SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSBA
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED JUNE 30, 1998
COMMERCIAL LABOR MANAGEMENT, INC.
(Exact Name of Registrant as specified in its Charter)
Nevada 88-241079
- ------------------------------- ------------------
(State or other Jurisdiction of I.R.S. Employer
Incorporation or Organization Identification No.
208 Mira Mar Avenue, Suite One, Long Beach, California 90703
- -------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (562) 987-5443
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
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
Common Stock.
Common Stock, $.001 par value 8,173,804
- ----------------------------- ---------
Title of Class Number of Shares Outstanding
at June 30, 1998
<PAGE>
<TABLE>
<CAPTION>
COMMERCIAL LABOR MANAGEMENT, INC.
BALANCE SHEET
<S> <C> <C>
ASSETS
June 30, 1998 December 31, 1997
- -----------------------------------------------------------------------------------------------------------------
CURRENT ASSETS $0 $0
-----------------------------------------------------------------------------
TOTAL CURRENT ASSETS 0 0
FIXED ASSETS
Tax benefit 0 202,326
Land 0 0
-----------------------------------------------------------------------------
TOTAL OTHER ASSETS 0 202,326
TOTAL ASSETS $0 $202,326
=============================================================================
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
COMMERCIAL LABOR MANAGEMENT, INC.
BALANCE SHEET
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C> <C>
June 30, 1998 December 31, 1997
- ----------------------------------------------------------------------------------------------------------------
Current Liabilities:
Accounts payable $25,875 $25,875
----------------------------------------------------------------------
LIABILITIES 0 25,875
----------------------------------------------------------------------
TOTAL LIABILITIES $25,875 25,875
STOCKHOLDERS' EQUITY:
Common stock, $.001 par 231,813 231,813
value, 50,000,000 shares
authorized, 8,173,804
issued and outstanding at
June 30, 1998
Preferred Class A stock
none issued and outstanding 0 0
Paid-in Capital 572,506 572,506
Accumulated Deficit (830,194) (627,868)
----------------------------------------------------------------------
TOTAL STOCKHOLDER'S EQUITY (25,875) 176,451
----------------------------------------------------------------------
TOTAL LIABILITIES AND $0 $202,326
STOCKHOLDERS' EQUITY
======================================================================
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
COMMERCIAL LABOR MANAGEMENT, INC.
STATEMENT OF INCOME
FOR SIX MONTHS ENDED JUNE 30, 1998
<S> <C> <C>
June 30, 1998 June 30, 1997
Income Revenues $0 $0
====================================================================
Expenses 0 0
====================================================================
NET OPERATING INCOME (LOSS) $0 $0
====================================================================
Write off of tax benefit (202,326) 0
Net Profit (Loss) ($202,326) 0
Weighted Average Number of
Shares Outstanding 8,173,804 8,173,804
Income (Loss) Per Share of
Common Stock $.025 0.00
====================================================================
</TABLE>
<TABLE>
<CAPTION>
STATEMENT OF INCOME
FOR THREE MONTHS ENDED JUNE 30, 1998
<S> <C> <C>
June 30, 1998 June 30, 1997
Income Revenues $0 $0
====================================================================
Expenses 0 0
====================================================================
NET OPERATING INCOME (LOSS) $0 $0
====================================================================
Write off of tax benefit (202,326) 0
Net Profit (Loss) ($202,326) 0
Weighted Average Number of
Shares Outstanding 8,173,804 8,173,804
Income (Loss) Per Share of
Common Stock $.025 0.00
====================================================================
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
COMMERCIAL LABOR MANAGEMENT, INC.
STATEMENT OF CASH FLOW
FOR 6 MONTHS ENDED JUNE 30, 1998
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES 0
NET CASH FROM OPERATING ACTIVITIES 0
-----------------------------------------------
CASH FLOWS USED IN INVESTING ACTIVITIES 0
NET CASH FROM INVESTING ACTIVITIES 0
-----------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES 0
NET CASH FROM FINANCING ACTIVITY 0
-----------------------------------------------
NET INCREASE (DECREASE) IN CASH 0
CASH AT BEGINNING OF YEAR 0
-----------------------------------------------
CASH AT END OF YEAR 0
===============================================
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THIS STATEMENT
</TABLE>
<PAGE>
COMMERCIAL LABOR MANAGEMENT
NOTES TO THE FINANCIAL STATEMENT
JUNE 30, 1998
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 Sona 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 of 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.
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 fourth quarter of 1994 the Company
issued common stock to individuals to whom money was owed for professional
services rendered, prior to the sale-back of September 30, 1994.
<PAGE>
COMMERCIAL LABOR MANAGEMENT
NOTES TO THE FINANCIAL STATEMENT
JUNE 30, 1998
3. CAPITAL STOCK:
PREFERRED STOCK
The authorized capital stock of the Company includes 2,000,000 shares of
Preferred Stock, par value $.001 per share. The Company has no outstanding
shares of Preferred Stock as of June 30, 1998.
COMMON STOCK
The authorized capital stock of the Company includes 50,000,000 shares of Common
Stock, par value $.001 per share. As of June 30, 1998, 8,173,804 shares of the
Company's Common Stock were outstanding, and as of August 4, 1998, 2,607,610
shares of the Company's Common Stock, par value $.001 per share, were
outstanding.
4. TAX BENEFIT:
The Company has a loss carryforward in the amount of $821,659 available to
offset future taxable income. These losses expire as they offset income or can
be carried forward for a maximum of 15 years. The intangible long term asset of
$202,326 previously recorded for the potential tax benefit from the loss
carryforward was written off in the second quarter because the Company does not
believe that the loss carryforward will be available to offset income which may
be earned by the Company in the future, if any.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
BACKGROUND
During the fiscal quarter ended June 30, 1998, management continued to seek an
operating business to acquire or with which to enter into a business
combination. There is no assurance that the Company will be able to make a
business acquisition in the future.
RESULTS OF OPERATIONS FOR THE THREE MONTH PERIOD IN 1998 COMPARED TO THE SAME
PERIOD IN 1997
The Company had no revenues for the three month period in 1998 nor in 1997. The
Company incurred no operating expenses in the three month period in 1998 or
1997. The Company has no assets from which to pay accrued payables of $25,875.
The Company had no profit or loss from operations in the period in 1998 or 1997.
Profit/loss for the three month period in 1998 was ($202,326) as a result of
writing off any tax benefit previously anticipated as compared to $0 in the same
period in 1997.
RESULTS OF OPERATIONS FOR SIX MONTH PERIOD ENDED JUNE 30, 1998 COMPARED TO THE
SAME PERIOD IN 1997.
The Company did not incur operating expenses or earn revenues during the six
months ended June 30, 1998 nor the same period in 1997. The Company does not
have the funds to pay any of its acounts payable totaling $25,875 at this time.
Accounts payable will only be paid in cash if and when cash is available.
Profit/loss for in the six month period in 1998 was ($202,326) as a result of
writing off any tax benefit previously anticpated as compared to $0 in the same
period in 1997.
LIQUIDITY AND CAPITAL RESOURCES
The Company had a working capital deficit of ($25,875) as of June 30, 1998,
comprised of accounts payable for accounting and miscellaneous services rendered
for the Company. As of June 30, 1998, the Company has no tangible assets and
total liabilities of $25,875. The Company presently has no operating businesses
and no sources of revenue, capital or financing. 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. There is
no assurance that the Company will be able to obtain additional funding, if
required. There is no assurance that the Company will be able to acquire an
operating business.
<PAGE>
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
3.3 Amendments to Articles of
Incorporation filed May 1998
(b) Reports on Form 8-K
None.
<PAGE>
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: March 24, 1999 By: /s/ Edward L. Torres
---------------------------------
Edward L. Torres
President and Chief
Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 25,875
<BONDS> 0
0
0
<COMMON> 231,813
<OTHER-SE> (257,688)
<TOTAL-LIABILITY-AND-EQUITY> (25,194)
<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> (202,326)
<CHANGES> 0
<NET-INCOME> (202,326)
<EPS-PRIMARY> (.025)
<EPS-DILUTED> (.025)
</TABLE>
