SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended May 31, 1997 Commission File No. 33-2749 FIRST MORTGAGE CORPORATION (Exact name of registrant as specified in its charter) Incorporated under the laws of the State of UTAH 87-03202209 (State or other jurisdiction of (I.R.S. Employer incorporation of organization) Identification Number) 257 East 200 South, Suite 950, Salt Lake City, Utah 84111 (Address of Principal Executive Offices) Registrant's telephone number, including area code (801) 363-7663 N/A ------ Former name, former address and former fiscal year, if changed since last report 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. (1) Yes X No --- --- (2) Yes X No --- --- Indicate the number of shares outstanding of each class of common stock as of May 31, 1997 51,101,680 Common Stock (Par Value $.001) ------------------------------------------ FIRST MORTGAGE CORPORATION Form 10-Q Three Months Ended May 31, 1997 INDEX Page PART I Financial Information ITEM 1 Financial Statements Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Statements of Operations . . . . . . . . . . . . . . . . . . . . . . . . 6 Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . 7 Note to Financial Statements . . . . . . . . . . . . . . . . . . . . . . 8 Management's Discussion and Analysis of the Statement of Income. . . . . . . . . . . . . . . . . . . . . . . . . 9 PART II Other Information ITEM 1 Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . . . . 10 ITEM 2 Changes in Securities. . . . . . . . . . . . . . . . . . . . . . . 10 ITEM 3 Defaults upon Senior Securities. . . . . . . . . . . . . . . . . . 10 ITEM 4 Submission of Matters to a Vote of Security Holders. . . . . . . . 10 ITEM 5 Other Information. . . . . . . . . . . . . . . . . . . . . . . . . 10 ITEM 6 Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . 10 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 FIRST MORTGAGE CORPORATION FINANCIAL STATEMENTS May 31, 1997 (Unaudited) & February 28, 1997 FIRST MORTGAGE CORPORATION Balance Sheets May 31, 1997 and February 28, 1997 (Unaudited) May February 31, 1997 28, 1997 ------------ ------------ ASSETS Current Assets - -------------- Cash in Bank $ 91,686 $ 48,153 Cash in Savings 422,000 422,000 Other Receivables -0- -0- Contracts Receivable (5,426) 34,430 Tax Refund Receivable -0- 4,742 ------------ ------------ Total Current Assets 508,260 509,325 Fixed Assets - ------------ Office Equipment 2,525 -0- Leasehold Improvements 575 610 ------------ ------------ Total Fixed Assets 3,100 610 Other Assets - ------------ Investment 5,000 -0- Land 47,968 43,640 ------------ ------------ Total Other Assets 52,968 43,640 ------------ ------------ TOTAL ASSETS $ 564,328 $ 553,575 ============ ============ (See accompanying note) - 4 - FIRST MORTGAGE CORPORATION Balance Sheets -Continued- May 31, 1997 & February 28, 1997 (Unaudited) May February 31, 1997 28, 1997 ------------ ------------ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities - ------------------- Accounts Payable $ -0- $ -0- ------------ ------------ Total Current Liabilities -0- -0- Stockholders' Equity - -------------------- Common Stock, 100,000,000 Shares Authorized at $0.001 Par Value; 51,101,680 Shares Issued & Outstanding 51,102 51,102 Capital in Excess of Par Value 242,697 242,697 Retained Earnings 270,529 259,776 ------------ ------------ Total Stockholders' Equity 564,328 553,575 ------------ ------------ TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 564,328 $ 553,575 ============ ============ (See accompanying note) - 5 - FIRST MORTGAGE CORPORATION Statements of Operations For the Three Month Periods Ended May 31, 1997 & 1996 (Unaudited) (Unaudited) May 31, May 31, 1997 1996 ------------ ------------ Revenues - -------- Mortgage Recovery $ 18,143 $ 23,000 Interest 4,944 4,311 Bad Debt Recovery 380 1,292 ------------ ------------ Total Revenues 23,467 28,603 Expenses - -------- Commission Expense 7,000 13,200 Office Expense 1,438 1,497 Rent 2,175 2,175 Professional Fees -0- 1,000 Telephone 507 496 Depreciation 168 93 Land Expense 249 -0- Travel 1,157 147 Taxes 20 15 ------------ ------------ Total Expenses 12,714 18,623 ------------ ------------ Net Profit Before Taxes 10,753 9,980 Income Taxes -0- (1,497) ------------ ------------ Net Profit After Taxes $ 10,753 $ 8,483 ============ ============ Earnings Per Share $ .00 $ .00 Weighted Average Shares Outstanding 51,101,680 51,101,680 (See accompanying note) - 6 - FIRST MORTGAGE CORPORATION Statements of Cash Flows For the Three Months Periods Ended May 31, 1997 & 1996 (Unaudited) (Unaudited) 1997 1996 ------------ ------------ Cash Flows from Operating Activities - ------------------------------------ Net Income (Loss) $ 10,753 $ 8,483 Adjustments to Reconcile Net Income or (Loss) to Operating Activities: Depreciation 168 93 Changes in Operating Assets &Liabilities: Decrease in Prepaid Taxes 4,742 2,128 (Decrease) Increase in Accounts Payable -0- (897) Increase (Decrease) in Taxes -0- 1,497 ------------ ------------ Net Cash Provided by Operating Activities 15,663 11,304 Cash Flows from Investing Activities - ------------------------------------ Increase in Land Investment (4,329) -0- Increase in Investment (5,000) -0- Purchase of Equipment (2,658) -0- Collected on Contracts 39,857 72,000 (Decrease) Increase in Notes Payable -0- (84,000) ------------ ------------ Net Cash Provided by Investing Activities 27,870 (12,000) Cash Flows from Financing Activities - ------------------------------------ Net Cash Provided by Financing Activities -0- -0- ------------ ------------ Increase (Decrease) in Cash 43,533 (696) Cash at Beginning of Year $ 470,153 $ 340,577 ------------ ------------ Cash at End of Year $ 513,686 $ 339,881 ============ ============ Expense Disclosures - ------------------- Interest $ -0- $ -0- Taxes -0- 1,497 (See accompanying note) - 7 - First Mortgage Corporation Note to Financial Statements NOTE #1 - Statement Preparation - ------------------------------- The Company has prepared the accompanying financial statements with interim financial reporting requirement promulgated by the Securities and Exchange Commission. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of financial position and results of operations. The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's February 28, 1997 10-K report. - 8 - MANAGEMENT'S DISCUSSION AND ANALYSIS Liquidity and Capital Resources - ------------------------------- First Mortgage Corporation (the Company) is engaged in the business of buying loan packages of mostly commercial loans from the FDIC or RTC. The Company attempts to recover its investment and make a profit through collection efforts. It is the Company's policy to not recognize any income until it has recovered its initial investment. During the current quarter the Company collected $39,897 on its investments, recognized $18,143 as revenue, and purchased no new loan packages. During the quarter ending May 31, 1995, the Company foreclosed on one of the loans it had purchased. As a result of the foreclosure the Company borrowed $564,921 to pay off a first mortgage position holder and took over possession of a 20,000 square foot industrial building in Phoenix, Arizona. In 1996, the Company sold its position in the building to an associated investor. The Company received $100,000 on October 4, 1996. The investor paid off the $564,921. Results of Operations - --------------------- First Mortgage Corporation (the Company) maintains adequate cash reserves to pay for its operations for at least three months without having to use its cash in savings (cash equivalents), cash is collected on contracts, commission are paid based on these collections. The Company has sufficient cash and cash equivalents to retire all of its debt and still have adequate working capital to continue its operations. The Company has no present need to raise additional capital by sale of its common stock shares. - 9 - PART II - OTHER INFORMATION ---------------------------- Item 1 Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . None Item 2 Changes in the Rights of the Company's Security Holders. . . . . . . . . . . . . . . . . . . . . . . . . None Item 3 Defaults by the Company on its Senior Securities. . . . . . . . . None Item 4 Results of Votes of Security Holders. . . . . . . . . . . . . . . None Item 5 Other Information . . . . . . . . . . . . . . . . . . . . . . . . None Item 6 Exhibits and Reports on Form 8-K. . . . . . . . . . . . . . . . . .None - 10 - SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. Date: July 11, 1997 By: /S/ William S. Greaves ------------------------------- William S. Greaves, President (Principal Executive Officer) /S/ William S. Greaves Date: July 11, 1997 By: ------------------------------ William S. Greaves, President (Principal Financial & Accounting Officer) - 11 -