-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, INeHacOTvAwsHLV696D/zrnQB2LcrbzAi05qdiGrHNVSYjKx0/T4Qf1tThdlEHFv kBO5L2Fnbd7KUaoReYCJuQ== 0000948830-97-000309.txt : 19971229 0000948830-97-000309.hdr.sgml : 19971229 ACCESSION NUMBER: 0000948830-97-000309 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971224 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WALNUT CAPITAL INC CENTRAL INDEX KEY: 0001021725 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 841349553 STATE OF INCORPORATION: NV FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-21275 FILM NUMBER: 97743751 BUSINESS ADDRESS: STREET 1: 16178 EAST PRENTICE PLACE CITY: AURORA STATE: CO ZIP: 80015 BUSINESS PHONE: 3036906787 MAIL ADDRESS: STREET 1: 16178 EAST PRENTICE PLACE CITY: AURORA STATE: CO ZIP: 80015 10QSB 1 U.S. 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 quarterly period ended September 30, 1997 Commission File Number: 0-21275 WALNUT CAPITAL, INC. ---------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Nevada 84-1349553 - ---------------------------- --------------------------------- (State of other jurisdiction of (IRS Employer Identification No.) incorporation or organization) P.O. Box 460363, Aurora, Colorado 80046 ---------------------------------------------------------- (Address of principal executive offices including zip code) (303) 690-6787 -------------------------- (Issuer's telephone number) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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. Yes X No___ As of September 30, 1997, 1,250,000 shares of common stock, $.0001 par value per share, were outstanding. Transitional Small Business Disclosure Format (check one): Yes__ No X INDEX Page Number Part I. Financial Information Item I. Financial Statements Balance Sheets as of September 30, 1997 and December 31, 1996 3 Statement of Operations, Three Months Ended September 30, 1997 4 Statement of Operations, Nine Months Ended September 30, 1997 5 Statement of Cash Flows, Three Months Ended September 30, 1997 6 Statement of Cash Flows, Nine Months Ended September 30, 1997 7 Notes to Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Conditions and Results of Operations 8 Part II. Other Information 9 2 WALNUT CAPITAL, INC. BALANCE SHEETS (Unaudited) ASSETS September 30 December 31 1997 1996 ---------- ---------- Current Assets Cash $ 94 $ 904 ---------- ---------- Total Current Assets 94 904 Organization costs, net of amortization 187 225 ---------- ---------- Total Assets $ 281 $ 1,129 ---------- ---------- LIABILITIES AND STOCKHOLDERS' (DEFICIT) Current Liabilities: Accounts payable $ 3,623 $ 228 ---------- ---------- Total Current Liabilities 3,623 228 ---------- ---------- Stockholders' (Deficit): Preferred Stock, $.0001 par value, 5,000,000 shares authorized none issued and outstanding - - Common Stock, $.0001 par value, 100,000,000 shares authorized 1,250,000 shares issued and outstanding 125 125 Additional paid-in capital 14,875 12,375 Accumulated deficit (18,342) (11,599) ---------- ---------- Total Stockholders' (Deficit) (3,342) 901 ---------- ---------- Total Liabilities and Stockholders' (Deficit) $ 281 $ 1,129 ---------- ---------- The accompanying notes are an integral part of the financial statements. 3 WALNUT CAPITAL, INC. STATEMENT OF OPERATIONS (Unaudited) Three Months Ended September 30, 1997 Revenues $ - ---------- Operating Expenses: Professional fees 3,624 Other 346 ---------- Total Operating Expenses 3,970 ---------- Net Loss $ (3,970) ---------- Per Share $ nil ---------- Weighted Average Number of Shares Outstanding 1,250,000 ---------- The accompanying notes are an integral part of the financial statements. 4 WALNUT CAPITAL, INC. STATEMENT OF OPERATIONS (Unaudited) Nine Months Ended September 30, 1997 Revenues $ - ---------- Operating Expenses: Professional fees 5,890 Other 853 ---------- Total Operating Expenses 6,743 ---------- Net Loss $ (6,743) ---------- Per Share $ nil ---------- Weighted Average Number of Shares Outstanding 1,250,000 ---------- The accompanying notes are an integral part of the financial statements. 5 WALNUT CAPITAL, INC. STATEMENT OF CASH FLOWS (Unaudited) Three Months Ended September 30, 1997 Cash Flows Operating Activities: Net (loss) $ (3,970) Amortization 12 Increase in accounts payable 1,358 ---------- Net Cash (Used in) Operating Activities (2,600) ---------- Cash Flows from Investing Activities - ---------- Cash Flows from Financing Activities Increase in additional paid-in capital 2,500 ---------- Net Cash Provided by Financing Activities 2,500 ---------- (Decrease) in Cash (100) Cash, Beginning of Period 194 ---------- Cash, End of Period $ 94 ---------- Interest Paid $ - ---------- Income Taxes Paid $ - ---------- The accompanying notes are an integral part of the financial statements. 6 WALNUT CAPITAL, INC. STATEMENT OF CASH FLOWS (Unaudited) Nine Months Ended September 30, 1997 Cash Flows Operating Activities: Net (loss) $ (6,743) Amortization 37 Increase in accounts payable 3,396 ---------- Net Cash (Used in) Operating Activities (3,310) ---------- Cash Flows from Investing Activities - ---------- Cash Flows from Financing Activities Increase in additional paid-in capital 2,500 ---------- Net Cash Provided by Financing Activities 2,500 ---------- (Decrease) in Cash (810) Cash, Beginning of Period 904 ---------- Cash, End of Period $ 94 ---------- Interest Paid $ - ---------- Income Taxes Paid $ - ---------- The accompanying notes are an integral part of the financial statements. 7 WALNUT CAPITAL, INC. NOTES TO FINANCIAL STATEMENTS September 30, 1997 (Unaudited) (1) Condensed Financial Statements The financial statements included herein have been prepared by Walnut Capital, Inc. without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted as allowed by such rules and regulations, and Walnut Capital, Inc. believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the December 31, 1996 audited financial statements and the accompanying notes thereto. While management believes the procedures followed in preparing these financial statements are reasonable, the accuracy of the amounts are in some respect's dependent upon the facts that will exist, and procedures that will be accomplished by Walnut Capital, Inc. later in the year. The management of Walnut Capital, Inc. believes that the accompanying unaudited condensed financial statements contain all adjustments (including normal recurring adjustments) necessary to present fairly the operations and cash flows for the periods presented. ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Walnut Capital, Inc. (the "Company") was organized as a Colorado corporation on June 14, 1996, in order to evaluate, structure and complete a merger with, or acquisition of, prospects consisting of private companies, partnerships of sole proprietorships. The Company may seek to acquire a controlling interest in such entities in contemplation of later completing an acquisition. The Company is not limited to any operation or geographic area in seeking out opportunities. Management has not identified any particular business or industry within which the Company will seek an acquisition or merger. The Company has not conducted, nor have others made available to it, market research supporting the viability of the Company's proposed operations. The Company generated no revenues during the quarter ended September 30, 1997, and management does not anticipate any revenues until following the conclusion of a merger or acquisition, if any, as contemplated by the Company's business plan. The Company's capital is limited. The Company anticipates operational costs will be limited until such time as significant evaluation work is undertaken regarding prospective mergers or acquisitions. At September 30, 1997, the Company had no material commitments for capital expenditures. 8 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 Matters to a Vote of Security Holders. None. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K. None. 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. WALNUT CAPITAL, INC. Date: December 17, 1997 By: /s/ Timothy J. Brasel Timothy J. Brasel President 9 EXHIBIT INDEX EXHIBIT METHOD OF FILING - ------- ----------------------------- 27. FINANCIAL DATA SCHEDULE Filed herewith electronically EX-27 2
5 This schedule contains summary financial information extracted from the unaudited balance sheets and unaudited statements of operations found on pages 3 and 4 of the Company's Form 10-QSB for the year to date, and is qualified in its entirety by reference to such financial statements. 9-MOS DEC-31-1996 SEP-30-1997 94 0 0 0 0 94 0 0 281 3,623 0 125 0 0 (3,217) 281 0 0 0 0 3,970 0 0 (3,970) 0 0 0 0 0 (3,970) 0 0
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