U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2003
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from _____ to _____.
Commission File No. 0-9458
Eagle Exploration Company
(Exact name of registrant as specified in its character)
Colorado 84-0804143
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(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
1801 Broadway Street, Suite 810, Denver, Colorado 80202
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(Address and zip code of principal executive offices)
Registrant's telephone number, including area code: (303) 296-3677
Indicated by check mark whether the registrant (1) filed all reports
required to be filed by Section 13 or 15(d) of the 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 ___.
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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15 (d) of the Exchange Act after the distribution of
securities under a plan confirmed by court.
Yes X No __.
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Indicate the number of shares outstanding of each of the issuer's classed
of common equity, as of the latest practicable date:
Class Number of Shares
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Common stock 3,072 836
Transitional Small Business Disclosure format: (Check one) Yes ___ No X .
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EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
PART I FINANCIAL INFORMATION
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Item 1 Condensed Consolidated Balance Sheets -
March 31, 2003, and June 30, 2003 (Unaudited)
Unaudited Condensed Consolidated Statements of Operations -
Three Months Ended June 30, 2003 and 2002
Unaudited Condensed Consolidated Statement of Cash Flows -
Three Months Ended June 30, 2003 and 2002
Notes to Unaudited Condensed Consolidated Financial Statements
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations
PART II
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Item 4 - Disclosure Controls and Procedures
Item 6. Exhibits and reports on Form 8-K
SIGNATURES
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EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
PART I FINANCIAL INFORMATION
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Item 1
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Condensed Consolidated Balance Sheets
March 31, June 30,
2003 2003
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(Unaudited)
Assets
Current assets
Cash $ 720,331 $ 335,988
Marketable securities 317,468 337,292
Certificates of deposit 0 375,000
Accounts receivable 13,157 8,857
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Total current assets 1,050,956 1,057,137
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Non-current assets
Office furniture, equipment and other, net of
accumulated depreciation of $233,050 and $202,765 at
March 31, 2003 and June 20, 2003, respectively 43,875 39,980
Real Estate held for sale 301,275 301,275
Investment in option to purchase real estate 202,739 202,739
Other assets 24,837 24,837
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Total non-current assets 572,726 568,831
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Total assets $1,623,682 $1,625,968
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Liabilities and Stockholders' Equity
Current liabilities
Accounts payable $ 9,088 $ 9,088
Accrued expenses 6,149 6,149
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Total current liabilities 15,237 15,237
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Stockholders' equity
Common stock, no par value; authorized 10,000,000
shares; 3,072,836 shares issued and outstanding 6,632,998 6,632,998
Accumulated deficit (5,028,473) (5,046,011)
Unrealized gain on investments available-for-sale 3,920 23,744
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1,608,445 1,610,731
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Total liabilities and stockholders' equity $1,623,682 $1,625,968
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See notes to unaudited condensed consolidated financial statements.
Unaudited Condensed Consolidated Statements of Operations
For the Three Months Ended
June 30,
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2003 2002
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Revenues
Oil and gas $ 19,926 $ 11,801
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Total revenue 19,926 11,801
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Expenses
Depreciation 1,926 2,325
General and administrative expenses 50,531 51,064
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Total expense 52,457 53,389
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Loss from operations (32,531) (41,588)
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Other income
Interest and dividend income 10,462 12,291
Miscellaneous income 4,531 10,575
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Total other inco 14,993 22,866
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Net loss before other comprehensive income (17,538) (18,722)
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Other comprehensive income
Unrealized gain on investments available-for-sale 19,824 1,688
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Total other comprehensive income gain 19,824 1,688
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Comprehensive gain (loss) $ 2,286 $ (17,034)
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Basic and diluted weighted average common shares
outstanding 3,072,836 3,072,836
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Basic and diluted loss per common share $ (.005) $ (.006)
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See notes to unaudited condensed consolidated financial statements.
Unaudited Condensed Consolidated Statements of Cash Flows
For the Three Months Ended
June 30,
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2003 2002
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Cash flows from operating activities
Net loss $ (17,538) $ (18,722)
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Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation 1,926 2,325
Gain on sale of asset (4,531) (10,575)
Change in assets and liabilities:
Decrease (increase) in accounts receivable 4,300 (1,596)
Decrease in account payable 0 (3,371)
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1,695 (13,217)
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Net cash flows used in operating activities (15,843) (31,939)
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Cash flows from investing activities
Purchase of certificates of deposit (375,000) (58,000)
Purchase of office furniture and equipment 0 (16,173)
Purchase of land held for resale 0 (7,500)
Proceeds from the sale of assets 6,500 0
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Net cash flows used in investing activities (368,500) (81,673)
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Net decrease in cash and cash equivalents (384,343) (113,612)
Cash and cash equivalents, beginning of year 720,331 661,251
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Cash and cash equivalents, end of quarter $ 335,988 $ 547,639
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Supplemental disclosure of cash flow information:
The change in unrealized gain on investments available for sale for the three months
ended June 30, 2003 and June 30, 2002 was $19,824 and $1,668, respectively.
Notes to Unaudited Condensed Consolidated Financial Statements
Opinion of Management
1. The financial information furnished reflects all adjustments, which are, in
the opinion of management, necessary for a fair presentation of the financial
position at June 30, 2003, and March 31, 2003, and of the condensed consolidated
statements of operations and condensed consolidated statements of cash flows for
the three months ended June 30, 2003 and 2002. The results of operations and
statements of cash flows for the periods presented are not necessarily
indicative of those to be expected for the entire year.
2. The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles.
For further information refer to the audited consolidated financial statements
and notes thereto for the year ended March 31, 2003, included in the Company's
10-KSB filed with the Securities and Exchange Commission on June 28, 2003.
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operation
Financial Condition, Liquidity and Capital Resources
The Company's cash and certificates of deposits at June 30, 2003 were
$710,988 as compared to cash and certificates of deposit for the year ended
March 31, 2003 of $720,331.
Stockholders' equity increased from $1,608,445 at March 31, 2003 to
$1,610,731 at June 30, 2003 or $2,245. The Company incurred an unrealized gain
on investments available-for-sale for the period ended June 30, 2002 of $19,824
and a net loss of $17,538.
Results of Operations
For the Three Months Ended June 30, 2003, Compared to the Three Months Ended
June 30, 2002.
For the three months ended June 30, 2002, the Company's oil and gas revenue
was $19,926 as compared to $11,801 for the three months ended June 30, 2002.
Other income including interest and dividend income was $14,993 for the period
ended June 30, 2003 and $22,866 for the period ended June 30, 2002.
Total expense for the three months ended June 30, 2003, was $52,457 as
compared to $53,389 for the three months ended June 30, 2002. Unrealized gains
on investments available-for-sale were $19,824 and $1,668 for the period ended
June 30, 2003 and 2002, respectively. This resulted in a comprehensive gain of
$2,286 for the period ended June 30, 2003 and a comprehensive loss of $17,034
for the period ended June 30, 2002.
PART II
Item 4 - Disclosure Controls and Procedures
As of the end of the period covered by this report, the Company conducted
an evaluation, under the supervision and with the participation of the principal
executive officer and principal financial officer, of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the "Exchange Act")). Based on this evaluation,
the principal executive officer and principal financial officer concluded that
the Company's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commission rules
and forms. There was no change in the Company's internal control over financial
reporting during the Company's most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.
Item 6. Exhibits and reports on Form 8-K
(a) Exhibits
Exhibit 31.1 Certification of President/Chief Financial Officer Pursuant to 18
USC Section 1350, as adopted pursuant to section 302 of the Sarbanes-Oxley Act
of 2002
Exhibit 31.2 Certification of Secretary/Vice President Operations Pursuant to 18
USC Section 1350, as adopted pursuant to section 302 of the Sarbanes-Oxley Act
of 2002
Exhibit 32.1 Certification of President/Chief Financial Officer Pursuant to 18
USC Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act
of 2002
Exhibit 32.2 Certification of Secretary/Vice President Operations Pursuant to 18
USC Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act
of 2002
(b) No reports on Form 8-K have been filed during the quarter ended June 30,
2003.
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.
EAGLE EXPLORATION COMPANY
(Registrant)
By: /s/ Raymond N. Joeckel
Raymond N. Joeckel
President/Chief Financial Officer
By: /s/ Paul M. Joeckel
Secretary/Vice President Operations
Date: August 18, 2003