ARROW MANAGEMENT INC
10-Q, 1996-08-08
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q


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

For the quarterly period ended June 30, 1996

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

For the transition period from ___________ to __________

Commission File No. 33-55254-01


                             ARROW MANAGEMENT, INC.
             (Exact name of Registrant as specified in its charter)


       NEVADA                                  87-0467339
(State or other jurisdiction of             (I.R.S. Employer
incorporation or organization)           Identification Number)

3098 SOUTH HIGHLAND DRIVE, SUITE 460
SALT LAKE CITY, UTAH                              84106
(Address of principal executive offices)       (Zip Code)


Registrant's telephone number, including area code (801) 485-7775


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. [X] Yes [ ] No

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

              Class                            Outstanding as of August, 1996
 $.001 PAR VALUE CLASS A COMMON STOCK                 5,930,700 SHARES



<PAGE>



                                          PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

BASIS OF REPRESENTATION

General

         The accompanying  unaudited financial  statements have been prepared in
accordance with the instructions to Form 10-Q and therefore,  do not include all
information  and footnotes  necessary for a complete  presentation  of financial
position,  results  of  operations,  cash  flows  and  stockholders'  equity  in
conformity  with generally  accepted  accounting  principles.  In the opinion of
management,  all adjustments considered necessary for a fair presentation of the
results of  operations  and  financial  position have been included and all such
adjustments are of a normal recurring nature.  Operating results for the quarter
ended June 30, 1996, are not  necessarily  indicative of the results that can be
expected for the year ending December 31, 1996.


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

         Results of Operations

         The Company  sustained a loss of $3,836 for the six month  period ended
June 30, 1996, which includes general and administrative expenses of $4,580 less
interest income of $744; as compared to the six month period ended June 30, 1995
loss of $59,318  consisting  of general and  administrative  expenses of $60,113
less interest income of $795.

         Liquidity and Capital Resources

         Net  current  assets at June 30,  1996 were  $28,391 as compared to net
current  assets at December  31, 1995 of  $33,058.  The  decrease in net current
assets of $4,667 was due to a decrease in cash of $4,393,  a decrease in current
receivables of $5,611,  an increase in accrued  expenses payable of $3,000 and a
decrease in notes payable of $8,337.

         The  Company  presently  has no  significant  sources of  revenue  from
operations.  During  December,  1995, the Company changed its development  plans
with respect to the Panorama  Hills Project and is not presently  pursuing plans
to develop the land.  The Company has listed the land for sale.  One factor that
lead to the change in plans is the slowdown in economic  development and related
decrease  in consumer  demand for new  housing in the Idaho Falls area.  Another
factor is Panorama's  rescission of the media due bills, trade dollars and other
credits  for the return of  320,000  shares of its common  stock.  Panorama  had
planned on using such credits for the development of the land.




<PAGE>

<TABLE>
<CAPTION>


                                       ARROW MANAGEMENT, INC. AND SUBSIDIARY
                                           (A Development Stage Company)
                                            CONSOLIDATED BALANCE SHEETS


                                                                      6/30/96              12/31/95
                                                                     Unaudited              Audited
                                                                   -------------         ------------     
<S>                                                             <C>                      <C>
         ASSETS

CURRENT ASSETS
     Cash in bank                                               $           13,612       $             18,005
     Current portion of contracts receivable                                26,993                     32,604
                                                                ------------------       --------------------
                  TOTAL CURRENT ASSETS                                      40,605                     50,609

OTHER ASSETS
     Land                                                                  390,000                    390,000
     Investment security (Note 10)                                         158,337                    158,337
     Long-term portion of contracts receivable                              30,097                     31,411
                                                                ------------------       --------------------
                  TOTAL OTHER ASSETS                                       578,434                    579,748
                                                                ------------------       --------------------

                                                                $          619,039       $            630,357
                                                                ==================       ====================

         LIABILITIES & EQUITY

CURRENT LIABILITIES
     Accrued expenses payable                                   $           12,214       $              9,214
     Note payable and accrued interest - related party                       - 0 -                      8,337
     Accrued income taxes payable                                            - 0 -                      - 0 -
                                                                ------------------       --------------------

                            TOTAL CURRENT LIABILITIES                       12,214                     17,551

Minority interest in subsidiary                                              3,000                      3,000

STOCKHOLDERS' EQUITY Common Stock $.001 par value:
       Authorized - 50,000,000 shares
       Issued and outstanding - 5,930,700 shares                             5,931                      5,931
     Additional paid-in capital                                          2,568,317                  2,568,317
     Deficit accumulated during  development stage                      (2,028,760)                (2,022,779)
     Unrealized gain on investment security                                 58,337                     58,337
                                                                ------------------       --------------------

                           TOTAL STOCKHOLDERS' EQUITY                      603,825                    609,806
                                                                ------------------       --------------------

                                                                $          619,039       $            630,357
                                                                ==================       ====================


</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                                       ARROW MANAGEMENT, INC. AND SUBSIDIARY
                                           (A Development Stage Company)
                                       CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                                                        1/14/88
                                      For the three months                For the six months           (Date of
                                         ended June 30,                     ended June 30,           inception) to
                                     1996             1995             1996              1995           6/30/96
                                   Unaudited        Unaudited        Unaudited        Unaudited        Unaudited
                                --------------    -------------    -------------    --------------   ------------
<S>                             <C>               <C>              <C>              <C>              <C>
Net sales                       $        - 0 -    $       - 0 -    $       - 0 -    $        - 0 -   $    148,000
Cost of sales                            - 0 -            - 0 -            - 0 -             - 0 -        118,626
                                --------------    -------------    -------------    --------------   ------------

           GROSS PROFIT (LOSS)           - 0 -            - 0 -            - 0 -             - 0 -         29,374

Loss from impairment of land value       - 0 -            - 0 -            - 0 -             - 0 -      1,955,000
General and
  administrative expenses                4,580           60,113            8,311            75,436        201,854
                                --------------    -------------    -------------    --------------   ------------ 

              OPERATING (LOSS)          (4,580)         (60,113)          (8,311)          (75,436)    (2,127,480)
Other Income
     Interest income                       744              795            2,330             1,602         72,746
     Other                               - 0 -            - 0 -            - 0 -             - 0 -         25,974
                                --------------    -------------    -------------    --------------   ------------
            TOTAL OTHER INCOME             744              795            2,330             1,602         98,720
                                --------------    -------------    -------------    --------------   ------------
                           
             NET (LOSS) BEFORE
                  INCOME TAXES          (3,836)         (59,318)          (5,981)          (73,834)    (2,028,760)

Provision for income taxes               - 0 -            - 0 -            - 0 -            - 0 -           - 0 -
                                --------------    -------------    -------------    --------------   ------------

                    NET (LOSS)   $       (3,836)   $     (59,318)   $      (5,981)   $      (73,834)  $ (2,028,760)
                                ==============    =============    =============    ==============   ============

Net (loss) per weighted
 average common shares          $         (.00)   $        (.01)   $        (.00)   $         (.01)
                                ==============    =============    =============    ==============

Weighted average number of
 common shares used to compute
 net (loss)                          5,930,700        6,250,700        5,930,700         6,250,700
                                ==============    =============    =============    ==============

</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                                       ARROW MANAGEMENT, INC. AND SUBSIDIARY
                                           (A Development Stage Company)
                            CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

                                                                                                     Deficit
                                                                                                   Accumulated
                                                      Common Stock                Additional         During
                                                    Par Value $0.001               Paid -in        Development
                                                  Shares         Amount            Capital           Stage
                                                ----------   --------------     -------------     -------------
<S>                                             <C>          <C>                <C>               <C>    
Balance, 1/14/88
 (Date of inception)                                 - 0 -   $        - 0 -     $       - 0 -     $       - 0 -
  Issuance of common stock (restricted)
  at $.002 per share, 1/14/88                    1,000,000            1,000             1,000
  Acquisition of subsidiary(1)                   5,250,700            5,251            (3,251)           (1,960)
  Net loss for period                                                                                    (1,960)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/88                              6,250,700            6,251            (2,251)           (3,920)
  Net loss for year                                                                                         (20)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/89                              6,250,700            6,251            (2,251)           (3,940)
  Net loss for year                                                                                         (20)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/90                              6,250,700            6,251            (2,251)           (3,960)
  Assets acquired by subsidiary                                                     4,420,000
  Minority interest adjustment                                                        (12,000)
  Net loss for year                                                                                         (20)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/91                              6,250,700            6,251         4,405,749            (3,980)
  Debentures cancelled                                                             (2,000,000)
  Assets acquired by subsidiary                                                     1,600,000
  Minority interest adjustment                                                         (8,000)
  Net loss for year                                                                                        (891)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/92                              6,250,700            6,251         3,997,749            (4,871)
  Minority interest adjustment                                                         (2,000)
  Net loss for year                                                                                     (16,763)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/93                              6,250,700            6,251         3,995,749           (21,634)
  Net loss for year                                                                                     (41,004)
                                                ----------   --------------     -------------     -------------
Balance at 12/31/94                              6,250,700            6,251         3,995,749           (62,638)
  Trade and media credits cancelled               (320,000)            (320)       (1,446,432)
  Minority interest adjustment                                                         19,000
 Net loss for year                                                                                   (1,960,141)
                                                ----------   --------------     -------------     -------------
Balances at 12/31/95                             5,930,700            5,931         2,568,317        (2,022,779)
  Net loss for period                                                                                    (5,981)
                                                ----------   --------------     -------------     -------------
Balance at 6/30/96                               5,930,700   $        5,931     $   2,568,317     $  (2,028,760)
                                                ==========   ==============     =============     =============

(1)  Acquisition  actually  occurred on  September  30,  1993,  but is reflected
earlier under the pooling-of-interests method of accounting.

</TABLE>

<PAGE>

<TABLE>
<CAPTION>


                                       ARROW MANAGEMENT, INC. AND SUBSIDIARY
                                           (A Development Stage Company)
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                    (Unaudited)
                                                                                                       1/14/88
                                                                   For the six months                 (Date of
                                                                     ended June 30,                 inception) to
                                                              1996                 1995                6/30/96
                                                         --------------       --------------       --------------       
<S>                                                      <C>                  <C>                  <C>
OPERATING ACTIVITIES
     Net (loss)                                          $       (5,981)      $      (73,834)      $   (2,028,760)
     Adjustments to reconcile net
      (loss) to cash provided (required)
      by operating activities:
         Amortization                                             - 0 -                - 0 -                  100
         Cost of land sold                                        - 0 -                - 0 -              105,000
         Loss from impairment of land value                       - 0 -                - 0 -            1,955,000
     Changes in operating assets and liabilities:
         Trade dollars                                            - 0 -               67,732                8,248
         Loans receivable                                         - 0 -                - 0 -                - 0 -
         Contracts receivable                                     6,925                1,099              (57,090)
         Accrued expenses                                         3,000               (9,956)              12,214
                                                         --------------       --------------       --------------

                          NET CASH PROVIDED (REQUIRED)
                               BY OPERATING ACTIVITIES            3,944              (14,959)              (5,288)

INVESTING ACTIVITIES
     Purchase of real estate                                      - 0 -                - 0 -             (105,000)
     Organization costs                                           - 0 -                - 0 -                 (100)
                                                         --------------       --------------       --------------

                                    NET CASH (USED) BY
                                  INVESTING ACTIVITIES            - 0 -                - 0 -             (105,100)

FINANCING ACTIVITIES
     Proceeds from sale of common stock(1)                        - 0 -                - 0 -              124,000
     Loans                                                        - 0 -                - 0 -               10,417
     Repayments                                                  (8,337)               - 0 -              (10,417)
                                                         --------------       --------------       --------------

                          NET CASH PROVIDED (REQUIRED)
                               BY FINANCING ACTIVITIES           (8,337)               - 0 -              124,000

                           INCREASE (DECREASE) IN CASH
                                  AND CASH EQUIVALENTS           (4,393)             (14,959)              13,612

     Cash and cash equivalents
      at beginning of period                                     18,005               15,307                - 0 -
                                                         --------------       --------------       --------------

                             CASH AND CASH EQUIVALENTS
                                      AT END OF PERIOD   $       13,612       $          348       $       13,612
                                                         ==============       ==============       ==============

SUPPLEMENTAL INFORMATION
     Cash paid for interest                              $          477       $        - 0 -       $          676
                                                         ==============       ==============       ==============

</TABLE>

SUPPLEMENTAL INVESTING ACTIVITY DISCLOSURE
In July, 1992, Panorama issued 320,000 shares of stock for assets with a cost of
$1,600,000.  These  shares were  returned to the  Company in  December,  1995 in
connection with the rescission agreement.

(1) Stock of subsidiary was $122,000.


<PAGE>


                                   SIGNATURES


     Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                   ARROW MANAGEMENT, INC.



Dated: August 6, 1996              s\David R. Yeaman
                                 -----------------------------------------------
                                 David R. Yeaman, President CEO and Director




Dated: August 6, 1996             s\Krista Nielson
                                ------------------------------------------------
                                Krista Nielson, Secretary/Treasurer and Director







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