FINANCIAL EXPRESS CORP /NV/
10-Q, 2000-10-05
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

For the quarter ended                                    Commission file number
    March 31, 1996                                             33-27042-NY
---------------------                                    ----------------------

                          FINANCIAL EXPRESS CORPORATION
                     --------------------------------------
             (Exact name of registrant as specified in its charter)

           Nevada                                               93-0996537
----------------------------                             ----------------------
(State of other jurisdiction                                   (IRS Employer
of incorporation)                                         Identification Number)


P. O. Box 974, Rancho Santa Fe, California                        92067
------------------------------------------               ----------------------
 (Address of principal executive offices)                       (Zip Code)

Registrant's telephone number:  (760) 632-0312
                                --------------

         Securities registered pursuant to Section 12(b) of the Act:

                 NONE                                 NONE
                ------                               ------
         (Title of Each Class)               (Name of Each Exchange
                                               on which Registered)

         Securities registered pursuant to Section 12 (g) of the Act:

                                     Common
                                (Title of Class)

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.

         (1) Yes     No  X  **                 (2)  Yes  X    No
                -----  -----                           -----    -----

The number of shares of the Common Stock of the registrant outstanding as of
March 31, 1996 was 3,704,900. The aggregate common stock held by non-affiliates
on March 31, 1996 was approximately 204,900 shares.

** Form 10-Q was not filed for 1999 and 2000 until August, 2000.

Documents incorporated by reference:          NONE
------------------------------------

                                       1

<PAGE>


                          FINANCIAL EXPRESS CORPORATION
                          =============================

                                      INDEX


                                                                       Page No.
                          Part I. Financial Information
                          ------  ---------------------

                  Item 1.   Financial Statements (Unaudited)
                  ------    --------------------------------

                  Balance Sheets - at March 31, 1996 and
                    December 31, 1995                                        3

                  Statements of Operations - for the
                    quarters ended March 31, 1996
                    and March 31, 1995                                       4

                  Statement of Cash Flows - for the
                    quarters ended March 31, 1996
                    and March 31, 1995                                       5

                  Notes to Financial Statements                              6

                  Item 2.   Management's Discussion and
                  ------    Analysis of Financial Cond-
                            ition and Results of Operations                  8

                  Item 3.   Quantitative and Qualitative
                  ------    Disclosures About Market Risk                    8


                           Part II. Other Information
                           -------  -----------------
                  Item 4.   Submission of Matters to a
                  ------    Vote of Security Holders                         9

                  Item 5.   Other Information                                9
                  ------

                  Item 6.   Exhibits and Reports on Form 8-K                 9
                  ------

<PAGE>


                          FINANCIAL EXPRESS CORPORATION
                        (a development stage enterprise)
                                 Balance Sheets
                      March 31, 1996 and December 31, 1995

Assets
                                                     March 31    December 31
                                                     ---------    ---------
Total assets                                         $    --      $    --
                                                     =========    =========

                        Liabilities and Stockholders' Equity

Current liabilities:
Accrued professional fees                            $   6,150    $   6,150
Due to officer                                           2,150        2,150
                                                     ---------    ---------
   Total current liabilities                             8,300        8,300

Stockholders' equity:
Common stock $.001 par value;
  25,000,000 shares
  authorized; 3,704,900
  issued and outstanding                                 3,705        3,705
Additional paid in-capital                             408,641      408,641
Losses accumulated during the
  development stage                                   (420,646)    (420,646)
                                                     ---------    ---------
   Total stockholders' equity                           (8,300)      (8,300)
                                                     ---------    ---------
Total liabilities
  and stockholders' equity                           $    --      $    --
                                                     =========    =========

                             See accompanying notes

                                       3

<PAGE>


                          FINANCIAL EXPRESS CORPORATION
                        (a development stage enterprise)
                            STATEMENTS OF OPERATIONS
                 For the quarters ended March 31, 1996 and 1995

                                                          1996          1995
                                                       ----------   -----------

Income                                                 $     --     $      --

Operating expenses:
Amortization                                                 --          17,598

Total operating expenses                                     --          17,598
                                                       ----------   -----------
Net loss                                               $     --     $   (17,598)
                                                       ==========   ===========
Loss per share                                         $     --     $      (.05)
                                                       ==========   ===========
         Weighted average
           shares outstanding                                --       3,704,900
                                                       ==========   ===========

                             See accompanying notes

                                       4

<PAGE>


                          FINANCIAL EXPRESS CORPORATION
                        (a development stage enterprise)
                            STATEMENTS OF CASH FLOWS
                   For the quarters ended March, 1996 and 1995
                                                   --       --

                                   (Unaudited)




                                                         1996            1995
                                                       ---------       --------

Net income (loss)                                      $    --         $(17,598)
Add items to reconcile net
  loss to working capital
  used by operations:
    Amortization                                            --           17,598
                                                       ---------       --------
Working capital provided by operations                      --             --
                                                       ---------       --------
Net cash flows                                         $    --         $   --
                                                       =========       ========

                             See accompanying notes

                                       5

<PAGE>


                          FINANCIAL EXPRESS CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

                                 March 31, 1996


1.      Summary of significant accounting principles
        --------------------------------------------

             General
             -------

          Financial Express Corporation (the "Company") was originally
        incorporated in the State of Nevada on January 5, 1989, as Harley
        Equities, Inc. ("Harley"), and was formed to purchase, merge with or
        acquire any business or assets which management believed had the
        potential for being profitable. Through a series or transactions, Harley
        acquired all of the stock of Financial Express Corporation, a Delaware
        corporation and development stage enterprise organized to develop and
        commercialize a distinctive nationwide service for processing and
        clearing checks and other bank transactions. The only assets of the
        acquired Company consisted of intangible assets comprised of
        intellectual properties, vendor relationships and customer relationships
        established during the development of the service. In connection with
        the transaction, the Company changed its name to Financial Express
        Corporation.

             Presentation
             ------------

          The Company's 1996 financial statements have been presented on the
        basis that it is a going concern, which contemplates the realization of
        assets and the satisfaction of liabilities in the normal course of
        business. As shown in the financial statements, the Company has a
        working capital deficit, and currently has not been able to bring its
        product to the marketplace. While the Company expects profits over the
        long term, the Company is currently seeking additional working capital
        and equity capital to fund the marketing and further development of the
        Company's product. The Company is continuing to pursue various
        investment and merger opportunities in its efforts to reach its
        investment and business objectives.

          The Company's continued existence is dependent upon its ability to
        finance continued product development and marketing programs by the
        acquisition of additional equity or debt financing, or in the
        procurement of a suitable merger candidate. While pursuing such
        opportunities, the Company must continue to operate on the limited
        resources by the Company's officers.

                                       6

<PAGE>


                          FINANCIAL EXPRESS CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

                                 March 31, 1996


1.      Summary of significant accounting principles (continued)
        --------------------------------------------------------

             Intangible assets
             -----------------

          Intangible assets are carried at cost, and are comprised of
        intellectual properties and vendor and potential customer relationships.
        Amortization is provided using the straight-line method over five years.


2.       Capitalization
         --------------

          In June 1990 the Company sold on a firm commitment basis 16,000 units
        at $6.00 per unit. Each unit consisted of one share of common stock par
        value of $.001 and sixteen Redeemable Stock Purchase Warrants each
        warrant capable of purchasing one share of common stock as follows:

                                                                  Exercise
                 Warrants       Total                              Price
      Class      Per Unit      Warrants      Expiration date      Per Share
      -----      --------      --------      ---------------      ---------

        A           16          256,000      June 1, 2002           $5.50
        B           16          256,000      June 1, 2002           $6.00

                                       7

<PAGE>


Item 2.   Management's Discussion and Analysis of Financial
------    Condition and Results of Operations
          -----------------------------------

     The Company's has no transactions during the current quarter and year to
date for 1996 and 1995 as the company had no operating activities. Therefore
there is no change between 1996 and 1995 activities.

     Management is pursuing various alternatives in an attempt to solve its
liquidity problems, such as the sale of assets and the possible acquisition of
additional equity financing.


Item 3.   Quantitative and Qualitative Disclosures about Market Risk
          ----------------------------------------------------------

     We have no material changes to the disclosure on this matter made in our
report on form 10-K for the year ended December 31, 1995.

                                       8

<PAGE>


PART II   Other Information.
-------   -----------------

Item 4.   Submission of Matters to a Vote of Security Holders.
------    ---------------------------------------------------

          None

Item 5.   Other Information.
------    -----------------

          Not applicable

Item 6.   Exhibits and Reports on Form 8-K
------    --------------------------------


          None


                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, hereunto duly authorized

FINANCIAL EXPRESS CORPORATION


By: /s/  Frank Baldwin                           Date:  June 16, 2000
   ----------------------------
   Frank Baldwin
   President and director



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