EMERGING GAMMA CORP
10QSB, 2000-08-14
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2000.

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________________ to ___________________.

 

Commission file number: 33-61890-FW

 

EMERGING GAMMA CORPORATION
(Exact name of small business issuer in its charter)

DELAWARE
(State or other jurisdiction of
Incorporation or organization)

72-1235452
(I.R.S. Employer
Identification No.)

220 Camp Street, New Orleans, Louisiana
(Address of principal executive offices)

70130
(Zip Code)

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  /  /

 

The number of shares outstanding of the issuer's classes of Common Stock as of June 30, 2000:

Common Stock, $1.00 Par Value - 43,600 shares

 

 

 

EMERGING GAMMA CORPORATION

Index to Form 10-Q

Part I. FINANCIAL INFORMATION

 

Item 1.

Financial Statements (Unaudited)

   

Balance Sheets as of June 30, 2000 and March 31, 2000

   

Statements of Operations for the Three Months Ended June 30, 2000 and 1999

   

Statements of Cash Flows for the Three Months Ended June 30, 2000 and 1999

   

Notes to the Financial Statements

 

Item 2.

Management's Discussion and Analysis of Financial condition and Results of Operations

     

Part II. OTHER INFORMATION

 

Item 1.

Legal Proceedings

 

Item 2.

Changes in Securities and Use of Proceeds

 

Item 3.

Defaults Upon Senior Securities

 

Item 4.

Submission of Matters to a Vote of Security Holders

 

Item 5.

Other Information

 

Item 6.

Exhibits and Reports on Form 8-K

PART 1.  FINANCIAL STATEMENTS
Item 1. Financial Statements

 

EMERGING GAMMA CORPORATION
(A Company in the Development Stage)

BALANCE SHEETS

ASSETS

 

June 30,
2000

March 31,
2000

Current Assets

   

  Cash and cash equivalents

$     300,288   

$     301,812   

  Accrued interest receivable

2,250   
__________   

-   
___________   

Total Assets

$    302,538   

$     301,812   

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities

   

  Accounts payable

$       2,700   
__________   

$        2,700   
___________   

     

Stockholders' Equity

   

  Preferred Stock, $1.00 par value; 2,000,000 shares authorized;
    no shares subscribed, issued and outstanding


$           -   


$           -   

  Common Stock, $1.00 par value; 20,000,000 shares authorized;
    43,600 shares issued and outstanding


43,600   


43,600   

  Additional Paid-in Capital

252,231   

252,231   

  Retained Earnings

4,007   
___________   

3,281   
__________   

Total Stockholders' Equity

299,838   
___________   

299,112   
__________   

Total Liabilities and Stockholders' Equity

$    302,538   

$   301,812   

     

The accompanying notes are an integral part of these financial statements.

 

 

EMERGING GAMMA CORPORATION
(A Company in the Development Stage)

STATEMENTS OF OPERATIONS

 

For the
Three Months
Ended
June 30, 2000

For the
Three Months
Ended
June 30, 1999

     

INTEREST INCOME

$          4,702   

$          3,774   

COSTS AND EXPENSES

(3,976)  
____________   

(3,168)  
____________   

INCOME BEFORE TAX PROVISION

726   

606   

TAX PROVISION

-   
____________   

-   
____________   

NET INCOME

$           726   

$           606   

BASIC EARNINGS PER SHARE

$         0.017   

$         0.014   

WEIGHTED AVERAGE NUMBER OF
  SHARES OUTSTANDING


43,600   


43,600   

The accompanying notes are an integral part of these financial statements.

 

 

EMERGING GAMMA CORPORATION
(A Company in the Development Stage)

STATEMENTS OF CASH FLOWS

 

For the
Three Months
Ended
June 30, 2000

For the
Three Months
Ended
June 30, 1999

CASH FLOWS FROM OPERATING ACTIVITIES

   

  Net Income

$            726   

$            606   

  Adjustments to reconcile net income to
    net cash used by operating activities:

   

  Increase (decrease) in accounts payable

-   

-   

  Decrease (increase) in interest receivable

(2,250)  
_____________   

-   
____________   

  CASH (USED) PROVIDED BY OPERATING
    ACTIVITIES


(1,524)  


606   

INCREASE (DECREASE) IN CASH

(1,524)  

606   

CASH AND CASH EQUIVALENTS - BEGINNING

301,812   
_____________   

298,416   
____________   

CASH AND CASH EQUIVALENTS - ENDING

$        300,288   

$      299,022   

The accompanying notes are and integral part of these financial statements.

 

 

EMERGING GAMMA CORPORATION
(A Company in the Development Stage)
NOTES TO FINANCIAL STATEMENTS
(All information as of June 30, 2000 and 1999 is unaudited)

 

1.   DESCRIPTION OF ORGANIZATION:

Emerging Gamma Corporation (the "Company") was incorporated under the laws of the State of Delaware on February 10, 1993, for the purpose of seeking out business opportunities, including acquisitions, that the Board of Directors, in its discretion, believes to be good opportunities. Coincident with the formation of the Company, three similar companies were formed, managed by the same officers and directors, which are engaged in the same business. The Company will be heavily dependent on the skills, talents, and abilities of its management to successfully implement its business plan. An affiliate of a director is expected to be the source for most business opportunities submitted to the Company. Due to its currently limited funds, it is likely that the Company will not be able to compete with larger and more experienced entities for business opportunities which are less risky and are more attractive to such entities; business opportunities in which the Company ultimately participates will likely be highly risky and speculative.

The Company's proposed business is sometimes referred to as a "blind pool" because investors entrust their investment monies to the Company's management before they have a chance to analyze any ultimate use to which their money may be directed. Consequently, the Company's potential success is heavily dependent on the Company's management, which will have virtually unlimited discretion in searching for and entering into a business opportunity.

2.   SIGNIFICANT ACCOUNTING POLICIES:

The financial statements for the three months ended June 30, 2000 and 1999 are unaudited, but in the opinion of the management of the Company, contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position at June 30, 2000, the results of operations for the three months ended June 30, 2000 and 1999 and the cash flows for the three months ended June 30, 2000 and 1999.

The results of operations for the three months ended June 30, 2000 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending March 31, 2001.

3.   RELATED PARTY TRANSACTIONS:

Officers and directors will be compensated based on actual time and expenses devoted to the Company's business. During the quarters ended June 30, 2000 and 1999, a consulting fee of $750 per month was paid to the Company's Treasurer.

 

Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

          The Company has commenced no operations and has no activities. General and Administrative expenses for the three months ended June 30, 2000 and 1999 include consulting fees of $2,250.

 

IMPORTANT FACTORS RELATING TO FORWARD-LOOKING STATEMENTS

In connection with forward-looking statements contained in this Form 10-QSB and those that may be made in the future by or on behalf of the Company which are identified as forward-looking by such words as "believes," "intends" or words of a similar nature, the Company notes that there are various factors that could cause actual results to differ materially from those set forth in any such forward-looking statements. The forward-looking statements contained in this Form 10-QSB were prepared by management and are qualified by, and subject to, significant business, economic, competitive, regulatory and other uncertainties

and contingencies, all of which are difficult or impossible to predict and many of which are beyond the control of the Company. Accordingly, there can be no assurance that the forward-looking statements contained in this Form 10-QSB will be realized or the actual results will not be significantly higher or lower. These forward-looking statements have not been audited by, examined by, compiled by or subjected to agreed-upon procedures by independent accountants, and no third-party has independently verified or reviewed such statements. Readers of this Form 10-QSB should consider these facts in evaluating the information contained herein. In addition, the business and operations of the Company are subject to substantial risks which increase the uncertainty inherent in the forward-looking statements contained in this Form 10-QSB. The inclusion of the forward-looking statements contained in this Form 10-QSB should not be regarded as a representation by the Company or any other person that the forward-looking statements contained in this Form 10-QSB will be achieved. In light of the foregoing, readers of this Form 10-QSB are cautioned not to place undue reliance on the forward-looking statements contained herein.

PART II.   OTHER INFORMATION

Item 1.

LEGAL PROCEEDINGS
None

Item 2.

CHANGES IN SECURITIES AND USE OF PROCEEDS
None

Item 3.

DEFAULTS UPON SENIOR SECURITIES
None

Item 4.

SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
None

Item 5.

OTHER INFORMATION
None

Item 6.

EXHIBITS AND REPORTS ON FORM 8-K

 

(a)

Exhibits.

 

3.

Certificate of Incorporation and Bylaws

   

*3.1

Restated Certificate of Incorporation

   

*3.2

Bylaws

   

*3.3

Proposed Certificate of Amendment to the Restated Certificate of Incorporation

 

10.

Material Contracts

   

*10.1

1993 Stock Option Plan

   

*10.2

Form of Stock Option Agreements with Messrs. Keenan, Killeen, Jarrell and Chaffe with Schedule of Details

       

*Filed with Registration Statement on Form SB-2, File No. 33-61892-FW (the Registration Statement)
   and incorporated by reference.

 

(b)

Reports of Form 8-K.
  None

SIGNATURES

          Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on August 11, 2000.

 

 

EMERGING GAMMA CORPORATION

   
   
 

By:  /S/ BURT H. KEENAN
     ____________________________________
     Burt H. Keenan
     Chairman

          Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities on August 11, 2000.

 

By:

/S/ BURT H. KEENAN
______________________________
Burt H. Keenan

Chairman of the Board and Director

     

By:

/S/ D. B. H. CHAFFE III
______________________________
D. B. H. Chaffe III

Director

     

By:

/S/ DANIEL B. KILLEEN
______________________________
Daniel B. Killeen

Director

     

By:

/S/ JERRY W. JARRELL
______________________________
Jerry W. Jarrell

Chief Financial Officer, Secretary and Director

     
     



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