SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10K
Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
For the Year Ending DECEMBER 31, 1998
Commission File #07883
BAGDAD CHASE, INC.
===========================================================================
(Exact Name of Registrant as Specified in its Charter)
State of Incorporation: Nevada I.R.S. I.D. 95-236978
Address of Principal Executive Office: 359 San Miguel Dr., Suite 203
Newport Beach, CA 92660
Registrants Telephone Number including Area Code: (949) 644-2644
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: $1.00 par value
common stock. Currently not registered with any exchange.
Shares of common stock issued and outstanding on December 31, 1998:
1,689,921 Number of Shareholders: 582.
The registrant has filed all reports required to be filed by Section 13 or
15(d) of the Securities and Exchange Act of 1934 during the preceding
twelve months and has been subject to such filing requirements for the past
ninety (90) days. X Yes No
DOCUMENTS INCORPORATED BY REFERENCE: NONE
<PAGE>
PART I
Current disclosure requirements covering the business, leases,
properties, legal proceedings and beneficial ownership.
1. Business:
The Registrant was organized as a Nevada corporation in November,
1926. The name originally was Pacific Mines and Metals, Inc. In
May, 1968, there was a merger of three (3) corporations: Gold Ore
Mining Company, an Arizona Corporation, Crown Oil Company, a Utah
Corporation and Pacific Mines and Metals, Inc. Registrant was the
surviving corporation. On May 16, 1968, the name was changed to
Bagdad Chase, Inc.
The Registrant was originally formed to acquire mining property in
the Western States, namely California, Nevada and Idaho. The
Registrant's property consists of the following:
(1) The Bagdad Chase Mine consisting of twenty-six patented claims
located eight miles south of Ludlow, California in the Stedman
Mining District. Ludlow is fifty miles east of Barstow,
California on Highway 40. The property can be reached by a dirt
road from Ludlow only if access across the railroad tracks is
reopened. After continuous disputes with others, the railroad
made entry difficult. Road signs indicate the direction of the
mine. Additionally Bagdad Chase, Inc. controls 31 Stedman District
placer claims and will record Quitclaim Deeds from United States Oil
& Mineral Corporation to its interests in the entire Stedman District.
(2) The Golden Anchor Mine is located in the Marshall Lake Mining
District in Idaho County, Idaho. It consists of six patented
claims and forty-six unpatented claims. It is located three and
a half miles south of the Salmon River, fifty miles north of
McCall, and thirty-five miles southeast of Riggins. The mine
can also be reached on a road from McCall via Burgdorf, a
distance of forty-nine miles, or from Riggins along the Salmon
River to Cary Creek Road.
(3) The Oro Belle Mine is located in the Eastern part of San
Bernardino County, California. It consists of three patented
claims. The mine can be reached by taking Interstate Highway
15 (between Baker, California and Las Vegas, Nevada) to Nipton,
turning south on Highway 68 onto the Hart Mining road to
Ivanpah, then, onto a partially paved and partially dirt
road approximately seven miles. As amplified below, via an
agreement with Viceroy Resources Corporation, this mine has
been nearly depleted of its minerals.
All of these mines contain gold and silver mineralization. Bagdad Chase
Mine also contains minor copper mineralization. Between 1988 and 1992
Bagdad Chase, Inc. expended a quarter of a million dollars on the Golden
Anchor Mine in an effort to re-open the mine, survey and perfect additional
unpatented mining claims and complete the assessment work. The Oro Belle
Mine is currently leased to Viceroy Resources Corporation which is actively
mining it. After the Bagdad Chase lease with United States Oil & Mineral
Corporation was terminated by court order, an agreement was approved by
Bagdad Chase, Inc.'s Board of Directors and Shareholders (the latter
approval was at the June 12, 1993 annual meeting) to grant to United States
Oil & Mineral Corporation, or a qualified third party located by United
States Oil & Mineral Corporation, a sale/option to all of Company's Stedman
Mining District patents and claims for $3,500,000. United States Oil &
Mineral Corporation did not make any of its payments and Thomas S.
Hudspeth, Esq., the arbitrator designated by the Appeals Court, resolved
the matter making findings of fact that any interests of United States Oil
& Mineral Corporation expired. The court on December 17, 1998 gave a final
order confirming the binding award of the arbitrator in favor of Bagdad
Chase, Inc. so that Bagdad Chase will have complete control over its
properties. The lawyers believe the 10-year litigation will be completed
in the first Quarter of 1999, entirely in favor of Registrant.
2. Properties: Op. Cit. (Item 1. above).
3. Legal Proceedings: Op. Cit. (first of this page).
4. Submission of Matters to a Vote of Security:
As earlier referenced, at the June 12, 1993 annual meeting of Shareholders,
the shareholders approved granting to United States Oil & Mineral
Corporation or a qualified third party located by United States Oil &
Mineral Corporation a sale/option to all of Company's Stedman Mining
District patents and claims for $3,500,000, as earlier discussed herein.
The court has determined United States Oil & Mineral Corporation failed
timely to consummate this purchase and lost any and all interest in
Registrant's Bagdad Chase mine.
<PAGE>
PART II
5. Market for the Registrant's Common Equity and Related Stockholder
Matters:
There has been no market made since 1976. No dividends have been paid.
6. Selected Financial Data:
See Part IV.
7. Management's Discussion and Analysis of Financial Condition and
Results of Operations:
In 1997 the principal activity was the continued mining of the mine under
the control of Viceroy Resources Corporation. As the holder of the lease
agreement on the Oro Belle property in the Castle Mountain District of
eastern San Bernardino County, California, has been profitably operating
its vast mining properties at a low cash cost of $179 per ounce while
realizing a gold price of approximately $400.
No effort was extended nor further funds expended on the Golden Anchor
property except for necessary claim maintenance.
8. Disagreements on Accounting and Financial Disclosure:
None.
<PAGE>
PART III
9. Officers and Directors of the Registrant:
<TABLE>
<CAPTION>
Name of Director Age Year First Elected Term expires Position
<S> <C> <C> <C> <C>
Lee Bernard 84 1985 (*) Board Chair
Kermit Skeie 84 1981 (*)
Phillip J. Buller 50 1974 (*) President
Paul W. Buller 52 1985 (*)
George Rodda, Jr. 68 1987 (*) Secretary/CFO
(*) next meeting of Shareholders
</TABLE>
10. Management Remuneration and Transactions:
The following table and the accompanying notes show the remuneration paid
by Company during the year ending December 31, 1998 to all officers and
directors. No executive officer or director received remuneration
exceeding $60,000 during 1997, and no officer or director received
contingent remuneration.
<TABLE>
<CAPTION>
Name Capacity Cash compensation
<S> <S> <S>
Lee Bernard Board Chair $ 200.00
Kermit Skeie Director 200.00
Phillip J. Buller President 200.00
Paul W. Buller Director 200.00
George Rodda, Jr. Secretary/Chief Financial Officer 200.00
</TABLE>
11. Security Ownership of Certain Beneficial Owners and Management:
<TABLE>
<CAPTION>
Name and Occupation Director Since Common Stock Owned
<S> <C> <C>
Phillip J. Buller 1974 53,647
Contractor
Kermit Skeie 1981 39,000
Management Engineering Consultant
H. Lee Bernard 1984 24,230
Retired (Served 4 terms during 1970's)
Paul W. Buller 1985 45,598
Pilot (Served 2 terms during 1980's)
George Rodda, Jr. 1987 30,707
Attorney
Other beneficial owners with more than 5% of shares:
Elizabeth D. Murphy (Aggregate) 212,882
</TABLE>
12. Certain Relationships and Related Transactions:
None
<PAGE>
PART IV
13. Financial Statement Schedules:
A. Unaudited Profit and Loss
<TABLE>
<CAPTION>
JAN - DEC '98
<S> <C>
Ordinary Income/Expense
Income
Mineral Royalties 52,483.50
Total Income 52,483.50
Expense
FILING FEES 210.00
REGISTRATION FEE 600.00
PHOTOS 1.78
ASSESSMENT 4,600.00
GOLDEN ANCHOR MINE TRAVEL 100.00
DIRECTORS/BD EXPENSE 589.48
USOMC 145.00
ARBITRATOR FEES 550.00
DIRECTOR'S FEES/BD MTG 1,000.00
SHARES PURCHASE 50.00
PROPERTY TAX 19,712.89
MOTION FEE 23.00
CORP STM FILING FEE 10.00
INSURANCE 1,911.59
LICENSES/PERMITS 288.00
PROFESSIONAL FEES
ACCOUNTING 5,560.00
LEGAL FEES 6,775.35
TOTAL PROFESSIONAL FEES 10,905.35
RENT 6,950.00
TAXES
PROPERTY 464.20
STATE 800.00
OTHER 39.66
TOTAL TAXES 1,303.86
TOTAL EXPENSE 48,950.95
NET INCOME 3,532.55
</TABLE>
<TABLE>
<CAPTION>
B. UNAUDITED BALANCE SHEET DEC 31, 1997 DEC 31, 1998
<S> <C> <C>
ASSETS
CURRENT ASSETS
CHECKING 56.46 3,589.01
TOTAL 56.46 3,589.01
OTHER CURRENT ASSETS
MARKETABLE SECURITIES 83,086.00 83,086.00
ALLOWANCE FOR COST -60,136.00 -60,136.00
TOTAL OTHER CURRENT ASSETS 22,950.00 22,950.00
TOTAL CURRENT ASSETS 23,006.46 26,539.01
FIXED ASSETS
FIELD EQUIP.
ORIGINAL COST 9,495.00 9,495.00
DEPRECIATION - 9,495.00 -9,495.00
TOTAL 0.00 0.00
MACHINERY
ORIGINAL COST 2,178.00 2,178.00
DEPRECIATION - 2,178.00 - 2,178.00
TOTAL 0.00 0.00
MINE DEVELOPMENT COST
ORIGINAL COST 38,707.00 38,707.00
OTHER COST 14,600.00 14,600.00
TOTAL MINE DEVELOPMENT COST 53,307.00 53,307.00
TOTAL NON-PRODUCING MINES 20,833.00 20,833.00
TOTAL FIXED ASSETS 74,140.00 74,140.00
OTHER ASSETS
DEPOSITS -32,675.00 -32,675.00
TOTAL ASSETS 64,471.46 68,004.01
LIABILITIES & EQUITY
EQUITY
COMMON STOCK 239,460.00 239,460.00
ACCUMULATED DEFICIT -136,857.39 -136,857.39
RETAINED EARNINGS - 70,261.37 - 92,131.15
NET INCOME - 21,869.78 3,532.55
TOTAL EQUITY 64,471.46 68,004.01
TOTAL LIABILITIES AND EQUITY 64,471.46 68,004.01
</TABLE>
C. There were no Reports on Form 8K during 1996
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10 K
FOR THE YEAR ENDING DECEMBER 31, 1998
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report, on its behalf by the
Undersigned, thereunto duly authorized. PLEASE NOTE: the CPA's
compilation
will not be timely received, thus occasioning unaudited reports.
Dated: January 12, 1998
BAGDAD CHASE, INC.
a Nevada corporation
By
PHILLIP BULLER, President
By
GEORGE RODDA, JR., Secretary
Chief Financial Officer
(seal)
