UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
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| þ | | ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the quarterly period ended March 31, 2007.
OR
| | | |
| o | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) |
Commission file number 0-9563
ALPHA PETROLEUM EXPLORATION CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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| New York | | 23-2090563 |
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(State or Other Jurisdiction of
Incorporation or Organization) | | (IRS Employer I.D. No.) |
1211 North Westshore Blvd., Suite 511, Tampa, FL 33607
Address of Principal Executive Offices Including Zip Code
Registrant’s telephone number including area code: (813) 289-0500
Securities registered pursuant to Section 12(b) of the Exchange Act:None.
Securities registered pursuant to Section 12(g) of the Exchange Act:Common Stock.
Indicate by check mark whether the registrant (1) has 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. Yeso Noþ.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o Accelerated filer o Non-accelerated filer þ
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes þ No o
As of March 31, 2007, 1,399,912 shares of Common Stock, $0.01 par value, were outstanding.
TABLE OF CONTENTS
PART ONE
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
Reference is made to the quarterly Financial Statements attached hereto.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Results of Operations
As the Company has been inactive since 1988, the Company has had no revenue or any other type of income since 1988. Similarly, the Company has had minimal general and administrative expenses since 1988. During the quarter ended December 31, 2006, the Company engaged in virtually no business activity.
Liquidity and Capital Resources
There are no known trends or known demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in the Company’s liquidity increasing or decreasing in any material way.
The Company does not have any material commitments for capital expenditures.
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PART TWO
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
| | (a) | | Financial Statements: Attached hereto |
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| | (b) | | Reports on Form 8-K: None |
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| | 31.1 | | Certification pursuant to Rule 13a-14(a) |
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| | 32.1 | | Certification pursuant to 18 U.S.C. §1350 |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | ALPHA PETROLEUM EXPLORATION CORPORATION
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| | By: | /s/ Roland M. Jermyn, Jr. | |
| | | Roland M. Jermyn, Jr., President | |
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company in the capacities and on the dates so indicated.
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| /s/ Roland M. Jermyn, Jr. | | September 1, 2007. |
| Roland M. Jermyn, Jr., Director | | |
Principal Executive Officer, and
Principal Financial Officer | | |
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ALPHA PETROLEUM EXPLORATION CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
| | | | | | | | | |
| | | 6 months ended |
| | | 30-Mar-07 | | 31-Mar-06 |
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| Cash flows from operating activities | | | | | | | | |
| | | | | | | | | |
| Net loss | | $ | (170 | ) | | $ | (149 | ) |
| | | | | | | | | |
| Adjustments to reconcile net loss to net cash provided by operating activities | | | | | | | | |
| Changes in operating assets and liabilities | | | | | | | | |
| Accounts payable | | | — | | | | — | |
| Increase in interest payable | | | — | | | | — | |
| Increase in tax liability | | | 170 | | | | 149 | |
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| |
| Net cash used in operating activities | | | — | | | | — | |
| | | | | | | | | |
| Cash flows from financing activities | | | | | | | | |
| Loan from shareholders | | | | | | | — | |
| | | |
| |
| Net cash provided by financing activities | | | — | | | | — | |
| | | |
| |
| Net increase in cash | | | — | | | | — | |
| Cash, beginning of period | | | 1,100 | | | | 1,100 | |
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| Cash, end of period | | $ | 1,100 | | | $ | 1,100 | |
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| | | | | | | | | |
| Supplemental disclosures of cash flow information | | | | | | | | |
| | | | | | | | | |
| Cash paid during the periods for | | | | | | | | |
| Interest | | $ | — | | | $ | — | |
| | | |
| Taxes | | $ | — | | | $ | — | |
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ALPHA PETROLEUM EXPLORATION CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| | | | | | | | | | | | | | | | | |
| | | 6 months ended | | 3 months ended |
| | | 31-Mar-07 | | 31-Mar-06 | | 31-Mar-07 | | 31-Mar-06 |
| Revenue | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| | | | | | | | | | | | | | | | | |
| General and administrative expenses | | | | | | | | | | | | | | | | |
| | | | | |
| Loss from Operations | | | | | | | | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | |
| Other income (expense) | | | | | | | | | | | | | | | | |
| Interest Expense | | | | | | | | | | | | | | | | |
| Tax interest and penalties | | | (170 | ) | | | (149 | ) | | | (135 | ) | | | (125 | ) |
| | | | | |
| | | | (170 | ) | | | (149 | ) | | | (135 | ) | | | (125 | ) |
| | | | | |
| NET LOSS | | $ | (170 | ) | | $ | (149 | ) | | $ | (135 | ) | | $ | (125 | ) |
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| | | | | | | | | | | | | | | | | |
| Weighted average number of shares outstanding | | | 1,399,912 | | | | 1,399,912 | | | | 1,399,912 | | | | 1,399,912 | |
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| | | | | | | | | | | | | | | | | |
| Loss per share | | $ | (0.00 | ) | | $ | (0.00 | ) | | $ | (0.00 | ) | | $ | (0.00 | ) |
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ALPHA PETROLEUM EXPLORATION CORPORATION
CONSOLIDATED BALANCE SHEET
March 31, 2007
(.UNAUDITED)
| | | | | |
| ASSETS | | | | |
| Current Assets | | $ | 1,100 | |
| | | | |
| Cash | | | 1,100 | |
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| Total Current Assets | | $ | 1,100 | |
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| LIABILITIES AND STOCKHOLDERS’ DEFICIENCY | | | | |
| Current Liabilities | | | | |
| Accounts Payable | | $ | 44,574 | |
| New York State Tax Liability | | | 1,552 | |
| | | | |
| Total Current Liabilities | | | 46,126 | |
| | | | | |
| Stockholders’ Deficiency | | | | |
| Common stock, par value $.01 authorized, 40,000,000 shares; issued and | | | 13,999 | |
| outstanding, 1,399,912 shares | | | 7,175,116 | |
| Additional paid-in-capital | | | (7,234,141 | ) |
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| Accumulated deficit | | | (45,026 | ) |
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| | | $ | 1,100 | |
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