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Previous: GRANDEUR INC, NT 10-Q, 1998-05-13 |
Next: LATIN AMERICAN TELECOMMUNICATIONS VENTURE CO, 10QSB, 1998-05-13 |
UNITED STATES
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, 1998
[ ] 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. 33-55254-23
STAR DOLPHIN, INC.
(Exact name of Small Business Issuer as specified in its charter)
NEVADA 87-0438634
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
12 East 44th Street, New York, New York 10017
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (212) 328-1660
Indicate by check mark whether the Issuer (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 Issuer
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding as of March 31, 1998
- -------------------------------------- --------------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK 2,000,000 SHARES
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF REPRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and, therefore, do not include
all information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows and stockholders' deficit in
conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the quarter
ended March 31, 1998, are not necessarily indicative of the results that can be
expected for the year ending December 31, 1998.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Company has had no operational history and has yet to engage in
business of any kind. All risks inherent in new and inexperienced enterprises
are inherent in the Company's business. The Company has not made a formal study
of the economic potential of any business. At the present, the Company has not
identified any assets or business opportunities for acquisition. During the
quarter, the Company paid $3,000 for expenses relating to public filings and
other administrative expenses.
The Company has no liquidity and no presently available capital
resources, such as credit lines, guarantees, etc. and should a merger or
acquisition prove unsuccessful, it is possible that the Company may be dissolved
by the State of Nevada for failing to file reports. The major shareholder is
paying necessary expenses for the Company. Should management decide not to
further pursue its acquisition activities, management may abandon its activities
and the shares of the Company would become worthless.
Based on current economic and regulatory conditions, Management
believes that it is possible, if not probable, for a company like the Company,
without assets or many liabilities, to negotiate a merger or acquisition with a
viable private company. The opportunity arises principally because of the high
legal and accounting fees and the length of time associated with the
registration process of "going public". However, should any of these conditions
change, it is very possible that there would be little or no economic value for
anyone taking over control of the Company.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Financial Statements as of March 31, 1998
27 Financial Data Schedule
(b) Reports on Form 8-K
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Issuer has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
STAR DOLPHIN, INC.
Dated: May 13, 1998 /s/ Phillip Wong Wah Lik
Phillip Wong Wah Lik, President and Director
<PAGE>
SMITH & COMPANY
A PROFESSIONAL CORPORATION OF
CERTIFIED PUBLIC ACCOUNTANTS
MEMBERS OF: 10 WEST 100 SOUTH, SUITE 700
AMERICAN INSTITUTE OF SALT LAKE CITY, UTAH 84101
CERTIFIED PUBLIC ACCOUNTANTS TELEPHONE: (801) 575-8297
UTAH ASSOCIATION OF FACSIMILE: (801) 575-8306
CERTIFIED PUBLIC ACCOUNTANTS E-MAIL: [email protected]
- --------------------------------------------------------------------------------
INDEPENDENT AUDITOR'S REPORT
The Board of Directors and Shareholders
Star Dolphin, Inc.
The accompanying balance sheet of Star Dolphin, Inc. as of March 31, 1998, and
the related statements of operations, and cash flows for the three months ended
March 31, 1998 and 1997, and for the period from inception to March 31, 1998,
and statements of stockholders' deficit for the period from inception to March
31, 1998 were not audited by us and, accordingly, we do not express an opinion
on them.
/s/ Smith & Company
CERTIFIED PUBLIC ACCOUNTANTS
Salt Lake City, Utah
May 7, 1998
F-1
<PAGE>
STAR DOLPHIN, INC.
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
March 31,
1998
----------------------
ASSETS
CURRENT ASSETS
<S> <C>
Cash in bank $ 0
----------------------
TOTAL CURRENT ASSETS 0
OTHER ASSETS
Organization costs 0
0
----------------------
$ 0
======================
LIABILITIES & DEFICIT
CURRENT LIABILITIES
Accounts payable - related party $ 3,000
----------------------
TOTAL CURRENT LIABILITIES 3,000
STOCKHOLDERS' DEFICIT
Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding
2,000,000 shares 2,000
Additional paid-in capital 3,600
Deficit accumulated during the
development stage (8,600)
----------------------
TOTAL STOCKHOLDERS' DEFICIT (3,000)
----------------------
$ 0
======================
</TABLE>
F-2
<PAGE>
STAR DOLPHIN, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
4/14/86
Three Months Ended (Date of
March 31, inception) to
1998 1997 3/31/98
----------------- ----------------- -----------------------
<S> <C> <C> <C>
Net sales $ 0 $ 0 $ 0
Cost of sales 0 0 0
----------------- ----------------- -----------------------
GROSS PROFIT 0 0 0
General and administrative expenses 3,000 0 8,600
----------------- ----------------- -----------------------
NET LOSS $ (3,000) $ 0 $ (8,600)
================= ================= =======================
Net income (loss) per weighted
average share $ .00 $ .00
================= =================
Weighted average number of common
shares used to compute net income
(loss) per weighted average share 2,000,000 1,000,000
================= =================
</TABLE>
F-3
<PAGE>
STAR DOLPHIN, INC.
(A Development Stage Company)
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
(Unaudited)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During
Par Value $0.001 Paid-in Development
Shares Amount Capital Stage
--------------- --------------- ----------------- ------------------
<S> <C> <C> <C> <C>
Balances at 4/16/86 (Date of inception) 0 $ 0 $ 0 $ 0
Issuance of common stock (restricted)
at $.002 per share at 6/4/86 1,000,000 1,000 1,000
Net loss for period (1,950)
--------------- --------------- ----------------- ------------------
Balances at 12/31/86 1,000,000 1,000 1,000 (1,950)
Net loss for year (10)
--------------- --------------- ----------------- ------------------
Balances at 12/31/87 1,000,000 1,000 1,000 (1,960)
Net loss for year (10)
--------------- --------------- ----------------- ------------------
Balances at 12/31/88 1,000,000 1,000 1,000 (1,970)
Net loss for year (10)
--------------- --------------- ----------------- ------------------
Balances at 12/31/89 1,000,000 1,000 1,000 (1,980)
Net loss for year (10)
--------------- --------------- ----------------- ------------------
Balances at 12/31/90 1,000,000 1,000 1,000 (1,990)
Net loss for year (10)
--------------- --------------- ----------------- ------------------
Balances at 12/31/91 1,000,000 1,000 1,000 (2,000)
Net income for year 0
--------------- --------------- ----------------- ------------------
Balances at 12/31/92 1,000,000 1,000 1,000 (2,000)
Net income for year 0
--------------- --------------- ----------------- ------------------
Balances at 12/31/93 1,000,000 1,000 1,000 (2,000)
Net income for year 0
--------------- --------------- ----------------- ------------------
Balances at 12/31/94 1,000,000 1,000 1,000 (2,000)
Net income for year 0
--------------- --------------- ----------------- ------------------
Balances at 12/31/95 1,000,000 1,000 1,000 (2,000)
Net income for year 0
--------------- --------------- ----------------- ------------------
Balances at 12/31/96 1,000,000 1,000 1,000 (2,000)
Issued for expenses at
$.0036 at 12/19/97 1,000,000 1,000 2,600
Net loss for year (3,600)
--------------- --------------- ----------------- ------------------
Balances at 12/31/97 2,000,000 2,000 3,600 (5,600)
Net loss for period (3,000)
--------------- --------------- ----------------- ------------------
Balances at 3/31/98 2,000,000 $ 2,000 $ 3,600 $ (8,600)
=============== =============== ================= ==================
</TABLE>
F-4
<PAGE>
STAR DOLPHIN, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
4/14/86
(Date of
Three Months Ended March 31, Inception) to
1998 1997 3/31/98
--------------- --------------- ----------------
OPERATING ACTIVITIES
<S> <C> <C> <C>
Net (loss) $ (3,000) $ 0 $ (8,600)
Adjustments to reconcile net (loss) to cash used
by operating activities:
Stock issued for expenses 0 0 3,600
Amortization 0 0 50
Changes in liabilities:
Accounts payable - related party 3,000 0 3,000
--------------- --------------- ----------------
NET CASH USED
BY OPERATING ACTIVITIES 0 0 (1,950)
INVESTING ACTIVITIES
Organization costs 0 0 (50)
--------------- --------------- ----------------
NET CASH PROVIDED (USED)
BY INVESTING ACTIVITIES 0 0 (50)
FINANCING ACTIVITIES
Proceeds from sale of common stock 0 0 2,000
--------------- --------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 0 2,000
--------------- --------------- ----------------
INCREASE IN CASH
AND CASH EQUIVALENTS 0 0 0
Cash and cash equivalents at beginning of year 0 0 0
--------------- --------------- ----------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 0 $ 0 $ 0
=============== =============== ================
</TABLE>
F-5
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from Star Dolphin, Inc. March 31, 1998 financial statements
and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<CIK> 0000894532
<NAME> STAR DOLPHIN, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 3,000
<BONDS> 0
0
0
<COMMON> 2,000
<OTHER-SE> (5,000)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,000)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
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