CONFORMED COPY
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: March 31, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from __________ to __________
Commission File No. 33-33939
LINDSEY TECHNOLOGIES, INC. (formerly L.M. CAPITAL, INC.)
___________________________________________________________
(Exact name of small business issuer as specified in its
charter)
Colorado 84-1121635
________ ____________
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
3025 South Parker Road, Suite 109
Aurora, Colorado 80014
_____________________________________________________________
(Address of principal executive offices, including zip code)
Issuer's Telephone Number: (303) 306-1988
L.M. Capital, Inc., 1675 Larimer Street Suite 600,
Denver, CO 80202
______________________________________________________
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the Issuer (1) filed all
reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 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.
Yes X No
____ ____
As of March 31, 1997, 15,919,760 shares of common stock
were outstanding.
Transitional Small Business Disclosure Format:
Yes No X
____ ____
<PAGE>
TABLE OF CONTENTS
Form 10-QSB
3rd Quarter Ended March 31, 1997
Lindsey Technologies, Inc.
(formerly L.M. Capital, Inc.)
Page
PART I: FINANCIAL INFORMATION
Item 1.
Balance Sheets 2
Statement Of Operations 3
Statement Of Cash Flows 4
Notes To Financial Statements 5
Item 2.
Management's Discussion And
Analysis Or Plan Of Operation 6
PART II: OTHER INFORMATION 7
SIGNATURES 8
<PAGE>
PART I. FINANCIAL INFORMATION
<PAGE> 1
ITEM 1. LINDSEY TECHNOLOGIES, INC.
(formerly L.M. Capital, Inc.)
BALANCE SHEET
MARCH 31, 1997
(UNAUDITED)
ASSETS
Current assets
Cash $ 18,192
_____________
Total current assets 18,192
_____________
Investment in subsidiary 142,200
_____________
Total Assets $ 160,392
=============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable
& accruals $ 4,217
Due to related parties 32,979
____________
Total current liabilities 37,196
____________
Total Liabilities 37,196
____________
Stockholders' equity
Preferred stock: no par
value, 20,000,000 total,
5,000 Series A authorized,
4,200 shares issued
& outstanding 304,257
Common stock: no par
value, 100,000,000 shares
authorized, 15,919,760 shares
issued & outstanding 191,999
Underwriter's warrants,
20,000 issued and outstanding 120
Deficit accumulated during
the development stage ( 373,180)
__________
Stockholders' Equity 123,196
__________
Total Liabilities And
Stockholders' Equity $ 160,392
==========
See Notes to Financial Statements
<PAGE> 2
LINDSEY TECHNOLOGIES, INC.
(formerly L.M. Capital, Inc.)
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1997
AND FOR THE NINE MONTHS ENDED MARCH 31, 1996 AND 1997
(UNAUDITED)
Three Months Ended Nine Months Ended
December 31 December 31
1996 1997 1996 1997
____ ____ ____ ____
Revenues $ - $ - $ - $ -
Operating expenses:
Selling, general,
& administrative 1,892 8,755 10,910 17,638
________ _______ _______ _______
Income (loss) from
operations ( 1,892) ( 8,755) (10,910) (17,638)
________ _______ _______ _______
Other income (expense):
Gain on securities sales - 117 - 117
Other - 5 - 5
Interest income 701 1 2,296 739
________ _______ _______ _______
Total other income 701 123 2,296 861
________ _______ _______ _______
Income (loss) before
income taxes ( 1,191) ( 8,632) ( 8,614) (16,777)
________ _______ _______ _______
Provision for income tax:
Deferred tax expense - - - -
Deferred tax credit - - - -
________ _______ _______ _______
Net income (loss) $( 1,191) $( 8,632) $( 8,614) $(16,777)
======== ======= ======= =======
Net income (loss)
per share $( * ) $( * ) $( * ) $( * )
======== ======= ======= =======
Weighted average number of
common shares
outstanding 28,308,240 29,453,520 28,308,240 29,453,520
========== ========== ========== ==========
*Less than $.01 per share
See Notes to Financial Statements
<PAGE> 3
LINDSEY TECHNOLOGIES, INC.
(formerly L.M. Capital, Inc.)
STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED MARCH 31, 1996 AND 1997
(UNAUDITED)
Nine Months Ended
March 31
1996 1997
____ ____
Cash Flows From Operating Activities:
Net income (loss) $ ( 8,614) $ ( 16,777)
Adjustments to reconcile net
income (loss) to net cash
provided by (used for)
operating activities:
(Increase) in cash in escrow ( 2,291) ( 734)
-------- --------
Net cash provided
by (used for)
operating activities (10,905) ( 17,511)
-------- --------
Cash Flows From Investing Activities:
Investment in subsidiary - (142,200)
-------- --------
Net cash provided
by (used for)
investing activities - (142,200)
-------- --------
Cash Flows From Financing Activities:
Issuance of common stock - 153,570
Interest from escrow - 14,551
Increase in notes payable 7,182 6,985
-------- --------
Net cash provided
by (used for)
financing activities 7,182 175,106
________ ________
Net Increase (Decrease) In Cash ( 3,723) 15,395
________ ________
Cash At The Beginning Of The Period 12,533 2,797
________ ________
Cash At The End Of The Period $ 8,810 $ 18,192
======== ========
See Notes to Financial Statements
<PAGE> 4
LINDSEY TECHNOLOGIES, INC.
(formerly L.M. Capital, Inc.)
Notes to Financial Statements
(Unaudited)
Note 1. Basis of Presentation
The accompanying unaudited financial statements have been
prepared in accordance with the instructions to
Form 10-QSB and do not include all of the information and
disclosures required by generally accepted accounting
principles for complete financial statements. All
adjustments which are, in the opinion of management,
necessary for a fair presentation of the results of
operations for the interim periods have been made and are
of a recurring nature unless otherwise disclosed herein.
The results of operations for such interim periods are not
necessarily indicative of operations for a full year.
<PAGE> 5
LINDSEY TECHNOLOGIES, INC.
(formerly L.M. Capital, Inc.)
ITEM 2. Management's Discussion and Analysis or Plan of
Operation
On June 21, 1996 the Company entered into a joint venture
with a team of French software engineers (the
"Associates") and their wholly owned French corporation,
Helvetius Ingeniere. The Company and the Associates
formed Heldol Corporation ("Heldol"), a United States
corporation for the purpose of developing and marketing
software for industrial, medical, and commercial business
applications, on October 25, 1996.
The Company capitalized Heldol for $71,000, with
the Company owning 35% of Heldol and the
Associates 65%. The Company will also capitalize Heldol
with an additional 10 million French francs (approximately
$2 million) over two years at which time the Company will
own 80% of Heldol. In March of 1997 the Company contributed
to Heldol 400,000 francs toward this agreement. Funding
was provided by a Regulation S stock offering in France.
After Heldol is fully capitalized,
Heldol shall be obligated to purchase 30% of the
outstanding shares of Helvetius for 10 million French
francs (approximately $2,000,000).
Another agreement on June 21, 1996 between the Company and
the Associates allows the Associates to exchange their
shares of Helvetius for shares in the Company according to
a market valuation formula, providing Helvetius attains
certain sales levels and the Company is on NASDAQ.
The Associates to date have developed software for
bacteriological identification, trade named HELLAC which
is used by Institut Pasteur, software for the management
of educational and professional training institutions,
trade named HELISA currently used by French engineering
and business schools such as Ecole Normale Superieure, and
inventory tracking software trade named HAWK, developed
with and used by NCR.
The Company in conjunction with the Associates plans to
offer potential clients in the fields of medicine,
education and business fully integrated software solutions
to their information needs. Services will include
description and study of the project at hand, elaboration
and development of a workable software network,
installation of software and hardware interfacing with all
existing platforms and technologies from a basic unit to a
wide network of computers and languages, and the training
of staff and maintenance of systems when in place.
<PAGE> 6
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 Matters To A Vote of Securities
Holders
In November of 1996 the Company's name was changed from L.M.
Capital, Inc. to Lindsey Technologies, Inc. Also in
November of 1996, Lionel Mauclaire, J.M. Mauclaire, Robert
Mauclaire and Ronald Chadwick were elected to the Board of
Directors.
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K
-- 02/03/97 Change of Accountants
-- 02/13/97 Sales of Securities Under Reg. S
-- 03/17/97 Sales of Securities Under Reg. S
<PAGE> 7
SIGNATURES
In accordance with the requirements of the Exchange
Act, the Registrant has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly
authorized.
LINDSEY TECHNOLOGIES, INC.
(formerly L.M. Capital, Inc.)
By: /s/Lionel Mauclaire
Lionel Mauclaire, President
and Director
Date: April 14, 1997
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE BALANCE SHEET AT 03/31/97 (UNAUDITED)
AND STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED 03/31/97
(UNAUDITED). IT IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> 06/30/97
<PERIOD-END> 03/31/97
<CASH> 18192
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 18192
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 160392
<CURRENT-LIABILITIES> 37196
<BONDS> 0
0
304257
<COMMON> 191999
<OTHER-SE> (373180)
<TOTAL-LIABILITY-AND-EQUITY> 160392
<SALES> 0
<TOTAL REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (16777)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (16777)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
