FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
[X] Quarterly report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 For the fiscal quarter ended November 30, 1999 or
[ ] Transition report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 For the transition period from _____ to _____
Commission file number 0-7501
RUBY MINING COMPANY
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(Exact Name of Company as Specified in its Charter)
Colorado 83-0214117
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State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
877 North 8th West, Riverton, WY 82501
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(Address of principal executive offices) (Zip Code)
Company's telephone Number: (307) 856-9271
NONE
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(Former name, former address and former fiscal year, if changed since last
report)
Check whether the Company: (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Company was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.
YES X NO
----- -----
State the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at January 5, 2000
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Common stock, $.001 par value 20,000,000 Shares
<PAGE>
RUBY MINING COMPANY
Index
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Condensed Balance Sheet -- November 30, 1999.............................3
Condensed Statements of Operations -- Three and Six Months
Ended November 30, 1999 and 1998........................................4
Condensed Statements of Cash Flows -- Six Months
Ended November 30, 1999 and 1998........................................5
Notes to Condensed Financial Statements...................................6
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.................7
PART II. OTHER INFORMATION
ITEM 2. Changes in Securities and Use of Proceeds.......................8
ITEM 6. Exhibits and Reports on Form 8-K................................8
Signatures................................................................8
<PAGE>
RUBY MINING COMPANY
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheet
November 30, 1999
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash $37,600
Other -
---------
TOTAL CURRENT ASSETS 37,600
INVESTMENTS 70,600
PROPERTY AND EQUIPMENT, at cost
Mining equipment 39,600
Less accumulated depreciation (31,700)
---------
7,900
---------
$116,100
=========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Directors' fees payable $ 10,400
Accounts payable - affiliates 12,500
---------
TOTAL CURRENT LIABILITIES: 22,900
SHAREHOLDERS' EQUITY
Common stock, $0.001 par value;
authorized, 20,000,000 shares;
issued and outstanding,
20,000,000 shares 20,000
Additional paid-in capital 682,800
Accumulated deficit (601,300)
Unrealized loss in investments (8,300)
---------
93,200
---------
$116,100
=========
See accompanying notes to condensed financial statements.
<PAGE>
RUBY MINING COMPANY
Condensed Statements of Operations
(Unaudited)
Three Months Ended Six Months Ended
November 30, November 30,
------------------ ----------------
1999 1998 1999 1998
---- ---- ---- ----
REVENUES:
Interest $ 400 $ 400 $ 800 $ 800
COSTS AND EXPENSES:
General and
Administrative 11,400 2,900 13,100 10,300
--------- --------- --------- ---------
NET INCOME (LOSS) $ (11,000) $ (2,500) $ (12,300) $ (9,500)
========= ========= ========= =========
INCOME (LOSS)
PER SHARE $ * $ * $ * $ *
========= ========= ========= =========
WEIGHTED AVERAGE
NUMBER OF SHARES
OUTSTANDING 20,000,00 9,000,000 14,500,000 9,000,000
========= ========= ========== =========
* Less than $.01 per share.
See accompanying notes to condensed financial statements.
<PAGE>
RUBY MINING COMPANY
Condensed Statements of Cash Flows
(Unaudited)
Six Months Ended
November 30,
-------------------------
1999 1998
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $(12,300) $ (9,500)
Adjustments to reconcile net loss to
net cash used in operating activities:
(Decrease) Increase in accounts payable (57,600) 10,300
Decrease in other assets 300 -
-------- --------
CASH (USED IN) PROVIDED BY
OPERATING ACTIVITIES (69,600) 800
CASH FLOWS FROM FINANCIAL ACTIVITIES:
Reduction of debt to affiliates
from the issuance of common stock 70,400 -
-------- --------
NET INCREASE IN CASH
AND CASH EQUIVALENTS 800 800
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 36,800 35,300
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 37,600 $ 36,100
======== ========
See accompanying notes to condensed financial statements.
<PAGE>
RUBY MINING COMPANY
Notes to Condensed Financial Statements
1) The Condensed Balance Sheet as of November 30, 1999 the Condensed
Statements of Operations for the six months ended November 30, 1999 and 1998 and
the Condensed Statements of Cash Flows for the six months ended November 30,
1999 and 1998, have been prepared by the Company without audit. In the opinion
of the Company, the accompanying financial statements contain all adjustments
(consisting of only normal recurring accruals) necessary to fairly present the
financial position of the Company as of November 30, 1999, the results of
operations for the six months ended November 30, 1999 and 1998 and its cash
flows for the six months ended November 30, 1999 and 1998.
2) 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 financial
statements be read in conjunction with the Company's May 31, 1999 Form 10-KSB.
3) The results of operations for the periods ended November 30, 1999 and
1998 are not necessarily indicative of the operating results for the full year.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
Liquidity and Capital Resources
During the quarter ended November 30, 1999 the Company reached an agreement
with its parent Company, U.S. Energy Corp. ("USE"), to retire $70,400 in debt by
the issuance of 11,000,000 shares of its common stock. The retirement of this
debt increased working capital by $58,100 to a working capital balance of
$14,700.
The Company has requested authorization from its shareholders to reverse
split its stock on a ratio of 1 for 20 basis and increase the authorized shares
from the current number of 20 million to 100 million shares. Should these
proposals receive shareholder approval, the balance of the debt to affiliates
would be paid off by the issuance of additional shares. These proposals will be
voted on at the annual meeting of shareholders scheduled for January 25, 2000.
The Company anticipates that it will be able to meet its administrative
capital requirements for the remainder of the year ending May 31, 2000, as U.S.
Energy Corp. ("USE"), has not made demand on debts due it. However, the Company
must secure drilling or construction contracts, or negotiate a way to the retire
debt to its directors and USE in order to continue operating long-term.
Results of Operations
The Company had no revenues from operations during the six months ended
November 30, 1999 and 1998. The Company did however recognize $800 in interest
revenue during each of the six months ended November 30, 1999 and November 30,
1998.
General and administrative costs increased during the six months ended
November 30, 1999 from the same period of the previous year by $2,800. This
increase was primarily in professional services. Attorney's fees in connection
with preparation of the proxy statement were partially offset by lower fees of
independent outside auditors.
The Company's operations consist primarily of administrative activities
associated with the preparation of various reports and documents as required by
law.
<PAGE>
PART II. OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds.
On November 18, 1999, Company authorized the issuance of 11,000,000 of its
restricted common shares to pay its parent U.S. Energy Corp. the indebtedness of
$70,400. No brokers were involved. The transaction was exempt under Section 4(2)
of the 1933 Act.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits. None.
(b) Reports on Form 8-K. There were no reports filed by the Company on
Form 8-K for the quarter ended November 30, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
RUBY MINING COMPANY
(Company)
Date: January 5, 2000 By: /s/ John L. Larsen
-------------------------
JOHN L. LARSEN,
President
Date: January 5, 2000 By: /s/ Robert Scott Lorimer
-------------------------
ROBERT SCOTT LORIMER,
Principal Financial Officer
& Chief Accounting Officer
<PAGE>
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<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> MAY-31-2000 MAY-31-2000
<PERIOD-END> NOV-30-1999 NOV-30-1999
<CASH> 0 37,600
<SECURITIES> 0 70,602
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 37,600
<PP&E> 0 39,600
<DEPRECIATION> 0 31,700
<TOTAL-ASSETS> 0 116,100
<CURRENT-LIABILITIES> 0 22,900
<BONDS> 0 0
0 0
0 0
<COMMON> 0 20,000
<OTHER-SE> 0 73,200
<TOTAL-LIABILITY-AND-EQUITY> 0 116,100
<SALES> 0 0
<TOTAL-REVENUES> 400 800
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 11,400 13,100
<LOSS-PROVISION> (11,000) (12,300)
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> 0 0
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (11,000) (12,300)
<EPS-BASIC> 0 0
<EPS-DILUTED> 0 0
</TABLE>
