ALLMINE INC
10QSB, 1996-10-17
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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 ACT OF 1934

For Quarter Ended                                         Commission File Number
March 31, 1996                                                           0-24994


                                                  ALLMINE, INC.
                          (Exact Name of Registrant as specified in its Charter)



            Nevada                                               applied for
(State or other Jurisdiction of                          I.R.S. Employer Identi-
Incorporation or Organization                                     fication No.)

 Suite 1100, West 717 Sprague, Spokane, Washington                       99204
(Address of Principal Executive Offices)                              (Zip Code)

                                                 (509) 747-6752
                            (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                                           222,817
- ----------------------------------                          --------------------
Title of Class                                      Number of Shares outstanding
                                                               at March 31, 1996

No Exhibits included.


<PAGE>


<TABLE>
<CAPTION>

                                  ALLMINE, INC.
                      (A Company in the Development Stage)

                                 BALANCE SHEETS


                                     ASSETS

                                                                                         December 31,         September 30,
                                                                                             1995                 1996

<S>                                                                                    <C>                   <C>           
CURRENT ASSETS                                                                         $            --       $           --

OTHER ASSETS - Organization costs, net of
    accumulated amortization                                                                        64                   62
                                                                                       $            64       $           62


                LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

CURRENT LIABILITIES                                                                    $            --       $           --

STOCKHOLDERS' EQUITY
    Preferred Stock, $.001 par value,  10,000,000 shares  authorized,  no shares
    outstanding Common stock - authorized 50,000,000 shares $.001 par value,
    issued and outstanding 222,817 shares                                                          223                  223
    Additional paid in capital                                                                  26,284               26,284
    Deficit accumulated during development stage                                              (26,443)             (26,445)

    TOTAL STOCKHOLDERS' EQUITY (DEFICIENCY)                                                         64                   62
                                                                                       $            64       $           62
</TABLE>

                                 See accompanying Notes to Financial Statements

                                                     -2-

<PAGE>

<TABLE>
<CAPTION>


                                  ALLMINE, INC.
                      (A Company in the Development Stage)

                            STATEMENTS OF OPERATIONS



                                                                                                                       CUMULATIVE
                                                                                                                     FROM INCEPTION
                                                            FOR THE THREE                FOR THE THREE              (AUGUST 2, 1993)
                                                            MONTHS ENDED                 MONTHS ENDED                      TO
                                                           MARCH 31, 1995               MARCH 31, 1996               MARCH 31, 1996
                                                           --------------               --------------               --------------


<S>                                                          <C>                          <C>                       <C>      <C>
REVENUES                                                     $      -0-                   $       -0-                  $       -0-

COSTS AND EXPENSES                                                    2                             2                 $     26,445

NET LOSS ACCUMULATED DURING
 THE DEVELOPMENT STAGE                                       $      (2)                   $       (2)                  $  (26,445)


WEIGHTED AVERAGE NUMBER
 OF SHARES OUTSTANDING                                          500,000                       222,817


LOSS PER COMMON SHARE                                        $      nil                   $       nil

</TABLE>

                                 See accompanying Notes to Financial Statements

                                                     -3-

<PAGE>
<TABLE>
<CAPTION>



                                  ALLMINE, INC.
                      (A Company in the Development Stage)

                            STATEMENTS OF CASH FLOWS



                                                                                        FOR THE THREE             FOR THE THREE
                                                                                        MONTHS ENDED              MONTHS ENDED
                                                                                       March 31, 1995            March 31, 1996
                                                                                       --------------            --------------

<S>                                                                                        <C>                           <C>    

  Net Loss                                                                                   (2)                         (2)

  Adjustments - Amortization                                                                   2                           2

    CASH USED BY OPERATING ACTIVITIES                                                        -0-                         -0-
INCREASE IN CASH                                                                             -0-                         -0-

CASH BALANCE - BEGINNING                                                                     -0-                         -0-
CASH BALANCE - ENDING                                                                $       -0-                 $       -0-

</TABLE>

                                 See accompanying Notes to Financial Statements

                                                     -4-

<PAGE>



                                                   ALLMINE, INC.
                                       (A Company in the Development Stage)

                                      NOTES TO CONDENSED FINANCIAL STATEMENTS
                                                    (UNAUDITED)
                                                  March 31, 1996


1.       Comments

         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
March 31, 1996,  the results of operations  for the three months ended March 31,
1995 and 1996,  and the cash flows for the three months ended March 31, 1995 and
1996.  Certain  information  and  footnote   disclosures  normally  included  in
financial  statements  that have been  prepared  in  accordance  with  generally
accepted  accounting  principles have been condensed or omitted  pursuant to the
rules and  regulations  of the  Securities  and  Exchange  Commission,  although
management  of the Company  believes  that the  disclosures  in these  financial
statements  are  adequate  to  make  the  information   presented   therein  not
misleading.  For further  information,  refer to the  financial  statements  and
footnotes  thereto for the fiscal year ended  December 31, 1995  included in the
Company's Form 10-K.

         The results of  operations  for the three  months ended March 31, 1996,
are not  necessarily  indicative of the results of operations to be expected for
the full fiscal year ending December 31, 1996.

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND 
FINANCIAL
         CONDITION

         The Company has not commenced operations and has no working capital.

                                            PART II.  OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS
                 None

Item 2.  CHANGES IN SECURITIES
                 None

Item 3.  DEFAULTS UPON SENIOR SECURITIES
                 None

Item 4.  SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
                 See Item 2.

Item 5.  OTHER INFORMATION
                 None

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K
                 None



                                                         5

<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.


Date:     August 31, 1996                           By:   /s/ Terrence J. Dunne
          --------------------------                    ----------------------
                                                              Terrence J. Dunne
                                    Secretary/Treasurer (chief financial officer
                             and accounting officer and duly authorized officer)



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