-----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, Ju30rrWr4CqWhMPT7qWGgq65/ybeUHceq/SIVYJrPDTENtR7ndvdqE7FPFqicXiK b1myTcPJ5p+pUmd+FXDqxQ== 0001158957-03-000072.txt : 20030514 0001158957-03-000072.hdr.sgml : 20030514 20030514114844 ACCESSION NUMBER: 0001158957-03-000072 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030331 FILED AS OF DATE: 20030514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GL ENERGY & EXPLORATION INC CENTRAL INDEX KEY: 0001122771 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 522190362 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-31032 FILM NUMBER: 03697527 BUSINESS ADDRESS: STREET 1: 141 ADELAIDE STREET WEST STREET 2: SUITE 1004 CITY: TORONTO CANADA STATE: A6 ZIP: M5H 3L5 BUSINESS PHONE: 416-214-1473 10QSB 1 form10qsb033103.txt GL ENERGY AND EXPLORATION, INC. 10QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended March 31, 2003 Commission File Number 000-31032 GL ENERGY AND EXPLORATION, INC. -------------------------------------------------- (Exact name of registrant as specified in charter) Delaware 52-52190362 ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 141 ADELAIDE STREET WEST, STE 1004, TORONTO, ONTARIO M5H 3L5 ---------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (416) 214-1473 -------------- Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: As of May 1, 2003, the Company had outstanding 23,839,506 shares of its common stock, par value $0.001. TABLE OF CONTENTS ITEM NUMBER AND CAPTION PAGE PART I ITEM 1. FINANCIAL STATEMENTS 3 ITEM 2. MANAGEMENT'S DISCUSSION AND PLAN OF OPERATIONS 7 ITEM 3 CONTROLS AND PROCEDURES 10 PART II ITEM 1. LEGAL PROCEEDINGS 11 ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS 11 ITEM 3. DEFAULTS UPON SENIOR SECURITIES 11 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 11 ITEM 5. OTHER INFORMATION 11 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 11 2 PART I ITEM 1. FINANCIAL STATEMENTS
GL Energy and Exploration, Inc. (A Company in the Development Stage) Consolidated Balance Sheets March 31, December 31, 2003 2002 ------------ ------------ Unaudited ASSETS Current Assets: Cash and Cash Equivalents $ 17,498 $ 34,456 Prepaid Expenses 200 200 ------------ ------------ TOTAL ASSETS $ 17,698 $ 34,656 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts Payable $ 6,280 $ 242 Accrued Obligation to Platoro West Incorporated 30,798 27,132 Due to Shareholder 68,883 67,225 ------------ ------------ Total Liabilities 105,961 94,599 Minority Interest 90 116 Shareholders' Equity: Preferred Stock - $0.001 par value; 5,000,000 shares authorized, no shares issued and outstanding -- -- Common Stock - $0.001 par value; 100,000,000 shares authorized, 23,839,506 shares outstanding at March 31, 2003 23,840 23,840 Additional Paid-in Capital 140,600 140,600 Deficit Accumulated During the Development Stage (252,793) (224,499) ------------ ------------ Total Shareholders' Deficit (88,353) (60,059) ------------ ------------ TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT $ 17,698 $ 34,656 ============ ============
See notes to financial statements 3
GL Energy and Exploration, Inc. (A Company in the Development Stage) Consolidated Statements of Operations and Accumulated Deficit During the Development Stage Three Months Three Months Inception Ended Ended To March 31, 2003 March 31, 2002 March 31, 2003 -------------- -------------- -------------- Unaudited Unaudited Unaudited REVENUES Revenues $ -- $ -- $ -- Cost of Revenues -- -- -- -------------- -------------- -------------- Gross Margin -- -- -- EXPENSES Mineral Rights 13,666 3,666 89,664 Legal and Accounting 8,362 4,737 103,181 General and Administrative 6,292 1,092 60,108 -------------- -------------- -------------- Total Expenses 28,320 9,495 252,953 Minority Interest in Losses of Subsidiary (26) (15) (160) -------------- -------------- -------------- (Deficit) from Operations (28,294) (9,480) (252,793) -------------- -------------- -------------- Net (Deficit) (28,294) (9,480) (252,793) Deficit Accumulated During the Development Stage at Beginning of Period (224,499) (141,674) -- -------------- -------------- -------------- Deficit Accumulated During the Development Stage at End of Period $ (252,793) $ (151,154) $ (252,793) ============== ============== ============== Net Deficit per Share - Basic $ (0.00) $ (0.00) Net Deficit per Share - Diluted $ (0.00) $ (0.00) Shares used in per Share Calculation: Basic 23,839,506 22,669,506 Diluted 23,839,506 22,669,506
See notes to financial statements 4
GL Energy and Exploration, Inc. (A Company in the Development Stage) Consolidated Statements of Cash Flows During the Development Stage Three Months Three Months Inception Ended Ended To March 31, 2003 March 31, 2002 March 31, 2003 -------------- -------------- -------------- Unaudited Unaudited Unaudited CASH FLOWS FROM OPERATING ACTIVITIES: Net Deficit $ (28,294) $ (9,480) $ (252,793) Adjustments to Reconcile Net Deficit to Cash: Common Stock Issued for Services -- -- 100 Fair Value of Services Received -- -- 5,400 Minority Interest (26) 15 (160) Provided by (Used in) Operations: Prepaid Expenses -- -- (200) Accounts Payable 6,038 603 6,280 Accrued Obligation to Platoro West Incorporated 3,666 3,666 30,798 -------------- -------------- -------------- NET CASH (USED) BY OPERATING ACTIVITIES (18,616) (5,196) (210,575) CASH FLOWS FROM FINANCING ACTIVITIES: Due to Related Parties 1,658 -- 68,883 Issuance of Common Stock -- -- 159,190 -------------- -------------- -------------- NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES 1,658 -- 228,073 NET CHANGE IN CASH AND CASH EQUIVALENTS (16,958) (5,196) 17,498 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 34,456 59,073 -- -------------- -------------- -------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 17,498 $ 53,877 $ 17,498 ============== ============== ==============
See notes to financial statements 5 NOTES TO FINANCIAL STATEMENTS March 31, 2003 (Unaudited) 1. General The accompanying unaudited financial statements have been prepared in conformity with the accounting principles stated in the audited financial statements for the year ended December 31, 2002, and reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the financial position as of March 31, 2003, and the results of operations for the periods presented. These statements have not been audited but have been reviewed by the company's independent certified public accountants. The operating results for the interim periods are not necessarily indicative of results for the full fiscal year. The notes to the consolidated financial statements appearing in the company's annual report as filed on SEC Form 10-KSB for the year ended December 31, 2002, should be read in conjunction with this quarterly report on Form 10-QSB. 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Forward Looking Statements When used in this Form 10QSB and in future filings by GL Energy and Exploration, Inc. with the Securities and Exchange Commission, the words or phrases "will likely result," "management expects," or "we expect," "will continue," "is anticipated," "estimated," or similar expression or use of the future tense, are intended to identify forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on any such forward-looking statements, each of which speak only as of the date made. These statements are subject to risks and uncertainties, some of which are described below and others are described in other parts of this Form 10QSB. Actual results may differ materially from historical earnings and those presently anticipated or projected. We have no obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect anticipated events or circumstances occurring after the date of such statements. Business GL Energy and Exploration, Inc. was incorporated in the state of Delaware on October 7, 1998 under the name LRS Group Incorporated. On October 15, 1998, the name of the corporation was changed to LRS Capital, Inc. On October 10, 2001 the name of the corporation was changed to GL Energy and Exploration, Inc. GL Energy is a development stage company. Tungsten Operations We are engaged in the exploration of mining prospects with tungsten mineralization located in the Western United States. Tungsten is considered to be an important industrial mineral. It has many uses in the industrialized world. Some of the more common uses of tungsten include its utilization with other metals to provide strength and a wear resistance for various kinds of tools used in construction, mining and metal working. It is also used in many household products such as light bulbs, television sets and magetrons for microwave ovens as well as in munitions, such as bullets, because of its strength and its being environmentally superior to lead or uranium. We have an agreement with Platoro West Incorporated, a mineral exploration company, under which that company would locate, stake out and record mining claims that the mineral exploration company believed to contain high concentrations of tungsten. The mineral exploration company staked 30 unpatented claims for GL Energy pursuant to this contract. If we default under the contract, the remedy specified in the agreement calls for us to convey to Platoro West all of our right title and interest in the mining claims and to all the mineral resources located therein. As of March 31, 2003 we believe that we have met all of our obligations under this agreement and do not anticipate defaulting on any of the conditions specified in the agreement. On October 10, 2001, GL Energy formed GL Tungsten, Inc. as a subsidiary incorporated in the state of Nevada, for the purpose of conducting the mining exploration activities of the company. GL Energy and Platoro West each assigned its respective obligations under the mineral exploration agreement to GL Tungsten. GL Energy owns 99.3% and Platoro West owns .7% of GL Tungsten. The financial statements of GL Tungsten have been consolidated with GL Energy in the financial statements included elsewhere herein. Through GL Tungsten, we currently have a 100% interest in a tungsten project known as Pilot Mountain located in Nevada. In August 2002, the company commissioned a geological report on the Pilot Mountain project. The report was to assess the existing data that the company has on the property for the principal purpose of gauging the former determinations of mineralization identification and occurrence and the likelihood of current realization on the assets. The report confirms that the earlier mineralization identification, which includes tungsten and other trace metals, and the estimates of tungsten levels are consistent with one another, the geology of the land and the personal surveillance of the property by the geologist preparing the company report. Notwithstanding the report making the assessment that the property has potential of being developed by surface open pit mining on a small pit and possibly large pit basis and by partial underground mining, the report indicates that any viable recovery of the mineralizations will depend entirely on economic conditions from time to time dictated by metal prices, mill recoveries and operating cost efficiencies. Any one or all of these factors will have a dramatic effect on the viability of the properties. 7 In addition, the report recommends that additional information be obtained in respect of the project. Inclined holes should be drilled to substantiate or modify current geological interpretations and delineations of any deposits. New preliminary feasibility and scoping studies also must be carried out, using various mineral prices. A comprehensive review should be undertaken of all the metallurgical reports and chemical analyses that exist and new metallurgical tests should be conducted to attempt to improve tungsten recoveries in certain zones of the project. Also, three-dimensional models of the various zones of tungsten mineralization should be prepared by a qualified mining engineer to generate various development scenarios so that a more current cost analysis can be formulated. Undertaking any substantive exploration activities will require a significant amount of capital, additional time and compliance with regulatory requirements and ordained methodologies. The current working capital of the company is not adequate to implement exploration of the property at this time. Depending upon the availability of capital and the outlook for the tungsten market, the company will consider undertaking further exploration activities. We are continuing our search for financing opportunities. We plan to drill more holes, update our feasibility study and conduct metallurgical and economic studies with any financing we might obtain. If we do not receive adequate funding, we will have to discontinue our operations. Gold Operations In February 2003 we formed a new wholly owned subsidiary, GL Gold, Inc. GL Gold has agreed to an asset purchase agreement, dated as of February 25, 2003, to acquire a permitted gold mine as well as two un-permitted groups of mining claims, which may have gold mineralization. At its election, the company may also acquire certain mining equipment. The mining claims and assets are located in Oregon. The agreement required the company to pay a $10,000 deposit, as well as a further $590,000 for the mining claims and $150,000 for the equipment. The purchase is subject to a number of conditions, which originally required completion on or before April 30, 2003, including the company raising the purchase amounts, and completing its due diligence. In April 2003, the company and the seller agreed to extend the closing deadline to July 31, 2003. GL Gold has begun conducting surveys and other exploration activities on this property to ascertain the viability of the gold mineralization located at that project. We will need to raise additional capital above the purchase price in order to conduct these exploration activities. In addition, the company will need working capital going forward. We are currently searching for financing opportunities. No assurance can be given that the company will consummate the purchase. Financial Condition and Changes in Financial Condition Overall Operating Results: We had no revenues for the quarter ended March 31, 2003, or since our inception. We incurred $28,320 in operating expenses for the quarter ended March 31, 2003. The expenses included legal and accounting fees of $8,362 incurred in connection with our compliance filings with the Securities and Exchange Commission and fees associated with the preparation of documents relating to the asset purchase agreement. Mineral rights expenses totaled $13,666, which includes the $10,000 non-refundable deposit made on the gold mine prospect. In addition, we had $3,500 in consulting fees related to the gold mine project. The remaining expenses were incurred for general business operations. 8 Operating expenses for the quarter ended March 31, 2002 were $9,495. Legal and accounting services rendered in connection with our compliance filings with the SEC were $4,737. We incurred $3,666 in expenses for mineral rights associated with the tungsten operations. Other operating expenses were incurred for supplies and stock transfer agent fees. The net operating loss for the current and prior year quarters were $28,294 and $9,480, respectively and were the result of the aforementioned operating expenses Liquidity and Capital Resources: Since our inception we have had minimum working capital to fund our operations. In order to fund our operations we have relied on the sale of our common stock and loans from shareholders. To fund our mining exploration operations to date, we sold shares of our common stock. These sales were comprised of 2,364,624 shares of our common stock registered in 2001 and our Regulation S offering of 1,000,000 shares in 2002, which also had attached warrants to purchase 2,000,000 shares of common stock. These warrants expire on July 31, 2003. All shares and warrants are on a pre-stock split basis. We have also relied on loans from shareholders to fund operations. As of March 31, 2003, two shareholders have loaned the company a total of $68,883. These loans are due on demand and bear 10% interest per annum. We currently have a working capital deficit and only a minimum of operating cash with which we can fund our future operations. We must obtain adequate funding in order to conduct further evaluations of the tungsten and gold projects and to implement our business plan. If we do not receive adequate funding, we will have to discontinue or substantially scale back our operations. We intend to seek either debt or equity capital or both. We have no commitments for funding from any unrelated parties or any other agreements that will provide us with adequate working capital. We cannot give any assurance that we will locate any funding or enter into any agreements that will provide the required operating capital to fund our operations. In addition, we may also consider strategic alliances and mergers and acquisitions as a means to pursue our business plan or otherwise fund the company. Employees We currently have two part-time employees, our president and secretary. We expect to hire consultants and independent contractors who specialize in mining operations during the early stages of implementing our business plan. Description of Properties Our executive office is located at 141 Adelaide Street West, Suite 1004, Toronto, Ontario, Canada. At this location, we share an undesignated amount of space with another entity. Currently, we are not being charged any rent. Any costs of this office space are considered immaterial to the financial statements and accordingly are not reflected therein. GL Tungsten has an interest in 30 claims through Platoro West located in Mineral County, Nevada. 9 New Accounting Pronouncements In April 2002, the FASB approved for issuance Statements of Financial Accounting Standards No. 145, "Rescission of FASB Statements No. 4, 44 and 64, Amendment of SFAS 13, and Technical Corrections" ("SFAS 145"). SFAS 145 rescinds previous accounting guidance, which required all gains and losses from extinguishment of debt be classified as an extraordinary item. Under SFAS 145 classification of debt extinguishment depends on the facts and circumstances of the transaction. SFAS 145 is effective for fiscal years beginning after May 15, 2002 and is not expected to have a material effect on the Company's financial position or results of its operations. In July 2002, the FASB issued Statements of Financial Accounting Standards No. 146, "Accounting for Costs Associated with Exit or Disposal Activities" (SFAS 146). SFAS 146 requires companies to recognize costs associated with exit or disposal activities when they are incurred rather than at the date of a commitment to an exit or disposal plan. Examples of costs covered by SFAS 146 include lease termination costs and certain employee severance costs that are associated with a restructuring, discontinued operation, plant closing, or other exit or disposal activity. SFAS 146 is to be applied prospectively to exit or disposal activities initiated after December 31, 2002. The adoption of SFAS 146 is not expected to have a material effect on the Company's financial position or results of its operations. In December 2002, the FASB issued Statements of Financial Accounting Standards No. 148 "Accounting for Stock-Based Compensation--Transition and Disclosure--an amendment of FASB Statement No. 123, This Statement amends FASB Statement No. 123, Accounting for Stock-Based Compensation, to provide alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation. In addition, this Statement amends the disclosure requirements of Statement 123 to require prominent disclosures in both annual and interim financial statements about the method of accounting for stock-based employee compensation and the effect of the method used on reported results. The adoption of SFAS 148 is not expected to have a material effect on the Company's financial position or results of its operations. Inflation The Company's results of operations have not been affected by inflation and management does not expect inflation to have a significant effect on its operations in the future. ITEM 3. CONTROLS AND PROCEDURES Based on the evaluation of the Company's disclosure controls and procedures by Mr. Mitchell Geisler, both the chief executive officer and chief accounting officer of the company, as of a date within 90 days of the filing date of this quarterly report, such officer has concluded that the Company's disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Securities and Exchange Act of 1934, as amended, is recorded, processed, summarized and reported, within the time period specified by the Securities and Exchange Commission's rules and forms. There were no significant changes in the Company's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. 10 PART II OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS Changes in Common Equity On April 23, 2003, a majority of the stockholders of the company approved a change in the capitalization of the Company to effect a reverse split of the common stock at the rate of one share for every 22 shares outstanding and thereafter to increase the authorized common stock, $.001 par value ("Common Stock"), from 4,545,454 shares to 100,000,000. A performance equity plan for 10,000,000 shares (on a post-stock split basis) of Common Stock ("2003 Performance Equity Plan") was also approved. The rights of the common stock were not changed. These capitalization changes have not been reflected in the accompanying financial statements. Recent Sales of Unregistered Securities In March 2003, the company issued 170,000 shares of its common stock in lieu of cash to the Geologist that wrote the August 2002 report on our tungsten property. In July 25, 2002, the company completed an offering under Regulation S to two accredited investors. Each investor subscribed for 500,000 shares on a pre-stock split basis of common stock for $25,000 cash. Under the subscription agreements the investors were also granted common stock warrants authorizing each investor the right to purchase up to 1,000,000 shares of common stock on a pre-stock split basis at $0.25 per share, on a pre-stock dividend basis. The warrants expire on July 31, 2003, if not exercised prior to that date. 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 a) Exhibits 3.1 Certificate of Amendment to the Certificate of Incorporation (1) 4.1 Form of 2003 Equity Performance Plan (1) (1) Previously filed with Form DEF 14c (information statement) on May 5, 2003. b) Reports on Form 8-K We filed a current report with the Securities and Exchange Commission on Form 8-K on March 5, 2003 reporting the asset purchase contract, dated as of February 25, 2003, to acquire a permitted gold mine as well as two un-permitted groups of mining claims, which may have gold mineralization. At its election, the company may also acquire certain mining equipment. 11 Signatures In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. REGISTRANT GL ENERGY AND EXPLORATION, INC. By: /s/ Mitchell Geisler -------------------- Mitchell Geisler, President and Chairman of the Board (Principal Executive Officer and Principal Accounting Officer) Date: May 14, 2003 12 FORM OF CERTIFICATION PURSUANT TO RULE 13a-14 AND 15d-14 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED CERTIFICATION I, Mitchell Geisler, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of GL Energy and Exploration, Inc.; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: (a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this quarterly report (the "Evaluation Date"); and (c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize, and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and (b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls. 6. The registrant's other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: May 14, 2003 /s/ Mitchell Geisler ------------------------------------ Name: Mitchell Geisler Title: President and Chief Executive Officer and Treasurer 13 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of GL Energy and Exploration, Inc. on Form 10-QSB for the period ended March 31, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), each of the undersigned, in the capacities and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of his knowledge: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. /s/ Mitchell Geisler ------------------------------- Mitchell Geisler, President and Chairman of the Board Dated: May 14, 2003 14
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