U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
-------------- ------------------
Commission File No.
0-18317
UNISTONE, INC.
(Name of Small Business Issuer in its Charter)
DELAWARE 87-0398535
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
5525 South 900 East, Suite 110
Salt Lake City, Utah 84117
(Address of Principal Executive Offices)
Issuer's Telephone Number: (801)262-8844
N/A
-----------
(Former Name or Former Address, if changed since last Report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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 X No (2) Yes X No
---- ---- ---- ----
<PAGE>
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
On April 30, 1993, Unicom, Inc., a Delaware corporation (the "Company"),
filed its voluntary petition in bankruptcy under Chapter 7 of the Bankruptcy
Code in the U.S., Bankruptcy Court for the District of Delaware. The case is
designated Case No. 93-00503. No assets were available to pay creditors and an
Order Approving Trustee's Report of No Distributio and Closing Estate was signed
by the bankruptcy court judge on April 1, 1994.
APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares
outstanding of each of the Registrant's classes of common stock, as of the
latest practicable date:
July 26, 1999
21,600,000
DOCUMENTS INCORPORATED BY REFERENCE
A description of any "Documents Incorporated by Reference" is contained in
Item 6 of this Report.
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements.
The Financial Statements of the Registrant required to be filed with this
10-QSB Quarterly Report were prepared by management and commence on the
following page, together with related Notes. In the opinion of management, the
Financial Statements fairly present the financial condition of the Registrant.
<PAGE>
<TABLE>
<CAPTION>
UNISTONE, INC.
[A Development Stage Company]
BALANCE SHEETS
June 30, 1999 and December 31, 1998
6/31/99 12/31/98
---------------- -----------------
[Unaudited]
<S> <C> <C>
ASSETS
Total Current Assets $ 0 $ 0
---------------- --------------
TOTAL ASSETS $ 0 $ 0
================ ==============
LIABILITIES & STOCKHOLDERS DEFICIT
LIABILITIES
Current Liabilities
Loans from stockholders $ 6,009 $ 4,435
Total Current Liabilities 6,009 4,435
---------------- --------------
Total Current Liabilities 6,009 $ 4,435
---------------- --------------
TOTAL LIABILITIES 6,009 4,435
================ ==============
STOCKHOLDERS DEFICIT
Common Stock, $.001 par value;
authorized 50,000,000 shares;
issued and outstanding
21,600,000 shares 21,600 21,600
Paid-in Capital 38,577,531 38,577,531
Accumulated Deficit (38,591,631) (38,591,631)
Deficit accumulated during
development stage (13,509) (11,935)
---------------- --------------
TOTAL STOCKHOLDERS'DEFICIT (6,009) (4,435)
---------------- --------------
TOTAL LIABILITIES & STOCKHOLDERS DEFICIT $ 0 $ 0
================ ==============
</TABLE>
NOTE TO FINANCIAL STATEMENTS: Interim financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the periods. The December 31, 1998 balance sheet
has been derived from the audited financial statements. These interim financial
statements conform with the requirements for interim financial statements and
consequently do not include all the disclosures normally required by generally
accepted accounting principles.
<PAGE>
<TABLE>
<CAPTION>
UNISTONE, INC.
[A Development Stage Company]
STATEMENTS OF OPERATIONS
For the Three and Six Month Periods Ended June 30, 1999 and 1998
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
6/30/99 6/30/98 6/30/99 6/30/98
------------------ ------------------ ------------------- ----------------
[Unaudited] [Unaudited] [Unaudited] [Unaudited]
<S> <C> <C> <C> <C> <C> <C> <C> <C>
REVENUE
Income $ 0 $ 0 $ 0 $ 0
------------------ ------------------ ----------------- ----------------
NET REVENUE 0 0 0 0
OPERATING EXPENSES
Office Expenses 104 0 104 250
Professional Fees 1,124 1,046 1,470 1,208
------------------ ------------------ ----------------- ----------------
TOTAL OPERATING EXPENSES 1,228 1,046 1,574 1,458
------------------ ------------------ ------------------ ----------------
NET INCOME BEFORE TAXES $ (1,228) $ (1,046) $ (1,574) (1,458)
================== ================== ================== ================
INCOME/FRANCHISE TAXES 0 0 0 0
NET LOSS (1,228) (1,046) (1,574) (1,458)
NET LOSS PER SHARE $ (0.01) $ (0.01) $ (0.01) (0.01)
================== ================== ================== ================
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 21,600,000 21,600,000 21,600,000 21,600,000
================== ================== ================== ================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
UNISTONE, INC.
[A Development Stage Company]
STATEMENTS OF CASH FLOWS
For the Three and Six Month Periods Ended June 30, 1999 and 1998
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
6/30/99 6/30/98 6/30/99 6/30/98
----------------- ---------------- ---------------- ---------------
[Unaudited] [Unaudited] [Unaudited] [Unaudited]
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Cash Flows Used For Operating Activities
- ----------------------------------------
Net Loss $ (1,228) $ (1,046) $ (1,574) (1,458)
Adjustments to reconcile net loss to net cash
used in operating activities:
Increase/(Decrease) in loans from shareholder 1,228 1,046 1,574 (1,458)
----------------- ------------- -------------- --------------
Net Cash Used For Operating Activities $ 0 $ 0 $ 0 0
================= ============== ============== ==============
Cash Flows Provided by Financing Activities
- -------------------------------------------
Net Increase In Cash 0 0 0 0
Beginning Cash Balance 0 0 0 0
Ending Cash Balance $ 0 $ 0 $ 0 0
================= =============== ============== ===============
</TABLE>
<PAGE>
Item 2.Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has not engaged in any material operations during the period
ending June 30, 1999 or since before April 1993. The Company intends to
continue to seek out the acquisition of assets, property or business that may be
beneficial to the Company and its stockholders.
The Company's only foreseeable cash requirements during the next 12 months
will relate to maintaining the Company in good standing in the State of
Delaware, keeping its reports "current" with the Securities and Exchange
Commission or the payment of expenses associated with reviewing or investigating
any potential business venture. Management does not anticipate that the Company
will have to raise additional funds during the next 12 months, however, if
additional moneys are needed, they may be advance by management or principal
stockholders as loans to the Company. Because the Company has not identified any
such venture as of the date of this Report, it is impossible to predict the
amont of any such loan. However, any such loan will not exceed $25,000 and will
be on terms no less favorable to the Company than would be available from a
commercial lender in an arm's length transaction. As of the date of this
Report, the Company has not begun seeking any acquisition.
Results of Operations.
The Company has had no business operations during the quarterly period
ended June 30, 1999 or since on or before approximatly 1992. During the
quarterly period ended June 30, 1999, the Company received no revenue and
incurred expenses of $1,228, stemming from general and administrative expenses.
Liquidity.
At June 30, 1999, the Company had total current assets of $0 and total
liabilities of $6,009.
Year 2000.
Because the Company is not presently engaged in any substantial business
operations, management does not believe that computer problems associated with
the change of year to the year 2000 will have any material effect on its
operations. However, the possiblity exists that the Company may merge with or
acquire a business that will be negatively affected by the "Y2K" problem. The
effect of such problem or the Company in the future can not be predicted with
any accuracy until such time as the Comnpany identifies a merger or acquisition
target.
<PAGE>
PART II - OTHER INFORMATION
Item 1.Legal Proceedings.
None; not applicable.
Item 2.Changes in Securities.
None; not applicable.
Item 3.Defaults Upon Senior Securities.
None; not applicable.
Item 4.Submission of Matters to a Vote of Security Holders.
None; not applicable.
Item 5.Other Information.
The Company has called a special meeting of the stockholders(the "Meeting")
to be held subsequent to the period covered by this report, on Wednesday, August
11, 1999, at 10:00 a.m., Mountain Daylight Time. The Meeting will be held at the
offices of the Company, 5525 South 900 East, Suite 110, Salt Lake City, Utah
84117. For additional information regarding the Meeting, please see the
Company's Difinitive Information Statement as filed with the Securities and
Exchange Commission on or about July 7, 1999.
Item 6.Exhibits and Reports on Form 8-K.
(a)Exhibits.*
None; Not Applicable.
(b)Reports on Form 8-K.
On January 25, 1999, the Company filed an 8-K Report with the Securities
and Exchange Commission.*
(c) Documents Incorporated by Reference.
On or about July 7, 1999, the Company filed a Definitive Information
Statement with the Securities and Exchange Commission regarding the Special
Meeting of Stockholders to be held subsequent to the period covered by this
report, on Wednesday, August 11, 1999.**
*A summary of any Exhibit is modified in its entirety by reference to the
actual Exhibit.
**These documents have been previously filed with the Securities and
Exchange Commission.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
UNISTONE, INC.
Date:
Travis T. Jenson, President and Director
Date:
James P. Doolin, Secretary, Treasurer and Director
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000861050
<NAME> UNISTONE, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> APR-01-1999
<PERIOD-END> JUN-30-1999
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 6,009
<BONDS> 0
0
0
<COMMON> 21,600
<OTHER-SE> (27,609)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,228
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,228)
<EPS-BASIC> (0.01)
<EPS-DILUTED> (0.01)
</TABLE>