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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
FORM 10-QSB
_________________________
Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the Quarter Ended June 30, 1997
Commission File Number 33-95606
MILE HIGH BREWING COMPANY, INC.
(Exact name of registrant as specified in charter)
Delaware 93-1145738
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
_______________________________
2401 Blake Street
Denver, Colorado 80205
(303) 299-0147
(Address, including Zip code, and telephone number,
including area code, of registrant's principal executive
offices)
____________________________________________________________
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.
[ X] YES [ ] NO
Transitional Small Business Disclosure Format
[ ] YES [X] NO
Number of shares of common stock outstanding as of
June 30, 1997:
4,693,787 shares, $.001 par value
============================================================
Mile High Brewing Company.
INDEX TO FORM 10-QSB
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Part I - FINANCIAL INFORMATION
The information included herein is unaudited. However, such
information reflects all adjustments (consisting solely of
normal, recurring adjustments) which are, in the opinion of
the Company's management, necessary for a fair presentation
of the results of operations for the interim periods. The
interim financial information and notes thereto should be
read in conjunction with the Company's latest annual report
on Form 10-KSB/A. The results of operations for the six
months ended June 30, 1997 are not necessarily indicative of
results to be expected for the entire year.
Item 1 -- Financial Statements
Balance Sheet - June 30, 1997 and December 31, 1996. . .
Statement of Operations - Three Months Ended and Six
Months Ended June 30, 1997 and 1996 . . . . . . . . . .
Statement of Cash Flows - Three Months Ended and Six
Months Ended June 30, 1997 and 1996 . . . .. . . . . . .
Notes to Financial Statements. . . . . . . . . .. . . . .
Item 2 -- Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . .
Part II - OTHER INFORMATION
Item 6 -- Exhibits and Reports on Form 8-K . . . . . . . .
Signatures . . . . . . . . . . . . . . . . . . . . . . . .
Item 1 -- Financial Statements
<TABLE>
MILE HIGH BREWING COMPANY
(A Development Stage Company)
Balance Sheet
<CAPTION>
June 30,
1997 December 31,
ASSETS (unaudited) 1996
------------ ------------
<C> <C> <C>
Current assets:
Cash and cash equivalents $ - $ 30,320
Accounts receivable 33,539 85,200
Other current assets, net 4,814 8,170
------------ ------------
Total current assets 38,353 123,690
Property and equipment, net 1,939,838 2,000,000
Other non-current assets, net 8,169 -
------------ ------------
Total assets $ 1,986,360 $ 2,123,690
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of capital lease
obligation 39,246 69,270
Accounts payable 842,939 816,664
Container Deposits 5,445 -
Reserve for impairment loss - 50,000
Other accrued liabilities 51,729 15,633
Payables to parent and affiliated
companies, net 1,950,450 1,834,547
------------ ------------
Total current liabilities 2,889,809 2,786,114
Long-term debt and capital lease 241,224 241,224
------------ ------------
Total liabilities 3,131,033 3,027,338
Commitments
Shareholders' equity:
Common stock, $.001 par value -
10,000,000 shares authorized,
4,693,787 and 4,690,167 shares
outstanding 4,694 4,694
Additional paid-in capital 2,252,274 2,252,274
Deficit accumulated during the
development stage (3,401,641) (3,160,616)
------------ ------------
Total shareholders' equity (1,144,673) (903,648)
------------ ------------
Total liabilities and shareholders' equity $ 1,986,360 $ 2,123,690
============ ============
</TABLE>
<TABLE>
MILE HIGH BREWING COMPANY
(A Development Stage Company)
Statement of Operations
(unaudited)
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
1997 1996 1997 1996
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Gross sales 30,064 462,537 46,834 567,151
Less: excise taxes 5,380 45,150 5,380 49,556
------------ ------------ ------------ ------------
Net sales 24,684 417,387 41,454 517,595
Cost of sales 78,682 513,881 113,432 687,550
------------ ------------ ------------ ------------
Gross profit (deficit) (53,998) (96,494) (71,978) (169,955)
Selling, general and
administrative expenses 28,723 164,738 166,265 324,809
------------ ------------ ------------ ------------
Loss from operations (82,721) (261,232) (238,243) (494,764)
Other income (expense)
Interest income (expense) (907) 441 (12,518) 3,378
Other income (expense) (187) (13,700) 9,736 (17,412)
------------ ------------ ------------ ------------
(1,094) (13,259) (2,782) (14,034)
Net loss $ (83,815) $ (274,491) $ (241,025) $ (508,798)
============ ============ ============ ============
Net loss per common share $ (0.02) $ (0.06) $ (0.05) $ (0.11)
============ ============ ============ ============
Weighted average number of
common shares outstanding 4,693,594 4,691,860 4,693,710 4,691,013
============ ============ ============ ============
</TABLE>
<TABLE>
MILE HIGH BREWING COMPANY
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
<CAPTION>
Six Months Ended June 30,
1997 1996
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (241,025) $ (508,708)
Reconciliation of net loss to net cash
used for operating activities:
Depreciation and amortization 66,666 85,215
Increase in deferred rent - 7,024
Changes in assets and liabilities:
Accounts receivable 51,661 (121,006)
Inventories - (226,329)
Other current assets 3,356 8,945
Other non-current assets (8,169) (7,171)
Accounts payable 26,275 248,852
Container deposits 5,445 -
Accrued liabilities (13,904) 175,534
------------ ------------
Net cash used for operating activities (109,695) (337,644)
Cash flows from investing activities:
Purchases of property and equipment (6,504) (217,176)
Sale of asset - 25,000
------------ ------------
Net cash provided (used) for
investing activities (6,504) (192,176)
Cash flows from financing activities:
Advances from affiliated companies, net 115,903 (205,308)
Deferred stock offering costs - (129,928)
Principal payments on capital lease (30,024) (31,676)
------------ ------------
Net cash (used for) provided by financing
activities 85,879 (366,912)
------------ ------------
Net decrease in cash and cash equivalents (30,320) (896,732)
Cash and cash equivalents:
Beginning of period 30,320 379,691
------------ ------------
End of period $ - $ (517,041)
============ ============
</TABLE>
BASIS OF PRESENTATION
The Company's financial statements enclosed herein are unaudited and,
because of the seasonal nature of the business and the varying schedule
of its special sales efforts, these results are not necessarily
indicative of the results to be expected for the entire year. In the
opinion of management, the interim financial statements reflect all
adjustments, consisting of only normal recurring items which are
necessary for a fair presentation of the results for the periods
presented. The accompanying financial statements have been prepared in
accordance with GAAP and SEC guidelines applicable to interim financial
information which require management to make certain estimates and
assumptions. These estimates and assumptions affect the reported
amounts of assets and liabilities, the disclosure of contingent assets
and liabilities as of the date of the financial statements, and the
reported amounts of revenues and expenses during the period. Actual
results could differ from those estimates. The accompanying financial
statements and related notes should be read in conjunction with the
financial statements and notes thereto included in the Company's Annual
Report on Form 10-KSB/A.
The Company is a development stage company established to produce and
sell hand-crafted ales in the State of Colorado. From the date
inception (February 14, 1994) trough June 30, 1997, the Company's
efforts have been directed primarily toward organizing and issue a
public offering of shares of its common stock, building and equipping
its brewery, and developing a marketable beer.
The accompanying financial statement have been prepared assuming the
Company will continue as a going concern. The Company is a development
stage company which has a limited and unprofitable operating history,
has negative working capital of $2,851,456, has limited access to
capital to fund future operations and ceased production of its own line
of ales and lagars in the fourth quarter of 1996. During 1996, the
Company recorded and impairment loss and has written it's assets down to
fair value and recorded a reserve for estimated costs to dispose of its
assets. Such factors, among other, raise substantial doubt as to the
Company's ability to continue as a going concern.
The Company's management has developed a plan to sell all of the
operating assets of the Company or to pursue contract brewing
opportunities in an effort to improve the cash flows of the Company.
Until management's plans are finalized, the Company intends to use
advance funds from an affiliated brewery's bridge loan from a proposed
investor to help finance activities (see Proposed Merger note).
As part of the plan, the Company entered into an investment agreement to
be merged with other affiliated companies and convert its stock into
shares of a new publicly traded entity as discussed in the Proposed
Merger note.
Property and Equipment
Property and Equipment consists of the following:
June 30, December 31
1997 1996
----------- -----------
Building and improvements $1,558,070 $1,558,070
Brewery equipment 1,501,117 1,495,074
Office furniture and equipment 25,274 25,274
Vehicles 21,711 21,250
----------- -----------
$3,106,172 $3,099,668
Less accumulated depreciation (334,093) (267,427)
Write down to fair value (832,241) (832,241)
----------- -----------
$1,939,838 $2,000,000
=========== ===========
Shareholders' Equity
The Company is authorized to issue 10 million shares of its common
stock. Each share of common stock entitles the holder to one vote. At
its discretion, the Board of Directors may declare dividends on share of
common stock, although the Board does not anticipate paying dividends in
the foreseeable future. In February 1994, the Company received $100,000
from WVI in exchange for 2,391,985 shares of unregistered common stock.
In connnection with the Company's initial stock offering under Oregon
securities laws, WVI agreed to place in escrow 2,391,985 shares of the
Company's unregistered common stock. These shares will be released from
escrow to the Company satisfies one or more certain earnings
requirements or establishes a bona fide over-the-counter trading market
for its common stock and maintains a bid price equal to or greater than
a stipulated benchmark price for 26 or more consecutive weeks. Unless
released pursuant to these conditions, the 2,391,985 shares sall remain
in escrow until unconditionally released in 25% increments on July 31,
2001, 2002, 2003 and 2004. Based on the ownership change anticipated by
management described in the Proposed Merger note, the shares will not be
released from escrow, and all shares will be converted to shares of the
new Company. The shares, while in escrow, entitle WVI to the same
rights and privileges as all other shareholders of common stock, except
for certain rights relating to transferability and liquidation.
Net Loss Per Share
Net loss per common share is calculated based on the weighted average
number of common shares and common share equivalents outstanding.
Outstanding options to purchase shares of the Company's common shares
have not been included in the calculations as their effect would be
anti-dilutive.
Stock Incentive and Stock Grant Plans
During 1994, the Board of Directors established a pool of 250,000 shares
of the Company's common stock for a stock incentive plan for issuance to
employees, directors and consultants of the Company pursuant to the
exercise of stock options granted under the plan or stock grants or
stock sales. Administration of the plan, including determination of the
number of shares to be issued, the term of exercise of any option, the
option exercise price, and type of options to be granted, lies with the
Board of Directors or a duly authorized committee of the Board of
Directors.
No compensation expense has been recorded as a result of granting any of
the options as all such options were granted with an exercise price
equal to the market price on the date of grant.
Options granted by the Company are expected to be converted to options
of the new company expected to be formed in the consolidation of the
Company and its affiliates at the same conversion rate as the conversion
of common stock discussed in the Pending Consolidation note.
Income Taxes
No benefit for income taxes was recognized for the six months or three
months ended June 30, 1997 and 1996 in the accompanying statement of
operations as there can be no assurance that the Company will generate
taxable income in the future against which such benefits could be
realized.
At June 30, 1997, the Company had a net operating loss carryforward
aggregating approximately $3.4 million for federal income tax purposes,
which may be used to offset future taxable income, if any. The annual
utilization of this carryforward may be limited if the Company undergoes
the ownership change anticipated by management (see Proposed Merger
note) or fails to meet continuity of business requirements defined by
the Internal Revenue Code. The Company's net operating loss
carryforwards beginning expiring in 2010.
Related Parties
Nature of related partiesThe Company's president, Jim Bernau, partially
owns and controls Willamette Valley Vineyards (WVV), a winery in Oregon,
Willamette Valley Inc. (WVI) and Nor'Wester Brewing Company,
Inc.(Nor'Wester), a microbrewery in Oregon. Additionally, Mr. Bernau is
the president of each of the following subsidiaries of WVI: Aviator
Ales, Inc. (AAI); Mile High Brewing Company (MHBC); Bayhawk Ales, Inc.
(BAI); and North Country Brewing Company, Inc. (NCBCI); development
stage companies located in Washington, Colorado and California,
respectively. As a result of certain arrangements between the Company
and its affiliates, as well as Mr. Bernau's positions with and/or
ownership interests in each of these companies, inherent conflicts of
interest exist with respect to the pricing of services, the sharing of
resources and allocation of the Mr. Bernau's time.
Related Party Transactions
The Company purchased management and administrative services from WVI at
a total cost of $7,048 and $12,645 for the three months ended June 30,
1997 and 1996, respectively. WVI contracts for certain of these
services under a general services agreement between WVI and Nor'Wester.
Strategic Alliance and Cooperative Brewing AgreementsThe Company has
entered into a Strategic Alliance (the "Alliance") with AAI, Nor'Wester,
BAI, NCBCI, and WVI. Nor'Wester, AAI, MHBC, and BAI are individually
referred to as a "Cooperative Brewer." The purpose of the Alliance is
to promote and support the growth of all of the Alliance members by
increasing production at each Cooperative Brewer's facility and
supporting the entry of Nor'Wester products into new markets. To
achieve this goal, each Cooperative Brewer agreed to cooperatively brew
Nor'Wester's products, and to support the entry of these products into
new markets by facilitating Nor'Wester's access to the Cooperative
Brewer's network of distributors. During January, 1997, AAI and MHBC
ceased cooperative brewing of Nor'Wester beers.
As a result of the administrative services purchased and loans provided
by WVI and the loan received from Nor'Wester, the Company has advances
and loans payable to affiliates of $1,950,450 at June 30, 1997. Because
management expects these advances and loan will eventually be eliminated
when the proposed merger occurs, as discussed in the Proposed Merger
note, these advances have been classified as current payables to
affiliates at June 30, 1997.
Impairment of Assets
Subsequent to December 31, 1996, the Company's management developed a
Plan to sell the operating assets of the Copany or to pursue contract
brewing opportunities. While management searches for other potential
buyers, the Company isoperating on a limited basis as a contract brewer
for a locan brewery and is looking for other contract brewing
opportunities. No definitive agreement has been reached, but management
has received an offer of approximately $2 million in exchange for all of
the Company's prepertyu and equipment at the brewery and assumption of
the facility lease.
Proposed Merger and Investment by UBA
In light of lower than anticipated 1996 operating results, lower than
anticipated first quarter 1997 sales and other operating results and
adverse conditions within the craft beer industry in general,
representatives of UBA and management and the investment bankers of the
affiliated companies renegotiated the terms of the original UBA
investment discussed in Form 10KSB/A for the year ended 1996 and Form
10QSB/A for the quarter ended March 31, 1997. The renegotiation
reflects a significantly lower valuation for the affiliate companies, a
reduction in the total amount of cash to be invested by UBA to $5.5
million and a reduction of UBA's percentage ownership position in UCB to
40% following consolidation. The Company and its affiliates
(Nor'Wester, WVI, AAI and MHB) entered into an investment agreement with
United Breweries of America, Inc. (UBA), an entity controlled by the UB
Group of Bangalore, India. The agreement provides for Nor'Wester, WVI,
AAI, MHBC and BAI to merge into a company to be known as United Craft
Brewers (UCB). This proposed merger will result in the issuance of
newly registered shares of UCB common stock in exchange for shares of
Nor'Wester, WVI and its subsidiaries. The merger and share exchange
will require approval by the Boards of Directors and shareholders of
each of the entities. Following the merger, all shareholders in the
Nor'Wester /WVI alliance will hold shares in UCB, a company which is
intended to be listed for trading on the Nasdaq National Market system
under the symbol ALES. Shares of Nor'Wester, WVI, AAI, BAI, and MHB
outstanding at the effective time of each merger (other than shares of
Aviator common stock, Bayhawk common stock and Mile High common stock
owned by WVI) will be converted into the right to receive 0.3333333,
0.0785714, 0.0523809, 0.0785714 and 0.0523809 shares, respectively, of
UCB common stock.
Impact of Recent Accounting Pronouncements
In February 1997, the Financial Accounting Standards Board("FASB")
issued Statement of Financial Accounting StandardsNo. 128 "Earnings Per
Share" ("SFAS 128") and Statement of Financial Accounting Standards No.
129, "Disclosure of Information about Capital Structure" ("SFAS
129")which are effective for fiscal years ending after December 15,
1997. The Company believes the implementation of these statementswill
not have a material effect on its results of operationsor financial
statement disclosures.
Subsequent Events
Final adoption of the Proposed Merger and Investment is subject to
approval by shareholder vote scheduled to take place at the Company's
annual shareholder meeting on August 25, 1997, shareholder approval by
vote for each of the Company's affiliates (Nor'Wester, WVI, AAI and MHB)
also scheduled to be held on August 25, 1997 and other closing
conditions contained within the Investment Agreement.
Item 2 -- Management's Discussion and Analysis of Financial
Condition and Results of Operations
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-Looking Information
This Management's Discussion and Analysis of Financial Condition and
Results of Operations and other sections of this Form 10-QSB contains
forward-looking information within the meaning of the Private Securities
Litigation Reform Act of 1995. This forward-looking information
involves risks and uncertainties that are based on current expectations,
estimates and projections about the Company's business, management's
beliefs and assumptions made by management. Words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks," "estimates" and
variations of such words and similar expressions are intended to
identify such forward-looking information. Therefore, actual outcomes
and results may differ materially from what is expressed or forecasted
in such forward-looking information due to numerous factors, including,
but not limited to, availability of financing for operations, successful
performance of internal operations, impact of competition, changes in
distributor relationship or performance, successful completion of the
planned consolidation of the Affiliated Companies, and other risks
detailed below as well as those discussed elsewhere in this Form 10-QSB.
In addition, such statements could be affected by general industry and
market conditions and growth rates, and general domestic economic
conditions.
Results of Operations
Three Months Ended June 30, 1997 Compared to Three Months
Ended June 30, 1996
Gross Revenues and Cost of Sales
Gross revenues from beer and retail products totaled $30,064 for the
quarter June 30, 1997 and $462,537 for the quarter ended June 30, 1996,
a decrease of 94%. The decrease is due to Mile High's inability to
effectively penetrate and establish its brand in the local Colorado
market. During the first quarter of 1997, Mile High's management
established a plan to sell the operating assets of Mile High and is
looking for other contract brewing opportunities. Based on this plan and
pursuant to SFAS 121, management has recorded a partial write-down of
operating brewery assets to their estimated fair value. Management's
estimate of this write-down, based on a pending offer, is $832,241. In
addition, management estimates the cost to dispose of the assets to be
$50,000, and this amount was recorded in the financial statements as of
December 31, 1996, as part of the impairment loss. Until management's
plans are finalized, Mile High intends to use advances from Nor'Wester's
bridge loans from UBA to help finance activities. Mile High is currently
operating on a limited basis as a contract brewer for a local brewery.
No definitive agreement has been reached regarding the sale or lease of
the facility, but management has received an offer of approximately $2
million in exchange for all of MHB's property and equipment and
assumption of the facility lease.
Selling, General and Administrative
Selling, general and administrative expenses decreased to $28,723 for
the quarter ended June 30, 1997 from $164,738 for the quarter ended June
30, 1996. The decrease is primarily attributable to management's
decision to limit operations to third-party brewing contracts.
Net loss
As a result of the individual line items discussed above, net loss was
$83,815 for the quarter ended June 30, 1997 compared to net loss of
$274,491 for the quarter ended June 30, 1996.
Six Month Ended June 30, 1997 compared to Six Months Ended
June 30, 1996
Gross Revenues and Cost of Sales
Gross revenues from beer and retail products totaled $46,834 for the six
months ended June 30, 1997 and $567,151 for the six months ended June
30, 1996, a decrease of 92%. The decrease is due to Mile High's
inability to effectively penetrate and establish its brand in the local
Colorado market. During the first quarter of 1997, Mile High's
management established a plan to sell the operating assets of Mile High
and is looking for other contract brewing opportunities. Based on this
plan and pursuant to SFAS 121, management has recorded a partial write-
down of operating brewery assets to their estimated fair value.
Management's estimate of this write-down, based on a pending offer, is
$832,241. In addition, management estimates the cost to dispose of the
assets to be $50,000, and this amount was recorded in the financial
statements as of December 31, 1996, as part of the impairment loss.
Until management's plans are finalized, Mile High intends to use
advances from Nor'Wester's bridge loans from UBA to help finance
activities. Mile High is currently operating on a limited basis as a
contract brewer for a local brewery. No definitive agreement has been
reached regarding the sale or lease of the facility, but management has
received an offer of approximately $2 million in exchange for all of
MHB's property and equipment and assumption of the facility lease.
Selling, General and Administrative
Selling, general and administrative expenses decreased to $166,265 for
the six months ended June 30, 1997 from $324,809 for the six months
ended June 30, 1996. The decrease is primarily attributable to
management's decision to limit operations to third-party brewing
contracts.
Net loss
As a result of the individual line items discussed above, net loss was
$241,025 for the six months ended June 30, 1997 compared to net loss of
$508,798 for the six months ended June 30, 1996.
Liquidity and Capital Resources
Mile High had cash and cash equivalents at June 30, 1997, December 31,
1996 and December 31, 1996 of $0, $30,320 and $37,989, respectively.
Changes in cash and cash equivalents for the quarter ended June 30, 1997
primarily consisted of cash used in operating activities of $130,529,
purchases of long-term assets of $6,504 and principal payments on
capital lease obligations of $30,024, offset by increases in advances
from affiliates of $115,903. Changes in cash and cash equivalents for
the six months ended December31, 1996 are due primarily to cash used in
operating activities, purchases of brewing and pub related equipment and
principal payments on capital lease obligations offset by borrowings
from affiliates.
Mile High's working capital deficit at June 30, 1997, December 31, 1996
and June 30, 1996 was $2,851,456, $2,662,424 and $871,039, respectively.
At June 30, 1997, December 31, 1996 and June 30, 1996 the current ratio
was .01:1, .04:1 and 40:1, respectively.
Accounts payable at June 30, 1997, December 31, 1996 June 30, 1996 were
$842,939, $816,664 and $392,481, respectively. Of the $842,939 in
accounts payable at June 30, 1997, $835,940 was past due.
At June 30, 1997, Mile High had payables to WVI, its parent, and to
other affiliated companies of $1,950,450. The payables to affiliates
consist primarily of advances by WVI and Nor'Wester to construct Mile
High's brewery and to support Mile High's operations. Management
expects that the payables to affiliates will be eliminated upon
completion of the Consolidation.
In November 1996, Mile High ceased its normal operations, except for a
small amount of contract brewing for third party brewers during which
time management's plan is to research various options for liquidating
its assets or obtaining additional contract brewing opportunities. Mile
High currently has no source of capital to finance its limited
activities other than limited contract brewing revenue, advances under
the UBA bridge loan and proceeds which may be derived from the
liquidation of underutilized assets.
Mile High is dependent upon the receipt of additional amounts from UBA
under the bridge loan and closing of the Investment. For a description
of the general terms and conditions of the bridge loan from UBA see
"Ancillary Agreements_UBA Bridge Loan Credit Agreement and Related
Documents." No assurance can be given that UBA will loan Mile High
further amounts under the bridge loan or that the Investments will
close. See "Risk Factors_Dependence Upon Bridge Loans and Investments
from United Brewers of America, Inc." If, for any reason, the Investment
does not occur, alternative sources of debt financing and/or equity
capital would have to be developed. There can be no assurance that such
debt financing or capital will be available or, if available, under
terms and conditions acceptable to Mile High. Mile High's inability to
obtain additional capital could result in a material adverse effect on
the purchase price received for Mile High's assets.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits: None.
(b) No reports were filed on Form 8-K during the quarter
which this report is filed.
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of
1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
MILE HIGH BREWING COMPANY.
Date: August 14, 1997 By _____________________
Jim Bernau
President
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of
1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
MILE HIGH BREWING COMPANY
Date: August 14, 1997 By /s/ Jim Bernau
Jim Bernau
President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheet and the consolidated statement of operations
filed as part of the quarterly report on form 10-QSB and is qualified in
its entirety by reference to such report on form 10-QSB.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 0
<SECURITIES> 33539
<RECEIVABLES> 33539
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 38353
<PP&E> 3106172
<DEPRECIATION> 334093
<TOTAL-ASSETS> 1986360
<CURRENT-LIABILITIES> 2889809
<BONDS> 0
0
0
<COMMON> 4694
<OTHER-SE> 2252274
<TOTAL-LIABILITY-AND-EQUITY> 1986360
<SALES> 24684
<TOTAL-REVENUES> 24684
<CGS> 78682
<TOTAL-COSTS> 107405
<OTHER-EXPENSES> 187
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 907
<INCOME-PRETAX> (83815)
<INCOME-TAX> 0
<INCOME-CONTINUING> (83815)
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (83815)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>