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, 1999
[ ] 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 0-22310
LAS VEGAS AIRLINES, INC.
(Exact Name of Registrant as specified in its Charter)
Delaware 33-0564327
(State or other Jurisdiction of I.R.S. Employer Identi-
Incorporation or Organization fication No.)
24901 Dana Point Harbor Drive, Suite 200, Dana Point, California 926290
(Address of Principal Executive Offices) (Zip Code)
(949) 489-2400
(Registrant's Telephone Number, including Area Code)
Indicate by check mark whether the Registrant (i) 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 (of for such shorter period that the
Registrant was required to file such reports) and (ii) 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 practicable date.
Common Stock, $.001 par value 3,957,400
- ---------------------------------- ------------------
Title of Class Number of Shares outstanding
at June 30, 1999
No exhibits included.
1
<PAGE>
<TABLE>
<CAPTION>
LAS VEGAS AIRLINES, INC.
Statements of Financial Position
ASSETS
Sept. 30, June 30,
1998 1999
<S> <C> <C>
CURRENT ASSETS - CASH $ 185,130 $
-------------- -
EQUITY INVESTMENT 638,758
DEPOSITS 542,000
TOTAL ASSETS $ 1,180,758 $
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 2,634 $
Note payable - related party 966,100
Total Current Liabilities $ 968,734 $
STOCKHOLDERS' EQUITY
Preferred Stock, $.001 par value; 1,000,000 shares
authorized; no shares issued and outstanding
Common Stock, $.001 par value; 20,000,000 shares
authorized; 3,937,000 and 3,957,400 shares
issued and outstanding 3,937 3,957
Additional paid-in Capital 631,509 682,489
Accumulated deficit during the development stage (238,292) (686,446)
TOTAL STOCKHOLDERS' EQUITY 397,154
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,180,758 $
</TABLE>
The accompanying notes are an integral part of the financial
statements.
2
<PAGE>
<TABLE>
<CAPTION>
LAS VEGAS AIRLINES, INC.
Statements of Operations
FOR THE NINE MONTHS FOR THE THREE
MONTHS ENDED MONTHS ENDED
June 30, June 30,
1999 1998 1999 1998
<S> <C> <C> <C> <C>
REVENUES $ $ $ $
OPERATING EXPENSES - General
and Administrative 260,325 116,683 423 116,653
TOTAL OPERATING EXPENSES 260,325 116,683 423 116,653
WRITE OFF OF INVESTMENT (638,758)
GAIN ON TRANSFER OF ASSETS 450,929 450,929
NET (LOSS) $ (448,154) $ (116,683) $ (450,506) $ (116,653)
NET (LOSS) PER SHARE $ (.11) $ (Nil)(Nil) (Nil)
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 3,938,700 3,624,600 3,957,400 3,624,600
</TABLE>
See accompanying Notes to Financial Statements.
3
<PAGE>
<TABLE>
<CAPTION>
LAS VEGAS AIRLINES, INC.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS FOR THE THREE
ENDED MONTHS ENDED
June 30, June 30,
1999 1998 1999 1998
CASH FLOWS FROM OPERATING
ACTIVITIES
<S> <C> <C> <C> <C>
Net (Loss) $ (448,154) $ (116,683) $ 450,506 $ (116,653)
(Increase) in deposit 542,000 (10,000) 542,000 (10,000)
Increase (decrease) in accounts
payable (968,734) 44,791 (992,929) 44,761
Net cash flows from operating
activities (874,888) (81,892) (423) (81,892)
CASH FLOWS FROM INVESTING ACTIVITIES
Equity Investment 638,758 (250,000) (250,000)
Net cash used in investing activities 638,858 (250,000) (250,000)
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from related party loan 10,100 10,100
Sale of Common Stock 51,000 430,000 430,000
Net Cash flows from financing
activities 51,000 440,100 440,100
NET INCREASE (DECREASE) IN CASH (185,130) 108,208 (423) 108,208
CASH BALANCE AT BEGINNING
OF PERIOD 185,130 423
CASH BALANCE AT END OF
PERIOD $ $ 108,208 $ $ 108,208
</TABLE>
The accompanying notes are an integral part of
the financial statements.
4
<PAGE>
LAS VEGAS AIRLINES, INC. Notes to Financial Statements
NOTE 1 ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The Company was incorporated under the laws of the State of Delaware
on May 4, 1992. The Company was engaged in the business of offering
scheduled Commuter and Charter airline services through its
subsidiary, Las Vegas Airlines, Inc. (Nevada). The Company wrote off
its ownership of Las Vegas Airlines, Inc. (Nevada) during the
December 1998 quarter. As of June 30, 1999 the Company transferred
its rights to $542,000 in deposits and rights pertaining to its
ownership of Las Vegas Airlines, Inc. (Nevada) to a related party in
exchange for its assumption of $992,929 in debt of the Company.
The accompanying financial statements 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, 1999, the results of
operations for the three and six months ended June 30, 1999 and
1998, and the cash flows for the three and six months ended June 30,
1999 and 1998.
Reference is made to the Company's Form 10-KSB for the year ended
September 30, 1998. The results of operations for the three months
ended June 30, 1999 are not necessarily indicative of the results of
operations to be expected for the full fiscal year ending September
30, 1999.
NOTE 2 CASH AND CASH EQUIVALENTS
The Company considers all short-term investments with an original
maturity of three months or less to be cash equivalents.
5
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
The Company ceased operations in December 1998.
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
Exhibits--None
Reports on Form 8-K--None.
6
<PAGE>
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 thereunto duly authorized.
LAS VEGAS AIRLINES, INC.
Date: August 1, 1999 By: /s/ Jehu Hand
-------------
Jehu Hand
President and Chief Financial
Officer (chief financial officer
and accounting officer and duly
authorized officer)
7
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE STATEMENTS FOR THE THREE MONTHS ENDED June 30, 1999 AND
AS OF June 30, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000911317
<NAME> LAS VEGAS AIRLINES, INC.
<MULTIPLIER> 1
<CURRENCY> US dollars
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Sep-30-1999
<PERIOD-START> Apr-01-1999
<PERIOD-END> Jun-30-1999
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 3,957
<OTHER-SE> (3,957)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 260,325
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (260,325)
<INCOME-TAX> 0
<INCOME-CONTINUING> (260,325)
<DISCONTINUED> 0
<EXTRAORDINARY> (187,829)
<CHANGES> 0
<NET-INCOME> (448,154)
<EPS-BASIC> (.11)
<EPS-DILUTED> (.11)
</TABLE>
