FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended Commission File September 30, 2000 No. 0-1587 GNC ENERGY CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 75-1050549 (State or other jurisdiction of (IRS Employer ID No.) incorporation or organization) 8235 Douglas Ave., Suite 1201 Dallas,Texas 75225 (address of principal executive offices and zip code) (214) 691-9436 (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_____ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Outstanding at Class September 30, 1999 Common Stock, $0.40 par value 5,203,706 GNC ENERGY CORPORATION INDEX Part I FINANCIAL INFORMATION	 Page No. Consolidated Balance Sheets - September 30, 1999 and September 30, 1998.................................3 - 4 Consolidated Balance Sheets - March 31, 1999 and March 31, 1998.....................................5 - 6 Consolidated Statements of Operations - Three Months Ended September 30, 1999 and September 30, 1998............7 Consolidated Statement of Operations - Six Months Ended September 30, 1999 and September 30, 1998............8 Consolidated Statement of Changes in Stockholders' Equity, (Deficit) - Three Months Ended September 30, 1999.........................................9 Condensed Consolidated Statements of Changes in Financial Position -Six Months Ended September 30, 1999.............10 Notes to Consolidated Financial Statements.....................11 Management's Discussion and Analysis of Results of Operations................................................11 Part II OTHER INFORMATION Exhibits and Reports on Form 8-K...............................12 Signatures.....................................................12 (2) PART I. FINANCIAL INFORMATION GNC ENERGY CORPORATION CONSOLIDATED BALANCE SHEETS (UNAUDITED) ASSETS 9-30-99 9-30-98___ Current assets: Cash $ -	$ - 	 Recoverable deposits -	 - Inventory -	 - Total Current Assets 0 0 Property, Plant and Equipment at Cost: Oil and Gas 186,406 186,337 Total Property, Plant & Equip. 186,406 186,337 Less Accumulated Depreciation, Depletion and Amort. 186,221 186,156 Total Fixed Assets 185 181 Total Assets $ 185 $ 181 See accompanying notes. (3) GNC ENERGY CORPORATION CONSOLIDATED BALANCE SHEETS (UNAUDITED) LIABILITIES AND STOCKHOLDERS' EQUITY 9-30-99 9-30-98 Current Liabilities: Accounts Payable 3,058,120 3,056,560 Accrued Expenses 2,011,726 2,011,726 Accrued Interest Expense 1,960,628 1,819,858 Total Current Liabilities $ 7,030,474 $ 6,888,144 Stockholders' Equity (Deficit): Common Stock, $.40 par value Authorized - 10,000,000 shares Issued and outstanding - 5,203,706 shares in 1999 and 1998 2,081,482 2,081,482 Capital in excess of par value 17,000,421 17,000,421 Accumulated Deficit (26,112,192)(25,969,866) Total Equity ( 7,030,289)( 6,887,963) Total Liabilities and Equity $ 185 $ 181 See accompanying notes. (4) GNC ENERGY CORPORATION CONSOLIDATED BALANCE SHEETS (UNAUDITED) ASSETS 3-31-99 3-31-98 Current Assets: Cash - - Accounts Receivable - - Recoverable Deposits - - Prepaid Expenses - 1,000 Total Current Assets 0 1,000 Property, Plant and Equipment at Cost, Substantially Pledged: Oil and Gas 186,406 186,156 Less Accumulated Depreciation, Depletion and Amortization 186,191 186,156 Total Fixed Assets 215 0 Total Assets $ 215 $ 1,000 See accompanying notes. (5) GNC ENERGY CORPORATION CONSOLIDATED BALANCE SHEETS (UNAUDITED) LIABILITIES AND STOCKHOLDERS' EQUITY 3-31-99 3-31-98_ Current Liabilities: Accounts Payable 3,048,615 3,049,328 Accrued Expenses 2,011,738 2,012,299 Accrued Interest Expense 1,890,243 1,737,742_ Total Current Liabilities 6,950,596 6,799,369_ Stockholders' Equity (Deficit): Common Stock, $.40 par value Authorized - 10,000,000 shares Issued and Outstanding - 5,203,706 Shares in 1999 and 1998 2,081,482 2,081,482 Capital in Excess of Par Value 17,000,421 17,000,421 Accumulated Earnings(Deficit) (26,032,284)(25,880,272) Total Equity ( 6,950,381)( 6,798,369) Total Liabilities and Equity $ 215 $ 1,000_ See accompanying notes. (6) GNC ENERGY CORPORATION CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) Three Months Ended_ 9-30-99 9-30-98_ Net Sales 3,738 4,003_ Cost and Expenses: Cost of Sales 4,611 2,295 General and Administrative 5,000 3,095 Depreciation, Depletion, and Amortization 15 -_ Total Oil/Gas Operating Expenses 9,626 5,390_ Income (Loss) from Operations ( 5,888) ( 1,387) Other Income Extraordinary Income - 179 Other Expenses Interest, Net 35,193 48,360 Extraordinary Expenses - - Property Taxes - -_ Gain(Loss) before Taxes ( 41,081) ( 49,568) Net Gain(Loss) $( 41,081) $( 49,568) Gain(Loss) per Share $( .01) $( .01) Weighted Average Shares Outstanding 5,203,706 5,203,706 See accompanying notes. (7) GNC ENERGY CORPORATION CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) Six Months Six Months Ended Ended 9-30-99 9-30-98 Net Sales 5,707 7,847 Cost and Expenses: Cost of Sales 7,773 5,417 General and Administrative 7,377 8,900 Depreciation, Depletion and Amortization 30 - Total Operations Expenses	 15,180 14,317 Income(Loss) from Operations ( 9,473) ( 6,470) Other Income Extraordinary Income - 179 Accounting Fees	 - 1,000 Administrative Overhead Fees - - Other Expenses Interest, Net 70,385 84,253 Extraordinary Loss - - Misc. Taxes 50 50 Miscellaneous - - Gain(Loss) before Taxes ( 79,908) ( 89,594) Net Gain (Loss) ( 79,908) ( 89,594) Gain (Loss) per Share ( .02) ( .02) Weighted Average Shares Outstanding 5,203,706 5,203,706 See accompanying notes. (8) GNC ENERGY CORPORATION CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) Capital in Common Stock Excess of Accumulated Shares Amount Par Value Deficit__ Balance 6/30/99 5,203,706 2,081,482 17,000,421 (26,071,111) Net Loss - - - ( 41,081) Balance 9/30/99 5,203,706 2,081,482 17,000,421 (26,112,192) See accompanying notes. (9) GNC ENERGY CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION (UNAUDITED) Six Months Six Months Ended Ended 9-30-99 9-30-98 Financial resources were applied to: Net Loss ( 79,908) ( 89,594) Items not affecting working capital: Depreciation, Depletion, and Amortization 30 - Fixed Assets - (181) Financial resources were provided by: Net Profit - -__ Increase (Decrease) in working capital ( 79,878) ( 89,775) Changes in elements of working capital Cash - - Accounts and notes receivable - - Deposits/Prepaids - (1,000) Decreases in notes payable and current maturities of LT debt - - Decrease (Increase) in accounts payable and accrued expenses (79,878) ( 88,775) Increase (Decrease) in working capital $ ( 79,878) $ ( 89,775) See accompanying notes. (10) GNC ENERGY CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of September 30, 1999. We are continuing to work with our creditors to attempt to achieve a plan of reorganization without bankruptcy. 2. The results of operations for the three-month period ended September 30, 1999, are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended March 31, 1999. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATION Oil and Gas Operations - Oil and gas sales for the three-month period ended September 30, 1999, were minimal. Income Taxes - No tax provisions were made for the three months ended September 30, 1999, since the Company has unused deductions and tax credits for financial statement purposes. (11) GNC ENERGY CORPORATION PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) Reports on Form 8-K: There were no reports on Form 8-K filed for the three months ended September 30, 1999. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. GNC ENERGY CORPORATION By:______________________ W. H. Hudson President and Chief Financial Officer November 3, 1999 (12)