offset income or can
be carryforward for a maximum of 15 years. The Company believes it will use
the credit before it expires. However, no estimates of future income are
available so the benefit is reflected as a long-term asset.
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
BACKGROUND:
During the fiscal quarter ended September 30, 1996, the Company was
essentially dormant, other than management's work to update its
financial and business reporting procedures. Management plans to seek
an operating business for the Company to acquire in the future. There
is no assurance that the Company will be able to acquire an operating
business.
RESULTS OF OPERATIONS:
The Company did not incur operating expenses or earn revenue during
the fiscal quarter ending September 30, 1996.
LIQUIDITY AND CAPITAL RESOURCES:
The Company presently has no operating businesses and no sources of
revenue, capital or financing. There is no assurance that the
$180,000 demand note payable to the Company by its President and
Chairman of the Board of Directors will be paid. If the Company
identifies a business to acquire and needs cash to accomplish the
acquisition, then it will have to issue stock or incur borrowings in
order to obtain such funds, or acquire an operating business with
revenues. There is no assurance that the Company will be able to
obtain additional funding, if required. The Company may issue stock
in the future as compensation for services rendered to it, other than
accounts payable to its independent certified public accounting firm,
which will be paid in cash if and when cash is available. The Company
is currently not able to pay the accounts payable to its independent
certified public accountants. There is no assurance that the Company
will be able to acquire an operating business.
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PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
None
Item 2. CHANGES IN SECURITIES
None
Item 3. DEFAULTS UPON SENIOR SECURITIES
None
Item 4. SUBMISSION OF MATTER 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.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: October 15, 1996 By: /s/ Edward L. Torres
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President and Chief Financial Officer
(chief financial officer and accounting
officer and duly authorized officer)
Date: October 15, 1996 By: /s/ Mark French
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Secretary (corporate secretary and
duly authorized officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 180,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 180,000
<PP&E> 380,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 692,326
<CURRENT-LIABILITIES> 88,289
<BONDS> 0
0
180,000
<COMMON> 51,813
<OTHER-SE> 372,224
<TOTAL-LIABILITY-AND-EQUITY> 692,326
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
