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 March 31, 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 March 31, 1997.
<PAGE>
<TABLE>
PART I. - FINANCIAL INFORMATION
AMERICOMM RESOURCES CORPORATION
BALANCE SHEET
(Amounts in thousands, except per share data)
<CAPTION>
March 31, 1997
______________
<S> <C>
ASSETS
Current assets
Cash and cash equivalents $ 49,387
Prepaid expenses 0
______________
Total Current Assets $ 49,387
Investments in prospects 806,711
______________
TOTAL ASSETS $ 856,098
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
<S> <C>
Current liabilities
Accounts payable 0
Accruals (65)
Deferred payment proceeds 50,000
______________
Total Current Liabilities $ 49,935
Stockholders' equity (deficiency)
Common stock, $.001 par value;
authorized 50,000,000 shares
11,204,724 shares issued, of which 11,204
132 shares are held in Treasury
Capital in excess of par value 1,260,538
Deficit accumulated during the
development stage (465,579)
______________
Total Stockholders' Equity $ 806,163
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIENCY) $ 856,098
<FN>
See accountants' report and accompanying notes to financial statements
</TABLE>
<PAGE>
<TABLE>
AMERICOMM RESOURCES CORPORATION
STATEMENT OF INCOME
FOR THE THREE MONTHS
ENDED MARCH 31, 1997 AND 1996
(Amounts in thousands, except per share data)
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1997 1996
____________ ____________
<S> <C> <C>
Revenues
Income $ 0 $ 0
Interest income 326 2,489
____________ ____________
Total Income 326 2,489
____________ ____________
Costs and expenses
General and administrative
expenses 17,411 19,014
Abandoned prospects 0 0
Interest expense 0 0
____________ ____________
Total Costs and Expenses 17,411 19,014
____________ ____________
Net Income (Loss) $ (17,085) $ (16,526)
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
ENDED MARCH 31, 1997 AND 1996
(Amounts in thousands)
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1997 1996
____________ ____________
<S> <C> <C>
Cash Flow From Operating Activities
Operations
Net income (loss) $ (17,085) $ (16,526)
Plus adjustments to reconcile
net income to net cash flows
from operating activities
Abandoned prospects 0 0
Changes in operating assets
and liabilities
Increase(Decrease) in accounts
payable (11,574) 633
Increase(Decrease) in prepaid
expenses 350 504
Accruals (65) (207)
Deferred payment proceeds 50,000 0
___________ ____________
Net cash provided (used)
by operating activities 21,626 (16,862)
Cash Flows From Investing Activities
Cash payments for investments in
prospects (1,550) (42,563)
___________ ____________
Net cash provided (used)
by investing activities (1,550) (42,563)
___________ ____________
Cash Flows From Financing Activities
Proceeds from issuance of common
stock 0 0
Proceeds from note payable - related
party 0 0
Repayment of note payable - related
party 0 0
____________ ____________
Net Increase(Decrease) in Cash and
Cash Equivalents 20,076 (59,425)
Cash and Cash Equivalents,
beginning of year 29,311 260,707
____________ ____________
Cash and Cash Equivalents,
end of quarter $ 49,387 $ 201,282
<FN>
See accountants' report and accompanying notes to financial statements
</TABLE>
<PAGE>
AMERICOMM RESOURCES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 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 three months
ended March 31, 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 August 1995, the Registrant completed a private placement
of 5,024,172 shares at $0.125 per share, which resulted in gross cash
proceeds of approximately $600,000 and relieved the Registrant of an
obligation to repay a $28,000 advance from a shareholder who purchased
share in the offering. After utilizing approximately $85,200 of the offering
proceeds to repay amounts due to the Registrant's officers, directors and
stockholders as a result of advances made to the Registrant, all of the
remaining cash proceeds of this offering were used to fund the Registrant's
operations including exploration of its existing prospects. The remaining
cash balance is expected to be used to fund the Registrant's working capital
requirements. Although the cost of the exploration and development
of the Registrant's properties is dependent on numerous facts, some of
which are beyond the Registrant's control, the Registrant believes the cash
proceeds remaining will be sufficient to meet its operating expenses and
commitments over the next six months. Thereafter the Registrant will be
required to raise additional capital 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 the additional capital expected to be
necessary to fund the Registrant's operations 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 1997. It will employ part-time
or temporary persons and consultants in situations where special
expertise is required.
<PAGE>
PART II - OTHER INFORMATION
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
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AMERICOMM RESOURCES CORPORATION
Registrant
May 13, 1997 Thomas R. Bradley
Date Thomas R. Bradley
President & CEO
May 13, 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> 3-MOS
<FISCAL-YEAR-END> Dec-31-1997
<PERIOD-START> Jan-01-1997
<PERIOD-END> Mar-31-1997
<CASH> 49,387
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 49,387
<PP&E> 806,711
<DEPRECIATION> 0
<TOTAL-ASSETS> 856,098
<CURRENT-LIABILITIES> (65)
<BONDS> 0
0
0
<COMMON> 11,204
<OTHER-SE> 1,260,538
<TOTAL-LIABILITY-AND-EQUITY> 856,098
<SALES> 326
<TOTAL-REVENUES> 326
<CGS> 0
<OTHER-EXPENSES> 17,411
<TOTAL-COSTS> 17,411
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (17,085)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
