UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended September 30, 1997
Commission file Number 0-20193
AMERICOMM RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 73-1238709
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
9 E. 4th Street, Suite 305, Tulsa, Oklahoma 74103-5109
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918) 587-0096
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.
YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practical date:
Common Stock, $.001 Par Value - 11,204,592 shares as of June 30, 1997.
<PAGE>
<TABLE>
PART I. - FINANCIAL INFORMATION
AMERICOMM RESOURCES CORPORATION
BALANCE SHEET
(Amounts in thousands, except per share data)
<CAPTION>
September 30, 1997
______________
<S> <C>
ASSETS
Current assets
Cash and cash equivalents $ 19,167
Prepaid expenses 0
______________
Total Current Assets $ 19,167
Investments in prospects 829,113
______________
TOTAL ASSETS $ 848,280
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
<S> <C>
Current liabilities
Accounts payable $ 0
Notes payable - related party 20,000
Accruals (67)
Deferred payment proceeds 50,000
______________
Total Current Liabilities $ 69,933
Stockholders' equity (deficiency)
Common stock, $.001 par value;
authorized 50,000,000 shares
11,204,724 shares issued, of
which 132 shares are held in
treasury 11,204
Capital in excess of par value 1,260,538
Deficit accumulated during the
development stage (493,395)
______________
Total Stockholders' Equity $ 778,347
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIENCY) $ 848,280
<FN>
See accountants' report and accompanying notes to financial statements
</TABLE>
<PAGE>
<TABLE>
AMERICOMM RESOURCES CORPORATION
STATEMENT OF INCOME
FOR THE THREE MONTHS
AND NINE MONTHS
ENDED SEPTEMBER 30, 1997 AND 1996
(Amounts in thousands, except per share data)
<CAPTION>
Three Months Three Months Nine Mos. Nine Mos.
Ended Ended Ended Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1997 1996 1997 1996
____________ ____________ __________ __________
<S> <C> <C> <C> <C>
Revenues
Income $ 0 $ 0 $ 0 $ 0
Interest income 0 721 407 4,865
Miscellaneous income 0 0 0 5,806
____________ ____________ __________ __________
Total Income 0 721 407 10,671
____________ ____________ __________ __________
Costs and expenses
General & administrative
expenses 12,371 19,792 45,308 67,282
Abandoned prospects 0 0 0 5,979
Interest expense 0 0 0 0
____________ ____________ __________ __________
Total Costs and Expenses 12,371 19,792 45,308 73,261
____________ ____________ __________ __________
Net Income (Loss) $ (12,371) $ (19,071) $ (44,901) $ (62,590)
Net Income (Loss)
per common share $ 0 $ 0
Weighted average number of
common shares outstanding 11,204,592 11,204,724
<FN>
See accountants' report and accompanying notes to financial statements
</TABLE>
<PAGE>
<TABLE>
AMERICOMM RESOURCES CORPORATION
STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS
AND NINE MONTHS
ENDED SEPTEMBER 30, 1997 AND 1996
(Amounts in thousands)
<CAPTION>
Three Months Three Months Nine Mos. Nine Mos.
Ended Ended Ended Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1997 1996 1997 1996
____________ ____________ __________ _________
<S> <C> <C> <C> <C>
Cash Flow From Operating
Activities
Operations
Net income (loss) $ (12,371) $ (19,071) $ (44,901) $ (62,590)
Plus adjustments to reconcile
net income to net cash flows
from operating activities
Abandoned prospects 0 0 0 5,979
Changes in operating assets
and liabilities
Increase(Decrease)in accounts
payable 0 0 (11,574) 0
Increase(Decrease)in prepaid
expenses 0 0 350 0
Accruals 0 0 (67) (357)
Deferred payment proceeds 0 0 50,000 0
Treasury Stock 0 (8) 0 ( 8)
___________ ____________ __________ _________
Net cash provided (used)
by operating activities (12,371) (19,079) (6,192) (56,976)
Cash Flows From Investing
Activities
Cash payments for investments
in prospects (15,750) (55,788) (23,952) (153,846)
___________ ____________ __________ _________
Net cash provided (used)
by investing activities (15,750) (55,788) (23,952) (153,846)
___________ ____________ __________ _________
Cash Flows From Financing
Activities
Proceeds from issuance of
common stock 0 0 0 0
Proceeds from note payable-
related party 20,000 0 20,000 0
Repayment of note payable-
related party 0 0 0 0
____________ ____________ __________ _________
Net Cash provided (used)
by financing activities 20,000 0 20,000 0
____________ ____________ __________ _________
Net Increase(Decrease) in
Cash and Cash Equivalents (8,121) (74,867) (10,144) (210,822)
Cash and Cash Equivalents,
beginning of quarter 27,288 124,752 29,311 260,707
____________ ____________ __________ _________
Cash and Cash Equivalents,
end of quarter $ 19,167 $ 49,885 $ 19,167 $ 49,885
<FN>
See accountants' report and accompanying notes to financial statements
</TABLE>
<PAGE>
AMERICOMM RESOURCES CORPORATION
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
Note 1. Basis of Presentation
In the opinion of management the accompanying unaudited financial
statements contain all adjustments, all of which were of a normal recurring
nature, necessary to summarize fairly the Registrant's financial position
and results of operations. The results of operations for the nine months
ended September 30, 1997 may not be indicative of the results that may be
expected for the year ending December 31, 1997. These statements should
be read in conjunction with the financial statements and notes thereto
included in the Registrant's Form 10-KSB for its fiscal year ended
December 31, 1996.
Note 2. Summary of Significant Accounting Policies
Mining and oil and gas properties - The Company uses the successful
efforts method of accounting for its mining activities. Costs incurred
are deferred until exploration and completion results are evaluated.
At such time, costs of activities with economically recoverable reserves
are capitalized as proven properties, and costs of unsuccessful or
uneconomical development work are expensed.
Cash and cash equivalents - The Company defines cash and cash
equivalents to be cash on hand, cash in checking accounts, certificates
of deposit, cash in money market accounts and certain investments with
maturities of three months or less from the date of purchase.
Note 3. Income Taxes
As of December 31, 1996, the Company has tax net operating loss
carryforwards totaling approximately $422,000. If not used, these
carryforwards will expire in the years 2000 to 2009.
<PAGE>
AMERICOMM RESOURCES CORPORATION
PLAN OF OPERATION
In December 1996, the Registrant and Echo Bay Exploration Inc.
("Echo Bay") entered into a Heads of Agreement (the "Agreement") which grants
Echo Bay the right to earn an undivided fifty-one percent (51%) interest in
the Jessup Property at any time during a five (5) year period by (i)
expending Two Million Dollars ($2,000,000) over the five-year period on or
for the direct benefit of the Jessup Property and (ii) making cash payments
to the Registrant over a five-year period totaling Seven Hundred Fifty
Thousand Dollars ($750,000). Echo Bay paid the first $50,000 of the cash
payment, conducted the work program for the first year and, under the terms
of the Agreement, is obligated to maintain liability insurance and pay all
federal claim rental fees, payments and obligations required to maintain the
leases and unpatented claims comprising the Jessup Property while the
Agreement is in full force and effect. Echo Bay has informally advised the
Registrant that it intends to continue the work program for another year.
In such event, under the terms of the Agreement an additional cash payment of
$100,000 is payable to the Registrant on or before December 1, 1997. If Echo
Bay elects to continue the work program in future years, additional cash
payments of $150,000, $200,000 and $250,000 are payable to the Registrant on
or before December 1st of each year thereafter. As Echo Bay may terminate
the Agreement at any time without further obligation to the Registrant, no
assurance can be given that these payments will be made. Reference is made
to the Registrant's Annual Report on Form 10-KSB for the year ended December
31, 1996 for a more particular description of the Agreement.
On September 23, 1997 the Registrant borrowed $20,000 for a period of
one year from the Albert E. Whitehead Living Trust pursuant to a 6%
Convertible Note due September 23, 1998 issued to such trust to evidence
such indebtedness, which note is convertible, at the option of the holder
thereof, into shares of Common Stock of the Corporation at a purchase price
of $0.15 per share. Proceeds of this note are expected to be used to fund
the Registrant's operating expenses and commitments over the next four
months. If Echo Bay elects to terminate the Agreement and does not pay the
Registrant $100,000 on December 1, 1997 the Registrant will be required to
raise additional capital to fund its operations and to conduct its exploration
activities. If Echo Bay elects to continue the work program and makes the
payment due on December 1, 1997, the Registrant may elect to raise additional
capital. Additional capital may be raised through debt or equity offerings,
encumbering properties or entering into arrangements whereby certain costs of
exploration will be paid by others to earn an interest in the properties.
There can be no assurance that additional capital will be available on
economically acceptable terms, if at all.
Exploration for mineral resources, such as gold, is highly
speculative and involves greater risks than many other businesses.
Mineral exploration is frequently marked by unprofitable efforts,
not only from unproductive prospects, but also from producing
prospects which do not produce sufficient amounts to return a
profit on the amount expended. Accordingly, there can be no
assurance that the Registrant will be able to discover, develop
or produce sufficient reserves to recover the expenses incurred
in connection with the exploration of its properties, to fund
additional exploration or to achieve profitability.
The Registrant does not expect any significant change in the
number of its employees during 1996. It will employ part-time
or temporary persons and consultants in situations where special
expertise is required.
<PAGE>
PART II - OTHER INFORMATION
Item #5 Other Information
In August 1997 the Registrant acquired a 100 percent interest in twenty (20)
gold mining claims in Powell County, Montana by a Quitclaim Deed from North
Lily Mining Company and a payment of Two Thousand Dollars ($2,000.00) to
North Lily and an assignment of a three percent (3%) net smelter run (NSR)
interest in any production from the property, to North Lily. This is the
Registrant's Gold Creek Prospect (a.k.a. Pioneer Project) in which it
previously held a 3% net smelter run (NSR) non-participating royalty interest
with North Lily.
Item #6 Exhibits and Reports on Form 8-K
a. Exhibits - NONE
b. Reports on Form 8-K - The Registrant has not filed, during
the quarter for which this report is filed, a Form 8-K.
c. 27-Financial Data Schedule
<PAGE>
AMERICOMM RESOURCES CORPORATION
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AMERICOMM RESOURCES CORPORATION
Registrant
November 14, 1997 Thomas R. Bradley
Date Thomas R. Bradley
President & CEO
November 14, 1997 Thomas R. Bradley
Date Thomas R. Bradley
Principal Financial and Accounting
Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jan-01-1997
<PERIOD-END> Sep-30-1997
<CASH> 27,288
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 19,167
<PP&E> 829,113
<DEPRECIATION> 0
<TOTAL-ASSETS> 848,280
<CURRENT-LIABILITIES> 69,933
<BONDS> 0
0
0
<COMMON> 11,204
<OTHER-SE> 778,347
<TOTAL-LIABILITY-AND-EQUITY> 848,280
<SALES> 407
<TOTAL-REVENUES> 407
<CGS> 0
<OTHER-EXPENSES> 45,308
<TOTAL-COSTS> 45,308
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (44,901)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
