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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event reported): May 20, 1996
PORTER MCLEOD NATIONAL RETAIL, INC.
(Name of Small Business Issuer in its Charter)
Delaware 0-21998 84-1195628
(State or other (Commission (I.R.S. Employer
jurisdiction of incorporation File Number) Identification Number)
or organization)
5895 East Evans Avenue, Denver, Colorado 80222
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, (303) 756-2227
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This Document Contains 7 Pages
The Exhibit Index is Located on Page 4
ITEM 5. OTHER ITEMS
Porter McLeod National Retail, Inc. (the "Company") has been
granted temporary exceptions by the Nasdaq Stock Marketsm with
respect to the Market's $1.00 minimum bid price and $2,000,000
total assets listing maintenance requirements. The granting of
the exceptions was conditioned upon the issuance of a press
release by the Company on or before May 20, 1996 pertaining to
the granting of the exceptions; and the filing by the Company
with the Commission, on or before May 31, 1996, of a balance
sheet not older than 45 days, and a corresponding statement of
operations, evidencing the Company's compliance with the
$2,000,000 total assets listing maintenance requirement of the
Nasdaq Small Cap Marketsm and all other requirements for
continued listing on said Market. The requisite press release
was disseminated on May 17, 1996.
The Company's unaudited balance sheet at April 30, 1996 and a
corresponding statement of the Company's operations and retained
earnings (deficit) for the four months ended April 30, 1996 are
annexed hereto as Exhibits.
Commencing May 20, 1996, the Company's common stock began trading
on the Nasdaq SmallCap Marketsm under the symbol PMNRC. Upon
filing of this Report with The Nasdaq Stock Marketsm, trading in
the Company's common stock will recommence under the symbol PNMR.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired - none
(b) Pro forma financial information - none
(c) Exhibits
The following exhibits are annexed to this Report:
Number Description
27 Financial Data Schedule (submitted electronically
to the Commission for information only, and not
included in any other filing of this Report)
99.1 Unaudited Balance Sheet at April 30, 1996
99.2 Unaudited statement of operations and retained
earnings (deficit) for the four months ended
April 30, 1996.
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 hereunto duly authorized.
Dated: May 21, 1996
PORTER MCLEOD NATIONAL RETAIL, INC.
By:
Joseph R. McLeod, President
PORTER MCLEOD NATIONAL RETAIL, INC.
Index to Exhibits
Number Description
27 Financial Data Schedule (submitted electronically
to the Commission for information only, and not
included in any other filing of this Report)
99.1 Unaudited Balance Sheet at April 30, 1996
99.2 Unaudited statement of operations and retained
earnings (deficit) for the four months ended
April 30, 1996.
Exhibit 99.1
<TABLE>
Porter McLeod National Retail, Inc.
Balance Sheet
<CAPTION>
April 30,
1996
(UNAUDITED)
<S> <C>
Assets
Current Assets
Cash and cash equivalents $ 380,785
Accounts receivable 776,052
less allowance for doubtful accounts (20,000)
Retainage receivable 5,323
Costs and estimated earnings in excess
of billings 46,090
Prepaid expense and other assets 61,334
Total current assets 1,249,584
Property and equipment
Office furniture and equipment 21,278
Leasehold improvements 34,634
55,912
Less accumulated depreciation (23,857)
Total property and equipment 32,055
Other assets
Note receivable from affiliate 677,126
Advances to affiliates 58,423
Other assets 3,049
Total other assets 738,598
Total Assets $2,020,237
Liabilities and Stockholders Equity
Current liabilities
Accounts payable and accrued expenses $ 568,824
Billings in excess of costs and estimated
earnings on uncompleted contracts 26,553
Total current liabilities 595,377
Stockholders equity
Preferred stock, $.001 par value, authorized -
100,000 shares-no shares issued and outstanding --
Common stock, $.0001 par value,
authorized - 3,000,000 shares
issued and outstanding: 1,970,666 shares 197
Additional paid-in capital 3,931,116
Accumulated deficit (2,470,832)
Consulting agreement (35,621)
Total stockholders equity 1,424,860
Total liabilities and stockholders equity $2,020,237
</TABLE>
<TABLE>
Exhibit 99.2
Porter McLeod National Retail, Inc.
Statement of Operations and Retained Earnings (Deficit)
(Unaudited)
<CAPTION>
For the Four Months Ended
April 30, 1996
<S> <C>
Contract income $1,214,485
Contract costs 1,019,126
Gross Profit 195,359
General and administrative expenses 312,929
Income (loss) from operations (117,570)
Other income (expense):
Interest income 20,937
Other expense 0
Total other income (expense) 20,937
Net income (loss) before income taxes (96,633)
Income tax benefit (expense) 0
Net income (loss) $ ( 96,633)
Retained earnings (Deficit):
Beginning of period (2,374,199)
End of period $(2,470,832)
</TABLE>
Exhibit 27
Porter Mcleod National Retail, Inc.
Financial Data Schedule
For the Four Months Ended April 30, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 4-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> APR-30-1996
<CASH> 380,785
<SECURITIES> 0
<RECEIVABLES> 776,052
<ALLOWANCES> 20,000
<INVENTORY> 0
<CURRENT-ASSETS> 1,249,584
<PP&E> 55,912
<DEPRECIATION> 23,857
<TOTAL-ASSETS> 2,020,237
<CURRENT-LIABILITIES> 595,377
<BONDS> 0
0
0
<COMMON> 197
<OTHER-SE> 1,424,663
<TOTAL-LIABILITY-AND-EQUITY> 2,020,237
<SALES> 1,214,485
<TOTAL-REVENUES> 1,235,422
<CGS> 1,019,126
<TOTAL-COSTS> 1,019,126
<OTHER-EXPENSES> 312,929
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (96,633)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (96,633)
<EPS-PRIMARY> (.05)
<EPS-DILUTED> (.05)
</TABLE>