U.S. 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: September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 33-93994
FIRST AMERICAN CLOCK CO.
(Exact name of registrant as specified in its charter)
NEVADA 87-0543565
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
3211 South Highland Drive
Salt Lake City, Utah 84106
(Address of principal executive offices)
(801) 484-8680
(Registrant's telephone number, including area code)
Check whether the issuer (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 report(s), and (2)
has been subject to such filing requirements for the past 90
days.
YES [X] NO [ ]
The number of $.001 par value common shares outstanding at
September 30, 1997: 908,300
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
See attached.
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
BALANCE SHEET
ASSETS
September 30, December 31,
1997 1996
(Unaudited)
CURRENT ASSETS:
Cash in bank $ 59 $ 410
Accounts receivable 2,400 -
Inventory 38,000 42,500
---------- ----------
Total Current Assets 40,459 42,910
---------- ----------
OTHER ASSETS:
Organization costs, net of
amortization of $363 and $213 637 787
---------- ----------
Total Other Assets 637 787
---------- ----------
TOTAL ASSETS $ 41,096 $ 43,697
---------- ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 375 $ -
Accrued interest payable 57 10
Stockholder advances 1,250 1,000
---------- ----------
Total Current Liabilities 1,682 1,010
---------- ----------
STOCKHOLDERS' EQUITY:
Preferred stock; $.001 par value, 5,000,000
shares authorized, no shares issued and
outstanding - -
Common stock; $.001 par value, 50,000,000
shares authorized, 908,300 and 908,300
shares issued and outstanding 908 908
Capital in excess of par value 45,753 45,753
Earnings (deficit) accumulated during the
development stage (7,247) (3,974)
---------- ----------
Total Stockholders' Equity 39,414 42,687
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 41,096 $ 43,697
---------- ----------
The accompanying notes are an integral part of these financial statements.
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
For the Three For the Nine Cumulative
Months ended Months ended During the
September 30, September 30, Development
1997 1996 1997 1996 Stage
REVENUES:
Clock sales $ - $ - $ 5,500 $ - $ 5,500
Costs of good sold - - (4,500) - (4,500)
---- ------ ------ ------ ------
Total revenues - - 1,000 - 1,000
---- ------ ------ ------ ------
EXPENSES:
Interest 17 - 47 - 57
Bank charges 19 30 49 85 271
Professional fees 725 1,485 3,607 1,485 5,767
Amortization expense 50 25 150 50 363
Other fees - 225 420 225 1,164
Travel - 719 - 719 719
---- ------ ------ ------ ------
Total Expenses 811 2,484 4,273 2,564 8,341
---- ------ ------ ------ ------
OPERATING INCOME (LOSS) (811) (2,484) (3,273) (2,564) (7,341)
---- ------ ------ ------ ------
OTHER INCOME (EXPENSE)
Interest - 18 - 49 94
---- ------ ------ ------ ------
NET INCOME (LOSS) $(811) $(2,466) $(3,273) $(2,515) $(7,247)
---- ------ ------ ------ ------
EARNINGS(LOSS) PER SHARE $(0.00) $ (0.00) $ (0.00) $ (0.00) $ (0.01)
----- ------ ------ ------ ------
The accompanying notes are an integral part of these financial statements.
<PAGE>
FIRST AMERICAN CLOCK, CO.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
For the Three For the Nine Cumulative
Months Ended Months Ended During the
September 30, September 30, Development
1997 1996 1997 1996 Stage
CASH FLOWS FROM OPERATING
ACTIVITIES
Sales $ 500 $ - $ 3,100 $ - $ 3,100
Interest income - 18 - 49 94
Bank charges - (30) (14) (85) (236)
Cash paid for organization
expenses, suppliers and
services (744) (37,929) (3,687) (38,429) (50,810)
---- ------- ------ ------- -------
Net Cash used by Operating
Activities (244) (37,941) (601) (38,465) (47,852)
---- ------- ------ ------- -------
CASH FLOWS FROM INVESTING
ACTIVITIES - - - - -
---- ------- ------ ------- -------
CASH FLOWS FROM FINANCING
ACTIVITIES
Sale of common stock - - - 54,150 62,150
Deferred offering costs - (1,737) - (8,853) (15,489)
Stockholder advances 250 - 250 - 1,250
---- ------- ------ ------- -------
Net Cash Provided (Used) by
Financing Activities 250 (1,737) 250 45,297 47,911
---- ------- ------ ------- -------
NET INCREASE (DECREASE) IN CASH 6 (39,678) (351) 6,832 59
CASH - BEGINNING OF PERIOD 53 47,366 410 856 -
---- ------- ------ ------- -------
CASH - END OF PERIOD $ 59 $ 7,688 $ 59 $ 7,688 $ 59
---- ------- ------ ------- -------
RECONCILIATION OF NET INCOME TO
NET CASH PROVIDED (USED) BY
OPERATING ACTIVITIES
NET INCOME (LOSS) $(811) $ (2,466) $(3,273) $ (2,515) $ (7,247)
---- ------- ------ ------- -------
Adjustments to reconcile net
income (loss) to net cash
provided (used) by
operating activities
Amortization 50 25 150 50 363
Change in assets and
liabilities
Inventory costs - (35,500) 4,500 (35,500) (38,000)
Organization costs - - - - (1,000)
Accounts receivable 500 - (2,400) - (2,400)
Accrued interest
payable 17 - 47 - 57
Accounts payable - - 375 (500) 375
---- ------- ------ ------- -------
Total Adjustments 567 (35,475) 2,672 (35,950) (40,605)
---- ------- ------ ------- -------
NET CASH (USED) BY OPERATING
ACTIVITIES $ (244) $(37,941) $ (601) $(38,465) $(47,852)
---- ------- ------ ------- -------
The accompanying notes are an integral part of these financial statements.
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The Company without audit has prepared the accompanying financial statement.
In the opinion of management, all adjustments (which include only normal
recurring adjustments) necessary to present fairly the financial position,
results of operation and cash flows at September 30, 1997 and 1996 and for
all periods presented have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 1996
audited financial statements. The results of operations for the periods ended
September 30, 1997 and 1996 are not necessarily indicative of the operating
results for the full year.
<PAGE>
Item 2: Management's Discussion & Analysis or Plan of Operations
The Company was incorporated on May 17, 1995. The Company
has not yet generated any significant revenues from operations
and is considered a development stage company. To date,
activities have been limited to organizational matters, the
preparation and filing of a registration statement to register a
public offering of its securities, pursuant to which the Company
offered and sold 108,300 shares of common stock and raised gross
proceeds of $54,150, the closing of such offering and the
acquisition of initial inventory and commencement of limited
operations. The Company has no significant assets other than the
inventory initially acquired with the net proceeds from the
offering.
The Company used most of the net proceeds from the offering
to acquire antique, museum quality clocks, watches and other
timepieces for resale. A portion of the proceeds was also used
to provide initial working capital for the commencement of
operations of the Company's business. Management's plan of
operation for the next twelve months is to attempt to arrange
suitable resales of the existing inventory to generate revenues
from operations and provide sufficient proceeds to acquire
additonal items of inventory. The Company was formed to engage
in the business of retailing and/or wholesaling unusual and
unique timepieces of museum quality. The Company has acquired
antique, museum quality timepieces that heretofore have not been
available to the general buying public, and intends to market
such timepieces to museums or other institutional buyers, private
collectors and the general public. This is based solely on
management's belief that in some instances the timepieces it may
acquire are presently in the hands of private collectors who are
not holding them out for sale to the general public.
There is absolutely no assurance that the business will
succeed and that the Company will be able, with the proceeds of
the offering, to find and acquire the type of antique, museum
quality clocks and timepieces that it desires to acquire or will
be able to find purchasers for and arrange suitable resales of
the inventory it has already acquired. In the event the proposed
business is unsuccessful, there is no assurance the Company could
successfully become involved in any other business venture. The
Company presently has no plans, commitments or arrangements with
respect to any other proposed business venture.
At this time, no assurances can be given with respect to the
length of time after commencement of operations that it will be
necessary to fund operations from proceeds of the offering. If
the Company is unable to generate sufficient revenues from
operations to cover expenses it may have to seek additional debt
or equity financing for which it has no commitments.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Use of Proceeds
(a) None.
(b) None.
(c) None.
(c) See Part I, Item 1 (financial statements) and Item 2
(management's discussion) for financial information and
a narrative discussion regarding use of proceeds.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
None.
<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.
First American Clock Co.
Date: November 18, 1997 by: /s/Mick Jardine
Mick Jardine, Chairman
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF FIRST AMERICAN CLOCK CO. AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 59
<SECURITIES> 0
<RECEIVABLES> 2,400
<ALLOWANCES> 0
<INVENTORY> 38,000
<CURRENT-ASSETS> 40,459
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 41,096
<CURRENT-LIABILITIES> 1,682
<BONDS> 0
0
0
<COMMON> 908
<OTHER-SE> 38,506
<TOTAL-LIABILITY-AND-EQUITY> 41,096
<SALES> 5,500
<TOTAL-REVENUES> 5,500
<CGS> 4,500
<TOTAL-COSTS> 4,500
<OTHER-EXPENSES> 4,226
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 47
<INCOME-PRETAX> (3,273)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,273)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,273)
<EPS-PRIMARY> (0.00)
<EPS-DILUTED> 0
</TABLE>
