<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
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 No. 33-55254-04
ENERGY SYSTEMS, INC.
(Exact name of small business issuer as specified in its charter)
NEVADA 87-0394313
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1111 CAROLINE, SUITE 2905, HOUSTON, TEXAS 77010
(Address of principal executive offices)
(713) 655-0015
(Issuer's telephone number)
--------------------------------------------------------------
(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, 1995, 1,000,000 shares of Common Stock of the issuer were
outstanding.
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ENERGY SYSTEMS, INC.
INDEX
PAGE
NUMBER
------
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets - March 31, 1996 (unaudited) and
December 31, 1995 (audited) . . . . . . . . . . . . . . . 1
Unaudited Condensed Statements of Operations - For the
three months ended March 31, 1996 and 1995 and for the
period from inception (May 4, 1988) to March 31, 1996 . . 2
Unaudited Condensed Statements of Cash Flows - For the
three months ended March 31, 1996 and 1995 and for the
period from inception (May 4, 1988) to March 31, 1996 . . 3
Notes to Unaudited Condensed Financial Statements . . . . . 4
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations . . . . . . . . . . . . . . . . 5
PART II - OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . . . . 5
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ENERGY SYSTEMS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
(UNAUDITED) (AUDITED)
3-31-96 12-31-95
----------- ---------
CURRENT ASSETS
CASH $ 0 $ 0
-------- --------
TOTAL CURRENT ASSETS 0 0
-------- --------
OTHER ASSETS 0 0
-------- --------
ORGANIZATION COSTS 0 0
-------- --------
TOTAL OTHER ASSETS 0 0
-------- --------
TOTAL ASSETS $ 0 $ 0
-------- --------
-------- --------
LIABILITIES & STOCKHOLDERS EQUITY
CURRENT LIABILITIES
ACCOUNTS PAYABLE $ 8,000 $ 8,000
-------- --------
TOTAL CURRENT LIABILITIES $ 8,000 $ 8,000
--------
STOCKHOLDERS EQUITY
AUTHORIZED SHARES 50,000,000
$0.001 PAR VALUE; 1,000,000
OUTSTANDING AT 3-31-95 AND
AT 12-31-94 1,000 1,000
PAID IN CAPITAL 1,000 1,000
DEFICIT ACCUMULATED DURING
DEVELOPMENT STAGE (10,000) (10,000)
-------- --------
TOTAL STOCKHOLDERS EQUITY $ (8,000) $ (8,000)
-------- --------
TOTAL LIABILITIES & STOCKHOLDERS EQUITY $ 0 $ 0
-------- --------
-------- --------
SEE NOTES TO THE FINANCIAL STATEMENTS
1
<PAGE>
ENERGY SYSTEMS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
(UNAUDITED)
<TABLE>
FOR THE THREE MONTHS FROM INCEPTION ON
ENDED MARCH 31, MAY 4, 1988
---------------------- THROUGH MARCH 31,
1996 1995 1996
--------- --------- ---------
<S> <C> <C> <C>
REVENUES $ 0 $ 0 $ 0
--------- --------- ---------
EXPENSES
ADMINISTRATION EXPENSES 0 8,000 9,950
AMORTIZATION OF ORGANIZATIONAL COSTS 0 0 50
TOTAL EXPENSES 0 0 50
--------- --------- ---------
NET (LOSS) 0 (8,000) (10,000)
--------- --------- ---------
--------- --------- ---------
(LOSS) PER SHARE (.00) (.01) (.01)
--------- --------- ---------
--------- --------- ---------
AVERAGE SHARES OUTSTANDING 1,000,000 1,000,000 1,000,000
--------- --------- ---------
--------- --------- ---------
</TABLE>
SEE NOTES TO THE FINANCIAL STATEMENTS
2
<PAGE>
ENERGY SYSTEMS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
FOR THE THREE MONTHS
ENDED MARCH 31, MAY 4, 1988
-------------------- (DATE OF INCEPTION TO
1996 1995 MARCH 31, 1996
---- ------ --------------
<S> <C> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Net Loss $(0) $8,000 $(10,000)
Adjustments to reconcile net loss to
cash used in operating activities:
Amortization 0 0 50
--- ------ --------
Net Cash Used By Operating Activities $ 0 $8,000 $ (9,950)
CASH FLOWS FROM INVESTING ACTIVITIES
Organization costs 0 0 (50)
--- ------ --------
Net cash used by investing activities $ 0 $ 0 $ (50)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock $ 0 $ 0 $ 2,000
Loans from shareholders 0 8,000 8,000
--- ------ --------
Net cash provided by financing activities $ 0 $8,000 $ 10,000
Net Increase (Decrease) in Cash $ 0 $ 0 $ 0
Cash at Beginning of Year 0 0 0
--- ------ --------
Cash at End of Year $ 0 $ 0 $ 0
--- ------ --------
--- ------ --------
</TABLE>
SEE NOTES TO THE FINANCIAL STATEMENTS
3
<PAGE>
ENERGY SYSTEMS, INC.
(A Development Stage Company)
Notes to the Unaudited Condensed Financial Statements
March 31, 1996
1. GENERAL
The interim financial statements are prepared pursuant to the
requirements for reporting on Form 10-QSB. The December 31, 1995 balance
sheet data was derived from audited financial statements but does not include
all disclosures required by generally accepted accounting principles. The
interim financial statements and notes thereto should be read in conjunction
with the financial statements and notes included in the Company's Form 10-KSB
for the year ended December 31, 1995. In the opinion of management, the
interim financial statements reflect all adjustments of a normal recurring
nature necessary for a fair statement of the results for the interim periods
presented.
4
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
MATERIAL CHANGES IN RESULT OF OPERATIONS
During the three months ended March 31, 1996 and 1995, the Company had
no operations other than the search for a business to acquire or with which
to combine.
The Company reported no revenues for either of the three month periods
ended March 31, 1996 or 1995. For the three months ended March 31, 1996, the
Company incurred $8,000 of administrative expenses for legal and accounting
services as compared with no expenses for the comparable period of 1995.
MATERIAL CHANGES IN FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1996 the Company had no current assets and had $8,000
current liabilities as compared to no current assets and no current
liabilities at March 31, 1995. All expenses of the Company are being funded
by shareholder loans.
Although the Company has no liquidity, it believes that it will be able
to find a suitable Company with which to merge.
PART II - OTHER INFORMATION
NONE
5
<PAGE>
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.
ENERGY SYSTEMS, INC.
Date: May 13, 1996 By: /s/ Gregory W. Boss
---------------------------------
Gregory W. Boss, Principal
Executive Officer
Date: May 13, 1996 By: /s/ Natalie P. Boss
---------------------------------
Natalie P. Boss, Principal
Financial Officer
6
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 8000
<BONDS> 0
0
0
<COMMON> 1000
<OTHER-SE> 1000
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
