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: June 30, 1999
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.)
953 East 3665 South, Salt Lake City, Utah 84106
(Address of principal executive offices)
(801) 486-9452
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed
since last report)
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 June
30, 1999: 908,300
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
See attached.
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
CONDENSED BALANCE SHEET
ASSETS
June 30, December 31,
1999 1998
(Unaudited)
CURRENT ASSETS:
Cash in bank $15 $475
_________ ________
Total Current Assets 15 475
_________ ________
OTHER ASSETS:
Organization costs, net of amortization of 287 387
$713 and $613 _________ ________
Total Other Assets 287 387
_________ ________
TOTAL ASSETS $302 $862
========= ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Stockholder advances 78 0
__________________
Total Current Liabilities 78 0
_________ ________
STOCKHOLDERS' EQUITY:
Preferred stock; $.001 par value, 5,000,000
shares authorized, no shares issued and 0 0
outstanding
Common stock; $.001 par value, 50,000,000
shares authorized, 908,300 and 908,300
shares issued and outstanding respectively 908 908
Capital in excess of par value 45,753 45,753
Earnings (deficit) accumulated during the (46,437) (45,799)
development stage _________ ________
Total Stockholders' Equity 224 862
_________ ________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $302 $862
========= ========
See Notes to Condensed Financial Statements
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
For the Three For the Six Cumulative
Months Ended Months Ended During the
June 30, June 30, Development
1999 1998 1999 1998 Stage
REVENUE
Clock sales $0 $0 $0 $0 $0
Costs of goods sold 0 0 0 0 0
_________________________________________
Total revenues 0 0 0 0 0
_________________________________________
EXPENSES
Interest 0 66 0 99 352
Bank charges 17 17 41 34 394
Administrative and other
expenses 0 0 0 0 22,398
Professional fees 290 2,555 290 2,555 10,623
Amortization expense 50 50 100 100 712
Other fees 207 135 207 198 2,333
Travel 0 0 0 0 719
Investment write-down 0 0 0 0 9,000
_________________________________________
Total expenses 564 2,823 638 2,986 46,531
_______________ _________________________
OPERATING INCOME (LOSS) (564) (2,823) (638)(2,986) (46,531)
OTHER INCOME (EXPENSE)
Interest 0 0 0 0 94
_______________ _________________________
NET INCOME (LOSS) $(564) $(2,823) $(638)$(2,986)$(46,437)
=============== =========================
EARNINGS (LOSS) PER SHARE $0.00 $0.00 $0.00 $0.00 $0.06
=============== =========================
See Notes to Condensed Financial Statements
<PAGE>
FIRST AMERICAN CLOCK CO.
(A Development Stage Company)
CONDENSED STATEMENT OF CASH FLOWS
(Unaudited)
For the Three For the Six Cumulative
Months Ended Months Ended During the
June 30, June 30, Development
1999 1998 1999 1998 Stage
INCREASE (DECREASE) IN CASH
CASH FLOWS FROM OPERATING ACTIVITIES
Sales $0 $0 $0 $0 $0
Deposit due customer 0 0 0 0 3,350
Interest income 0 0 0 0 94
Bank charges (17) (17) (41) (34) (395)
Cash paid for organization expense, (496)(3,070) (496) (3,195) (13,622)
supplies and services ______________________________________
Net Cash Provided (Used) by (513)(3,087) (537) (3,229) (10,573)
Operating Activities ______________ _______________________
CASH FLOWS FROM INVESTING ACTIVITIES
Investment in clocks 0 0 0 0 (42,500)
______________ _______________________
Net Cash (Used) by Investing 0 0 0 0 (42,500)
Activities ______________ _______________________
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock 0 0 0 0 62,150
Deferred offering costs 0 0 0 0 (15,489)
Stockholder advances 0 3,100 77 3,100 6,427
______________ _______________________
Net Cash Provided by 0 3,100 77 3,100 53,088
Financing Activities ______________ _______________________
NET INCREASE (DECREASE) IN CASH (513) 13 (460) (129) 15
CASH - BEGINNING OF PERIOD 528 149 475 291 0
______________ _______________________
CASH - END OF PERIOD $15 $162 $15 $162 $15
======================================
RECONCILIATION OF NET INCOME TO
NET CASH PROVIDED (USED) BY
OPERATING ACTIVITIES
NET INCOME (LOSS) $(564)$(2,823)$(638) $(2,986)$(46,437)
______________ _______________________
Adjustments to reconcile net income
(loss) to net cash provided (used)
by operating activities
Amortization 51 50 101 100 714
Investment write-down 0 0 0 0 9,000
Exchange clocks for debt and 0 0 0 0 27,150
to pay expenses
Change in assets and liabilities
Pre-paid expense 0 (280) 0 (280) 0
Inventory costs 0 0 0 0 0
Organization costs 0 0 0 0 (1,000)
Account receivable 0 0 0 0 0
Accrued interest payable 0 66 0 99 0
Accounts payable and 0 (100) 0 (162) 0
franchise tax payable ______________ ______ ________________
Total Adjustments 51 (264) 101 (243) 35,864
______________ _______________________
NET CASH (USED) BY OPERATING $(513)$(3,087)$(537) $(3,229)$(10,573)
ACTIVITIES ======================================
See Notes to Condensed 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 statements. 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 June 30, 1999 and 1998 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, 1998 audited financial
statements. The results of operations for the periods ended June
30, 1999 and 1998 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, and was formed
to engage in the business of purchasing or otherwise acquiring
antique, museum quality clocks and timepieces, principally from
private collectors, for resale. However, the business was not
successful, because the Company was unable to arrange suitable
resales of the inventory it acquired, and the Company
subsequently discontinued operations with respect to such
business venture. The Company did not generate any significant
revenues from operations and is still considered a development
stage company.
The Company presently has no business operations or assets
and is looking for a proposed acquisition or business venture
with which to become involved. The Company has entered into a
letter of intent wherein the Company would acquire all the issued
and outstanding stock of MangoSoft Corporation, a company that
has developed proprietary technology to enable high performance
caching and sharing of data, Web content, applications, and
working files among workgroups. Management's plan of operation
for the next twelve months is to attempt to consummate such
acquisition. There is no assurance the Company will successfully
consummate such acquisition, or succeed in locating or acquiring
any suitable business venture.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
(a) None.
(b) 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: August 4, 1999 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> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 15
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 15
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 302
<CURRENT-LIABILITIES> 78
<BONDS> 0
0
0
<COMMON> 908
<OTHER-SE> (684)
<TOTAL-LIABILITY-AND-EQUITY> 302
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 564
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (564)
<INCOME-TAX> 0
<INCOME-CONTINUING> (564)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (564)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
