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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE COMMISSION ACT OF 1934
For the quarterly period ended May 31, 1999
Commission File Number: 001-05970
SILVER BUTTE MINING COMPANY
(Exact name of registrant as specified in its charter)
IDAHO 82-0263301
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification Number)
520 Cedar Street, Sandpoint, ID 83864
(Address of Principal Executive Offices) (Zip Code)
(208) 263-5154
Registrant's telephone number, including area code
Check whether the issuer (1) 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 ( )
The number of shares of Common Stock, $.05 par value, outstanding as
of May 31, 1999, was 7,828,748.
DOCUMENTS INCORPORATED BY REFERENCE: NONE
Transitional Small Business Disclosure Format (Check One): Yes ( ) No (X)
*****************************************************************************
Document page 1 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
FORM 10-QSB QUARTERLY REPORT
May 31, 1999
INDEX
Page
Number
Part I - FINANCIAL INFORMATION
Item 1. Condensed Financial Statements
Balance Sheets, May 31, 1999, and August 31, 1998 3
Income statements for the three months and nine months
ended May 31, 1999, and 1998 4
Cash Flow Statements for the nine months ended May 31, 1999,
and 1998 5
Notes to Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Signature Page 8
Document page 2 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
CONDENSED BALANCE SHEETS
May 31, 1999 and August 31, 1998
<TABLE>
February 28, August 31,
1999 1998
____________ ____________
<C> <S> <S>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 1,833 $ 480
Certificate of deposit for State lease 5,000 5,000
Marketable securities 63,773 70,336
Accounts receivable 831 1,091
Prepaid expenses 668 512
____________ ____________
TOTAL CURRENT ASSETS 72,105 77,419
PROPERTY, PLANT & EQUIPMENT
Properties 3,000 3,000
Equipment and machinery 19,704 19,704
Accumulated depreciation (19,704) (19,704)
____________ ____________
3,000 3,000
____________ ____________
TOTAL ASSETS $ 75,105 $ 80,419
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 1,780 $ 2,660
____________ ____________
TOTAL CURRENT LIABILITIES 1,780 2,660
____________ ____________
SHAREHOLDERS' EQUITY
Common stock, $.05 par value
authorized 10,000,000 shares,
issued and outstanding,
7,828,748 shares 391,437 391,437
Additional paid-in capital 392,953 392,953
Accumulated deficit (711,065) (706,631)
____________ ____________
TOTAL SHAREHOLDERS' EQUITY 73,325 77,759
____________ ____________
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 75,105 $ 80,419
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
Document page 3 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
CONDENSED INCOME STATEMENTS
For the Three and Nine Months Ended May 31, 1999 and 1998
<TABLE>
Three Months Ended Nine Months Ended
__________________________ __________________________
May 31, May 31, May 31, May 31,
1999 1998 1999 1998
____________ ____________ ____________ ____________
<S> <C> <C> <C> <C>
REVENUES
Dividend income $ 831 $ 1,331 $ 2,437 $ 1,882
Interest income 74 84 233 1,030
Rock sales - - 504 780
Misc. other income 70 - 117 -
____________ ____________ ____________ ____________
Total Revenues 975 1.415 3,291 3,692
____________ ____________ ____________ ____________
EXPENSES
Wages and other
Compensation (918) (640) 3,810 5,350
Professional
Services 173 288 1,143 2,692
Rent & royalties 175 - 646 390
Office expense 79 211 234 560
Taxes and
Insurance - 29 1,044 709
Miscellaneous 94 1 848 330
____________ ____________ ____________ ____________
Total Expenses (397) 1,169 7,725 10,031
____________ ____________ ____________ ____________
INCOME (LOSS) BEFORE 1,372 246 (4,434) (6,339)
INCOME TAXES
INCOME TAXES - - - -
____________ ____________ ____________ ____________
NET INCOME (LOSS) $ 1,372 $ 246 $ (4,434) $ (6,339)
============ ============ ============ ============
Income (Loss) per Share
Of Common Stock
Outstanding $ 0.0002 $ 0.0000 $ (0.0006) $ (0.0008)
============ ============ ============ ============
Weighted Average Number
Of Common Shares
Outstanding 7,828,748 7,828,748 7,828,748 7,828,748
============ ============ ============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
Document page 4 of 8
4
<PAGE>
SILVER BUTTE MINING COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
For the Nine Months Ended May 31, 1999 and 1998
<TABLE>
Nine Months Ended
______________________________
May 31, May 31,
1999 1998
____________ ____________
<C> <S> <S>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss $ (4,434) $ (6,339)
Adjustments to reconcile net loss
to net cash used in operating
activities:
Decrease in payables (880) (3,640)
Increase in prepaid expenses (156) (1,685)
Decrease in receivables 260 1
____________ ____________
Net cash used in
operating activities (5,210) (11,663)
____________ ____________
CASH FLOWS FROM INVESTING ACTIVITIES
Decrease (increase) in marketable
securities 6,563 (71,383)
____________ ____________
Net cash provided by (used in)
investing activities 6,563 (71,383)
____________ ____________
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 1,353 (83,046)
Cash and Cash Equivalents at Beginning
of Period 480 89,297
____________ ____________
Cash and Cash Equivalents at End of Period $ 1,833 $ 6,251
============ ============
Interest expense paid $ - $ -
============ ============
Income taxes paid $ - $ -
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
Document page 5 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
NOTES TO CONDENSED FINANCIAL STATEMENTS
May 31, 1999
Note 1. Presentation of Interim Information
The accompanying unaudited condensed financial statements have
been prepared by Silver Butte Mining Company's management. In
management's opinion, these condensed financial statements
include all normal adjustments considered necessary to present
fairly the financial position as of May 31, 1999, and the
results of operations for the three and nine months ended May
31, 1999 and 1998, and cash flows for the nine months ended May
31, 1999 and 1998. Interim results are not necessarily
indicative of results for a full year.
The condensed financial statements and notes are presented as
permitted by Form 10-QSB, and do not contain certain information
that is included in the Company's annual financial statements
that are presented with Form 10-KSB.
Note 2. Company Business
The Company was incorporated under the laws of the State of
Idaho on January 19, 1965, and was in the exploratory mining
stage from its inception until it abandoned its status as a
development stage enterprise by ceasing all exploration
activities in 1994. The company's exploration efforts developed
no commercial ore deposits, and all capitalized mining costs
were written off. The Company continues to search for business
opportunities in the mining industry, and will also investigate
opportunities in other industries. The Company's meager
financial resources severely limit its ability to carry out the
type of exploration activity that it performed in past years,
and the Company's management considers it unlikely that the
Company will obtain additional funding with which to undertake
such exploration.
Note 3. Commitments and Contingencies
The Company sold a seven acre parcel of land in the fiscal
year ended August 31, 1996 that contained mine waste rock and
mill tailings. The Company believes there is a remote
possibility that this property may require some cleanup, and an
even more remote possibility that the Company may be required to
participate in the cost of such a cleanup, which the Company's
management estimates would be less than $10,000.
Document page 6 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
FORM 10-QSB QUARTERLY REPORT
May 31, 1999
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION
The Company was a mining company engaged in exploration
activities from its inception in 1965 through 1994. In 1994,
the Company abandoned all exploration activities, and is now
seeking other business opportunities in mining or other
industries. The Company continues to hold and maintain the
properties on which it performed its exploration efforts. The
Company's fiscal year ends on August 31.
Overview
The Company's management determined in 1994 that the Company
did not have the financial resources to continue to explore for
a commercial ore deposit after many years of unsuccessful
efforts. The Company has performed some reclamation work on its
mining properties since 1994, and is soliciting buyers for its
remaining real estate and mining equipment. The Company is
seeking other business opportunities. Management is unaware of
any such opportunities at this time and will disclose such
opportunities when and if they should arise.
Results of Operations
Revenues. The Company's interest income decreased slightly, and
the Company's dividend income decreased by $500 for the quarter
ended May 31, 1999, compared to the quarter ended May 31, 1998.
The decrease in dividends, when compared to the quarter ended
May 31, 1998, was partly the result of understated dividend
income in the quarter ended February 28, 1998, being reported in
the quarter ended May 31, 1998. Interest income decreased
significantly and dividend income increased significantly for
the nine months ended May 31, 1999, compared to the same period
ended May 31, 1998. This was the result of management's
decision to invest a significant portion of the Company's funds
in money market equity securities during the second quarter
ended February 28, 1998. There were no rock sales during the
third quarters ended May 31, 1999 or 1998, because of the
seasonal nature of such sales.
Expenses. Wages and other compensation reported as a negative
$918 during the quarter ended May 31, 1999, compared to $640
during the quarter ended May 31, 1998. This was caused by an
accounting error during the quarter ended February 28, 1999,
that continued to show a payable for compensation that had been
paid in the quarter ended February 28, 1999. The effects of
this overstatement were reversed in the quarter ended May 31,
1999. Rent and royalties were higher in the quarter ended May
31, 1999, than in the quarter ended May 31, 1998, because of
management's decision to amortize prepaid rent quarterly rather
than to expense the full amount of rent paid at the time of the
payments. Other expenses were generally lower in the quarter
Document page 7 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
FORM 10-QSB QUARTERLY REPORT
May 31, 1999
ended May 31, 1999, than the same quarter of the previous year,
but are not remarkable. Miscellaneous expenses were
significantly higher for the nine months ended May 31, 1999,
than in the nine months ended May 31, 1998, because of higher
reclamation work in the 1999 nine month period than in the 1998
period. Other expenses were generally lower in the 1999 nine
month period than in the 1998 nine month period.
Financial Position. There was a decrease in marketable securities
of $6,563 at May 31, 1999, when compared to the balance at
August 31, 1998, the previous fiscal year end. Securities were
sold to provide funds for administrative and reclamation
expenses, and to increase the cash balance at May 31, 1999.
There were no other remarkable changes in financial position
during the third quarter, other than the reduction in accounts
payable for compensation described above.
The Company may continue to sell marketable securities, if
necessary, during the balance of the fiscal year to provide cash
for operating expenses.
Cash Flows. Cash and cash equivalents increased $1,353 during
the nine months ended May 31, 1999. The net loss from
operations was funded by the sale of marketable securities as
discussed above. The Company has no plans for capital
expenditures that will require significant amounts of cash.
Cash and cash equivalents decreased by $83,046 during the nine
months ended May 31, 1998, as a result of the Company investing
in money market equity securities during that period.
SIGNATURE
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
SILVER BUTTE MINING COMPANY
Date July 14, 1999 /s/ R. Richard Rice
--------------------------------------
R. Richard Rice, President
(Principal Executive Officer and
Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements at May 31, 1999 (Unaudited) and is qualified in
its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1999
<PERIOD-END> MAY-31-1999
<CASH> 1,833
<SECURITIES> 63,773
<RECEIVABLES> 831
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 72,105
<PP&E> 22,704
<DEPRECIATION> 19,704
<TOTAL-ASSETS> 75,105
<CURRENT-LIABILITIES> 1,780
<BONDS> 0
0
0
<COMMON> 391,437
<OTHER-SE> (318,112)
<TOTAL-LIABILITY-AND-EQUITY> 75,105
<SALES> 0
<TOTAL-REVENUES> 3,291
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 7,725
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,434)
<INCOME-TAX> 0
<INCOME-CONTINUING> (4,434)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,434)
<EPS-BASIC> (0.001)
<EPS-DILUTED> (0.001)
</TABLE>
