UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) (X) Quarterly Report Pursuant Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended: June 30, 1996 OR () TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File: 0-8447 DOL RESOURCES, INC. (Exact Name of Registrant as specified in its Charter) Wyoming 82-0219465 (State of other Jurisdiction (I.R.S. Employer of Incorporation or Organization) Identification No.) 13636 Neutron Road, Dallas, Texas 75244 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number (Area code (214) 661 5869) Indicate by check mark whether 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 such shorter period that Registrant was required to file such reports and (2) has been subject to such filing requirements for the past 90 days YES: X NO: The number of shares outstanding of each of the Issuer's Classes of Common Stock, as of the close of the period covered by this report: Common - $0.01 Par Value - 20,671,254 shares as of June 30, 1996. DOL RESOURCES, INC. Index to Form 10-Q for Fiscal Quarter ended June 30, 1996 Page No. PART 1 - Financial Information Condensed Unaudited Balance Sheet, June 30, 1996 and December 31, 1995 2 - 3 Condensed Unaudited Statement of Income, Six Months ended June 30, 1996 and 1995 4 Condensed Unaudited Statement of Shareholder's Equity Three Months ended June 30, 1996 and 1995 5 Condensed Unaudited Statement of Changes in Financial Position Six-Months Ended June 30, 1996 and 1995 5 Summary of Significant Accounting Policies and Notes to Condensed Unaudited Financial Statements 6-11 Management's Discussion and Analysis of Condensed Financial Condition and Results of Operations 12 PART 11 - Other Information Item 6(b) - Exhibits and Reports on Form 8-K 13 Signature Pursuant to General Instruction E 13 All other items called for by the instructions are omitted as they are inapplicable, not required, or the information is included in the condensed financial statements or notes thereto. DOL RESOURCES, Inc. BALANCE SHEET (Unaudited) ASSETS June 30 Dec. 31 1996 1995 CURRENT ASSETS Cash $ 46,247 $ 49,215 Marketable securities, at lower or aggregate cost or market, cost $24,175 in 1996 and 1995 - Note 2 1,924 1,924 Trade accounts receivable, less allowance for doubtfiul accounts of $1,711, ($1,711 in 1995 Note 1) 22,257 18,347 Due from related parties-Note 4 254,884 272,743 Prepaid Expenses 37,500 37,500 Total Current Assets 362,812 379,729 PROPERTIES - Using full costing- Note 1 Production payment 100,000 100,000 Exploration, acquisition & development, cost, net of allowance for reduction of oil & gas assets of $137,083 in 1985 1,656,365 1,654,290 Total cost 1,756,365 1,754,290 Less accumulated deplation 1,304,451 1,297,651 451,914 456,639 AUTOMOBILES, FURNITURE & FIXTURES At cost - Note 1 Furniture and fixtures 6,476 6,476 Less accumulated deprecition 4,209 3,885 Net Furniture and Fixtures 2,267 2,591 Total Cost 2,267 2,591 OTHER ASSETS Undeveloped coal royalties-Note 9 10,156 10,155 Other accounts receivable-Note 12 75,616 78,027 Total Other Assets 85,772 88,183 TOTAL ASSETS 902,765 927,142 DOL Resources, Inc. BALANCE SHEET June 30 December 31, 1996 1995 CURRENT LIABILITIES Notes payable - Note 3 355,000 375,000 Accounts payable 37,218 28,592 Accrued expenses -0- -0- Total current liabilities 392,218 403,592 LONG-TERM LIABILITIES Notes payable - Note 4 and 12 299,003 77,669 Total Long-Term Liabilities 299,003 77,669 STOCKHOLDERS' EQUITY Capital Stock, common, $.01 par value: Authorized 25,000,000 shares issued and outstanding 20,671,234 shares at 6-30-96 and 12-31-95 206,713 206,713 Capital in excess of par value 1,502,741 1,502,741 Accumulated deficit (1,497,535) (1,263,198) Treasury Stcok ( 375) ( 375) 211,544 445,881 TOTAL 902,765 927,142 DOL RESOURCES, INC. CONDENSED UNAUDITED STATEMENT OF INCOME 3 Months 6 Months Ended Ended 6-30-96 6-30-96 6-30-95 Operating Revenue: Oil and Gas Sales 14,279 28,563 24,420 Interest and other income 2,924 4,524 5,533 Total 17,203 33,087 29,953 Operating Expenses: Depletion,depreciation and amortization 3,562 7,124 7,324 General and administrative 999 1,569 1,433 Interest 3,597 4,865 1,068 Consulting & Mgmt Fees 236,745 236,745 -0- Production Taxes 1,439 2,866 2,515 Lease Operating Expense 6,660 14,255 12,347 Lease Rentals -0- -0- -0- Total Operating Expenses 253,002 267,424 24,687 Net Income (Loss) before income taxes (235,799) (234,337) 5,266 Provision for income taxes (note 6) -0- -0- -0- Net Income (Loss) (235,799) (234,337) 5,266 Weighted Average Number of Common Shares Outstanding 20,671,254 20,671,254 20,671,254 Earnings (Loss) for Common Share $(.0114) $(.0113) $.00025 The accompany notes are an integral part of this statement. DOL RESOURCES, INC. CONDENSED UNAUDITED STATEMENT OF STOCKHOLDER'S equity Six Months ended June 30, 1996 and 1995 Capital Stock Capital in Number of Excess of Accumulated Treasury Shares Amount Par Value Deficit Stock Balance at 1/1/95 20,671,254 206,713 1,502,741 (1,267,319) ( 375) Net Income -0- -0 -0- 5,266 - 0- Balance at 6/30/95 20,671,254 206,713 1,502,741 (1,262,053) ( 375) Balance at 1/1/96 20,671,254 206,713 1,502,741 (1,263,198) ( 375) Net Income -0- -0- -0- ( 234,337) - 0- Balance at 6/30/96 20,671,254 206,713 1,502,741 (1,497,535) ( 375) CONDENSED UNAUDITED STATEMENT OF CHANGES IN FINANCIAL POSITION Three Months Ended: June 30, 1996 June 30, 1995 Financial Resources Provided By Operations: Net Income (234,337) 5,266 Items not requiring outlay of working Capital: Depletion, Deprec. and Amortization 7,124 7,324 Working Capital provided by operations (227,213) 12,590 Increase in Properties ( 2,075) -0- Reduction in other Assets 2,411 3,324 Increase in long term debt 225,000 -0- Total Resources ( 1,877) 15,914 Financial Resources Applied to: Retirement of long-term debt 3,666 3,324 Increase in Properties -0- -0- Total 3,666 3,324 Net Increase (Decrease) in Working Capital (5,543) 12,500 Working Capoital at being of period (23,863) (43,310) Working Capital at end of period (29,406) (29,720) DOL Resources, Inc. NOTES TO FINANCIAL STATEMENTS NOTE 1. Summary of Significant Accounting Policies Organization and Operations The Company was organized on November 6, 1973 under the laws of the State of Wyoming. Its primary activities have been the acquisition of interests in various oil and gas properties, coal properties (Note 8) and exploration for oil and gas. Allowance for Bad Debts: Accounts receivable from participants in oil and gas exploration are estimated to be at least 95% collectible, consequently a 5% allowance for bad debts has been established against those receivables. Receivables from the sale of oil and gas are fully collectible, as accruals are based primarily on collection of oil and gas sales subsequent to year-end. Properties: The Company uses the full cost method of accounting for oil and gas acqusition, exploration and development costs. The Company has operations only within the continental United States and consequently has only one cost center. All costs associated with property acquisition, exploration and development activities are capitalized within the cost center. No costs related to production, general corporate overhead or similar activities are capitalized. Capitalized costs within the cost center are amortized on the units-of-production basis using proved oil and gas reserves. The carrying value of capitalized cost is limited to the sum of (A) the present value of future net revenues from estimated production of proved oil and gas reserves, plus (B) the cost of properties not being amortized, plus (C) the lower cost or estimated fair value of unproved properties included in the costs being amortized less (D) income tax effects related to differences between book and tax basis of the properties involved. For the year ended December 31, 1985, total capitalized costs exceeded the cost center ceiling by $137,083. The excess was expense to current operations. DOL RESOURCES, INC NOTES TO FINANCIAL STATEMENTS (CONT.) NOTE 1: Sales and abandonments of oil and gas properties are accounted for as adjustment of capitalized costs, with no gain or loss recognized. Drilling in progress is included in the cost center with depletion being calculated on all costs with cost center. Automobiles, Furniture and Fixtures Depreciation is computed by the straight-line method on the cost of automobiles and furniture and fixtures at rates based on their estimated service lives. Estimated lives in use are as follows: Automobiles 4 - 5 years Furniture and Fixtures 5 - 12 years During the year ended 12-31-87, all automobiles, furniture and fixtures were sold. Additional furniture and fixtures were acquired from an affiliate during 1988 as payment on accounts receivable. Earnings per Common Share Earnings per common share were computed by dividing the net loss by the weighted average number of common shares outstanding during the year. NOTE 2. Marketable Securities Marketable securities are valued at the lower of cost or market value. 1996 1995 Aggregate Cost 24,175 24,185 Aggregate Market Value 1,924 1,924 Unrealized loss* 22,251 22,251 *The unrealized loss on marketable securities is charged to operations. DOL RESOURCES, INC. NOTES TO FINANCIAL STATEMENTS (CONT.) NOTE 3. Notes Payable Notes payable consist of the following: December 31, 1995 Monthly Interest Due Within Due After Installment Rate One Year One Year 1995 Note 1 due 1-9-96 $375,000 $ -0- June 30, 1996 1996 Note 1 due 2-9-97 355,000 $ -0- Gateway National Bank. Interest only payable monthly at 7.08% per annum over a year of 360 days. NOTE 4. Related Party Transactions: As reported in the registrants 10-Q for the quarter ended June 30, 1984, Featherstone Development Corp. owned 3,245,099 shares. Featherstone Farms, Ltd. owned 609,058 shares, and Olen F. Featherstone II owned 654,097 shares of DOL Resources, Inc. common stock from January 1, 1982 to April 14, 1984. The Featherstone group had a total of 4,509,254 shares of common stock representing approximately 31,9% of the total outstanding stock of DOL Resources, Inc. at December 31, 1983. On April 16, 1984 all of their restricted shares in Petro Imperial Corporation of Dallas, Texas, a Utah Corporation controlled by Commercial Technology, Inc. Petro Imperial Corporation purchased an additional 500,000 shares of DOL Resources, Inc. common stock as on that date. The Company acquired by assignment from Petro Imperial Corp. in 1987 accounts receivable of $100,000 from Comtec Superior Management Co. and $139,719 from Comtec Glauber Management Cio.as contributed capital. Both are affiliated companies. This was reversed in December, 1991. The Company ended 1995 with accounts receivable from Glauber Management Corp. (the parent company) of $272,743. The balance of this account on June 30, 1996 was $254,884. NOTE 5. Commitments: The Company had the following lease obligations: Coal Oil & Gas Leases 1994 $ -0- $ -0- 1995 -0- -0- After 1995 -0- -0- NOTE 6. Income Taxes The Company as of December 31, 1995 had a net operating income loss carryover for income tax purposes of approximately $936,000. The carryover is available to offset taxable income of future years and expires as follows: 1996 265,000 1997 148,000 1998 241,000 1999 14,000 2000 109,000 2001 40,000 2002 48,000 2003 3,000 2004 34,000 2007 14,000 2008 19,000 2009 1,000 936,000 The Company also had approximately $27,000 of investment tax credits available for carryover against future federal income tax liabilities. For financial reporting purposes, the net operating loss has been used to offset prior deferred income taxes. To the extend that the net operating loss carryovers are utilized for income tax purposes in future years, the deferred income taxes eliminated to give credits related to timing differences of the current year not recorded, will be reinstated. Because of timing differences related principally to intangible drilling costs, cumulative losses for income tax reporting purposes exceed those reported by approximately $576,000. Because of the uncertainly as to realization, no future tax benefits are recognized at December 31, 1995. NOTE 7. Legal Proceedings: On November 20, 1979, Phillips Petroleum Company filed a complaint with the Federal Energy Regulatory Commission (Docket No. C180-70-00) against DOL Resources, Inc. and other producers alleging that certain producer respondents abandoned the sale f natural gas to Phillips without first obtaining necessary Commission authorization under Section 7(b) of the Natural Gas Act. The Commission ruled in favor of Phillips on April 16, 1985. Effective December 1, 1985, DOL's shares of the settlement to be paid from future production from the Miller-Jacobs #1 well as follows: $160,000 payable out of 30% of gas reserves accruing to its interest in production for the period December 1, 1985 through November 30, 1989,. and payable out of 50% of gas revenues accruing to its interest in production on and after December 1, 1989. The situation arose prior to present management's association with DOL Resources, Inc. DOL has since entered into an agreement with past management and will recover the entire amount on the basis of the amounts of production withheld by Phillips. NOTE 8. Undeveloped Coal Royalties The undeveloped coal royalties were received in exchange for stock in the company from Discovery Oil, Ltd. (at the time the parent company of DOL Resources, Inc. ) in a related party transaction in prior years. These coal royalties cover approximately 2,901 gross acres and 58 net acres at the end of 1995. There were no coal lease expirations in 1995. Development is not under control of the company. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONDENSED UNAUDITED STATEMENT OF INCOME The following is Management's discussion and analysis of certain significant factors which have affected the Company's earnings during the period included in the accompanying Condensed Unaudited Statement of Income. A summary of the period to period changes in the principal items included in the Condensed Unaudited Statement of Income is as shown below: Six Months ending June 30 1996 and 1995 Net Sales 4,143 Interest and Other Income (1,009) General and Administrative 136 Depletion, Depreciation and Amortization ( 200) Consulting & Management Fees 236,745 Interest Expense 3,797 Net Income (Loss) (239,603) Oil and gas sales increased as compared to the same period last year due to an increase in the price per BBL of oil. The recurring cash flow for the first six months of 1996 was approximately $6,700 per month. General and Administrative expenses increased slightly. Interest expense increased due to restructuring of debt. Accumulated managements fees due to Commercial Technology and its management subsidiary since 1986 were booked during this period. Management expects a slow upward trend in oil and gas prices to continue beyond $20.00 per Bbl. This would not only increase revenues and cash flow but would enhance our ability to raise much needed funds for drilling additional wells. It is the opinion of management that a minimum of $25.00 per Bbl. oil is needed in order to expand operations and replace depleted reserves. Meanwhile a continuing effort is being made to increase production, and consequently revenues by seeking out and negotiating joint-venture recompletion projects where positive reserve information exists. Review of Independent Public Accountants: The information contained in substantially all financial statements accompanying this report were supplied by internal accountant of registrant. Although such statements have not been reviewed by registrant's certified public accountant they are available for review. Office Information No reports on Form 8-K were filed by the Company in the quarter for which this report is filed. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned there unto duly authorized. DOL RESOURCES, INC. /s/ Fred M. Updegraff Fred M. Updegraff Vice President, Treasurer and Principal Accounting Officer Date: August 14, 1996