UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended JuneSeptember 30, 2010201 0


[   ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from ___ to ___


Commission file number: 000-31549


BINGHAM CANYON CORPORATION

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation or organization)

90-0578516                                           

(I.R.S. Employer Identification No.)

 #281, 369 East 900 South, Salt Lake City, Utah

(Address of principal executive offices)

84111       

(Zip Code)


(801) 323-2395

(Registrant’s telephone number, including area code)

  

Indicate by check mark whether the registrant (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 reports), and (2) has been subject to such filing requirements for the past 90 days.     

Yes  [X]   No [  &nbs p;]


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes  [  ]   No [  ]


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer [  ]

Non-accelerated filer [  ]

Accelerated filer [  ]

Smaller reporting company [X]


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  

Yes [X]   No [  ]


The number of shares outstanding of the registrant’s common stock as of July 28,October 26, 2010 was 19,150,000.








TABLE OF CONTENTS


PART I – FINANCIAL INFORMATION


Item 1.  Financial Statements

2

Condensed Balance Sheets

3

Condensed Statements of Operations

4

Condensed Statements of Cash Flows

5

Condensed Notes to the Financial Statements

6

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of OperationsOp erations

7

Item 3.  Quantitative and Qualitative Disclosures Aboutabout Market Risk

8

Item 4.  Controls and Procedures

8


PART II – OTHER INFORMATION


Item 6.  Exhibits

9

Signatures

9




PART I – FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS


The financial information set forth below with respect to our statements of operations for the three and sixnine month periods ended JuneSeptember 30, 2010 and 2009 is unaudited.  This financial information, in the opinion of management, includes all adjustments consisting of normal recurring entries necessary for the fair presentation of suchs uch data.  The results of operations for the six mon thnine month period ended JuneSeptember 30, 2010, are not necessarily indicative of results to be expected for any subsequent period.  





BINGHAM CANYON CORPORATION


(A Development Stage Company)


Financial Statements


JuneSeptember 30, 2010






BINGHAM CANYON CORPORATION

(a Development Stage Company)

 Condensed Balance Sheets

(Unaudited)

 

 

 

 

 

 

 

 

 

 

SEP 30, 2010

 

DEC 31, 2009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

     Cash

$

3,623

$

 393 

 

 

     Total current assets

 

3,623

 

393 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

$

3,623

$

393 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

    Accounts payable

$

72,850

$

64,671 

 

 

         Total current liabilities

 

72,850

 

64,671 

 

 

         Total liabilities

 

72,850

 

64,671 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

     Common stock, $.001 par value; 100,000,000 shares authorized;

 19,150,000 shares issued and outstanding

 

19,150 

 

19,150 

 

 

     Additional paid-in capital

 

30,850 

 

30,850 

 

 

     Deficit accumulated during the development stage

 

(119,227)

 

(114,278)

 

 

          Total stockholders' deficit

 

(69,227)

 

(64,278)

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$

3,623

$

  393 

 


BINGHAM CANYON CORPORATION

(a Development Stage Company)

 Balance Sheets

 

June 30,

 

December 31,

 

2010

 

2009

 

(Unaudited)

 

 

ASSETS

 

 

 

CURRENT ASSETS

 

 

 

      Cash

$

5,160 

 

$

393 

      Total Current Assets

5,160 

 

393 

 

 

 

 

  TOTAL ASSETS

$

5,160 

 

$

393 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

CURRENT LIABILITIES

 

 

 

     Accounts Payable

$

73,450 

 

$

64,671 

     Total Current Liabilities

73,450 

 

64,671 

 

 

 

 

     Total Liabilities

73,450 

 

64,671 

 

 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

     Common Stock, $.001 par value; 100,000,000 shares

 

 

 

         authorized; 19,150,000 shares issued and outstanding

19,150 

 

19,150 

     Additional Paid-in Capital

30,850 

 

30,850 

     Deficit Accumulated During the Development Stage

(118,290)

 

(114,278)

 

 

 

 

     Total Stockholders' Deficit

(68,290)

 

(64,278)

 

 

 

 

     TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)

$

5,160 

 

$

393 


The accompanying notes are an integral part of these financial statementsstatements.





BINGHAM CANYON CORPORATION

(a Development Stage Company)

 Condensed Statements of Operations

(Unaudited)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FOR THE THREE MONTHS ENDED SEP 30, 2010

 

FOR THE THREE MONTHS ENDED SEP 30, 2009

 

FOR THE NINE MONTHS ENDED SEP 30, 2010

 

FOR THE NINE MONTHS ENDED SEP 30, 2009

 

FROM INCEPTION ON FEB 27, 1986 TO SEP 30 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue s

$

--

$

--

$

--

$

--

$

--

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

     General and administrative

 

937

 

987

 

4,949

 

4,016

 

119,227

 

 

          Total expenses

 

937

 

987

 

4,949

 

4,016

 

119,227

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating loss before other expense

 

(937)

 

(987)

 

(4,949)

 

(4,016)

 

(119,227)

 

 

 

 

& nbsp;

 

 

 

 

 

 

 

 

 

 

Other income (expense)

 

--

 

--

 

--

 

--

 

--

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from operations before income taxes

 

(937)

 

(987)

 

(4,949)

 

(4,016)

 

(119,227)

 

 

Income taxes

 

--

 

--

 

--

 

--

 

--

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(937)

$

(987)

$

(4,949)

$

(4,016)

$

(119,227)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted net loss per share

$

(0.00)

$

(0.00)

$

(0.00)

$

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

19,150,000

 

19,150,000

 

19,150,000

 

19,150,000

 

 

 


The accompanying notes are an integral part of these financial statements.






BINGHAM CANYON CORPORATION

(a Development Stage Company)

 Statement of Operations

(Unaudited)

 

 

 

 

 

 

 

From

 

&nbs p;

 

 

 

 

 

Inception on

 

 

 

For the three months

 

For the six months

 

February 27,

 

 

 

ended June 30,

 

ended June 30,

 

1986 to

 

 

 

2010

 

2009

 

2010

 

2009

 

June 30, 2010

 

 

 

 

 

 

 

 

 

 

 

 

REVENUES

 

$

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

 

EXPENSES

 

 

 

 

 

 

 

&n bsp;

 

 

     General & Administrative

 

747 

&nbs p;

747 

 

4,012 

 

3,029 

 

118,290 

 

 

 

 

 

 

 

 

 

 

 

 

     TOTAL EXPENSES

 

747 

 

747 

 

4,012 

 

3,029 

 

118,290 

 

 

 

 

 

 

 

 

 

 

 

 

      Net Operating Loss

 

(747)

 

(747)

 

(4,012)

 

(3,029)

 

(118,290)

 

 

 

 

 

 

 

 

 

 

 

 

LOSS BEFORE TAXES

 

(747)

 

(747)

 

(4,012)

 

(3,029)

 

(118,290)

 

 

 

 

 

 

 

 

 

 

 

 

TAXES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

 

$

(747)

 

$

(747)

 

$

(4,012)

 

$

(3,029)

 

$

(118,290)

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS PER SHARE

 

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE

 

 

 

 

 

 

 

 

 

 

 

SHARES OUTSTANDING

 

19,150,000 

 

19,150,000 

 

19,150,000

 

19,150,000 

 

 

BINGHAM CANYON CORPORATION

(a Development Stage Company)

 Condensed Statements of Cash Flows

(Unaudited)


 

 

 

 

 

 

 

 

 

 

 

 

FOR THE NINE MONTHS ENDED SEP 30, 2010

 

FOR THE NINE MONTHS ENDED SEP 30, 2009

 

FROM INCEPTION ON FEB 27, 1986 TO SEP 30, 2010

 

 

 

 

 

 

 

 

 

 

Cash Flows from Operating Activities

 

 

 

 

 

 

 

 

Net loss

$

(4,949)

$

(4,016)

$

(119,227)

 

 

Adjustments to reconcile net loss to cash provided (used) by operating activities:

 

 

 

 

 

 

 

 

      Depreciation and amortization

 

--

 

--

 

17,000

 

 

      Common stock issued for services rendered

 

--

 

--

 

33,000

 

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

      Increase in accounts payable

 

8,179

 

5,000

 

72,850

 

 

Net cash provided (used) by operating activities

 

3,230

 

984

 

3,623

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows from Investing Activities

 

--

 

--

 

- - -

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Flows from Financing Activities

 

--

 

--

 

--

 

 

 

 

 

 

 

 

 

 

 

Increase (decrease) in cash

 

3,230

 

984

 

3,623

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

393

 

156

 

--

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

$

3,623

$

1,140

$

3,623

 

 

 

 

 

 

 

 

 

 

 

Supplemental Cash Flow Information:

 

 

 

 

 

 

 

 

     Stock issued for marketing rights

$

--

$

--

$

17,000

 

 

     Stock issued for services

$

--

$

--

$

33,000

 

 

 

 

 

 

 

 

 

 

 

Cash paid for:

 

 

 

 

 

 

 

 

     Interest

$

--

$

--

$

--

 

 

     Income taxes

$

--

$

--

$

--

 



The accompanying notes are an integral part of these financial statements







BINGHAM CANYON CORPORATION

(a Development Stage Company)

 Statement of Cash Flows

(Unaudited

 

 

 

 

 

From

 

 

 

 

 

Inception on

 

For the Six Months Ended

 

February 27,

 

June 30,

 

1986 to

 

2010

 

2009

 

June 30, 2010

 

 

 

 

 

 

Cash Flows from Operating Activities

 

 

 

 

 

   Net Loss

$

(4,012)

 

$

(3,029)

 

$

(118,290)

   Adjust ment to reconcile net loss to cash provided

 

 

 

 

 

    (used) by operating activities:

 

 

 

 

 

         Depreciation & amortization

 

 

17,000 

         Common stock issued for services rendered

 

 

33,000 

   Changes in assets and liabilities:

 

 

 

 

 

         Increase in accounts payable

8,779 

 

5,000 

 

73,450 

 

 

 

 

 

 

  Net Cash Provided (Used) by Operating Activities

4,767 

 

1,971 

 

5,160 

 

 

 

 

 

 

Cash Flows from Investing Activities

 

 

 

 

 

 

 

 

Cash Flows from Financing Activities

 

 

 

 

 

 

 

 

Increase (Decrease) in Cash

4,767 

 

1,971 

 

5,160 

 

 

 

 

 

 

Cash and Cash Equivalents at Beginning of Period

393 

 

156 

 

 

 

 

 

 

 

Cash and Cash Equivalents at End of Period

$

5,160 

 

$

2,127 

 

$

5,160 

 

 

 

 

 

 

Supplemental Cash Flow Information:

 

 

 

 

 

      Stock issued for marketing rights

$

 

$

 

$

17,000 

      Stock issued for services

$

 

$

 

$

33,000 

 

 

 

 

 

 

Cash Paid For:

 

 

 

 

 

       Interest

$

 

$

 

$

       Income Taxes

$

 

$

 

$

-


.





Bingham Canyon Corporation

(A Development Stage Company)

Notes to the Unaudited Condensed Financial Statements

JuneSeptember 30, 2010




NOTE 1 -

BASIS OF FINANCIAL STATEMENT PRESENTATION– Condensed Fin ancial Statements


The accompanying unaudited condensed financial statements have been prepared by the Company pursuantwithout audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the rulesfinancial position, results of operations and regulationscash flows as of and for the Securitiesperiod ended September 30, 2010 and Exchange Commission.  for all periods presented have been made.


Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted accounting principlesin the United States of America have been condensed or omitted in accordance with such rules and regulations.  The information furnished in the interim condensed financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements.  Although management believes the disclosures and information presented are adequate to make the information not misleading, itomitted.  It is suggested that these interim condensed financial statements be read in conjunction wit hwith the Company’s audited financial statements and notes thereto included in itsthe Company’s December 31, 2009 Annual Report onaudited financial statements as reported in its Form 10-K.  OperatingThe results of operations for the six monthsperiod ended JuneSeptember 30, 2010 are not necessarily indicative of the operating results to be expected for the full year endingended December 31, 2010.


NOTE 2 – Going Concern


The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  The Company has limited assets, has incurred losses since inception, has negative cash flows from operations, and has no revenue-generating activities.  Its activities have been limited for the past several years and it is dependent upon financing to continue operations.  These factors raise substantial doubt about the ab ility of the Company to continue as a going concern.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.  It is management’s plan to acquire or merge with other operating companies.                            





In this report references to “Bingham Canyon,” “we,” “us,” and “our” refer to Bingham Canyon Corporation.


FORWARD LOOKING STATEMENTS


The Securities and Exchange Commission (“SEC” ;)) encourages reporting companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions.  This report contains these types of statements.  Words such as “may,”  “intend,”  “expect,” “believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements.  You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report.  All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could causeca use actual results to differ materially from those described in the forward-looking statements.


ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Executive Overview


Our business plan is to seek, investigate, and, if warranted, acquire an interest in a business opportunity.  Our acquisition of a business opportunity may be made by merger, exchange of stock, or otherwise.  We have very limited sources of capital and we probably will only be able to take advantage of one business opportunity.  As of the date of this filing we have not identified any business opportunity that we plan to pursue, nor have we reached any preliminary or definitive agreements or understandings with any person concerning an acquisition or merger.


Financial Condition


We are a development stage company and have not recorded revenues for the past two fiscal years.  At JuneSeptember 30, 2010, we had $5,160$3,623 in cash and had total liabilities of $73,450$72,850 and we are dependent upon financing to continue basic operations.  Management intends to rely upon advances or loans from management or significant stockholders to meet our cash requirements, but we have not entered into written agreements guaranteeing funds and, therefore, no one is obligated to provide funds to us in the future.  These factors raise doubt as to our ability to continue as a going concern.  Our plan is to combine with an operating company to generate revenue.  


During the next 12 months we anticipate incurring costs related to the filingfili ng of Exchange Act reports, and we may incur costs related to investigating, analyzing and consummating an acquisition.  We believe we will b ebe able to meet these costs through funds provided by management and significant stockholders.  We may also rely on the issuance of our common stock in lieu of cash to convert debt or pay for expenses.   


Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings.  In the event of an acquisition or merger with such a company, we will be subject to numerous risks inherent in the business and operations of a financially unstable and early stage or potential emerging growth company.  In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all s ignificantsignificant risks.


We anticipate that the selection of a business opportunity will be complex and extremely risky.  Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation.  Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which





additional equity financing may be obta ined,obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock.  Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.


Management anticipates that the struggling global economy will restrict the number of business opportunities available to us and will restrict the cash available for such transactions.  There can be no assurance in the current economy that we willwi ll be able to acquire an interest in an operating company.


If we obtain a business opportunity, then it may be necessary to raise additional capital.  We likely will sell our common stock to raise this additional capital.  We anticipate that we would issue such stock pursuant to exemptions to the registration requirements provided by federal and state securities laws.  The purchasers and manner of issuance will be determined according to our financial needs and the available exemptions to the registration requirements of the Securities Act of 1933.  We do not currently intend to make a public offering of our stock.  We also note that if we issue more shares of our common stock, then our stockholders may experience dilution in the value per share of their common stock.

 

Off-Balance Sheet Arrangements


We have not entered into any off-balance sheet arrangements that have or are reasonab lyreasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.



ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


Not applicable.applicable to smaller reporting companies.



ITEM 4.  CONTROLS AND PROCEDURES


Disclosure Controls and Procedures


We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC.  This information is accumulated to allow our management to make timely decisions regarding required disclosure.  Our President, who serves as our principal executive officer and principal financial officer, evaluatedis responsible to evaluate the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report.  Based onDuring the period we did not have additional personnel to allow segregation of duties to ensure the completeness or accuracy of our information.  Accordingly, our President has concluded that evaluation, he concluded thatthe lack of an adequate control environment constituted a deficiency in our disclosure controls and procedures were effective.procedures.


Management’s Report onChanges to Internal Control over Financial Reporting


Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act).  Management conducted an evaluation o fof the effectiveness of our internal control over financial reporting and determined that there were no changes made in our internal control over financial reporting during the secondthird quarter of our 2010 fiscal year that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.







PART II – OTHER INFORMATION


ITEM 6.  EXHIBITS


Part I Exhibits

No.

Description

31.1

Principal Executive Officer Certification

31.2

Principal Financial Officer Certification

32.1

Section 1350 Certification


Part II Exhibits

No.

Description

3(i)

Articles of Incorporation (Incorporated by reference to exhibit 3.1 of Form 10-SB, filed September 18, 2000)

3(ii)

Bylaws of Bingham Canyon (Incorporated by reference to exhibit 3.3 of Form 10-SB,10- SB, filed September 18, 2000)



SIGNATURES


Pursuant to the requirements of the Securities Exchang eExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.







Date:  November 3, 2010

BINGHAM CANYON CORPORATIONCORPORATIO N




By:       /s/ Brett D. Mayer

Brett D. Mayer

President and Director

Principal Financial Officer




  ;



Date: August 12, 2010






9