FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 [X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal quarter ended February 28, 1997 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 number 0-7501 RUBY MINING COMPANY - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Colorado 81-0214117 - ---------------------------------------- -------------------- State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 877 North 8th West, Riverton, WY 82501 - ---------------------------------------- -------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone Number: (307) 856-9278 NONE - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Checkwhether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and 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 ----- ----- State the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at April 9, 1997 - ------------------------------- ------------------------------- Common stock, $.001 par value 9,000,000 Shares RUBY MINING COMPANY INDEX PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements Condensed Balance Sheet -- February 28, 1997..........................3 Condensed Statements of Operations -- Three and Nine Months Ended February 28, 1997 and February 29, 1996.......................4 Condensed Statements of Cash Flows -- Nine Months Ended February 28, 1997 and February 29, 1996.......................5 Notes to Condensed Financial Statements................................6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations...........6-7 PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K..........................7 Signatures.............................................................8 2 RUBY MINING COMPANY PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CONDENSED BALANCE SHEET FEBRUARY 28, 1997 ASSETS CURRENT ASSETS: Cash $ 33,800 Other 300 --------- TOTAL CURRENT ASSETS 34,100 INVESTMENTS 341,500 PROPERTY AND EQUIPMENT, at cost Mining equipment 39,600 Less accumulated depreciation (31,600) --------- 8,000 --------- $ 383,600 ========= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Directors' fees payable $ 10,400 Accounts payable - affiliates 37,300 --------- TOTAL CURRENT LIABILITIES: 47,700 SHAREHOLDERS' EQUITY Common stock, $0.001 par value; authorized, 20,000,000 shares; issued and outstanding, 9,000,000 shares 9,000 Additional paid-in capital 623,400 Accumulated deficit (559,100) Unrealized loss in investments 262,600 --------- 335,900 --------- $ 383,600 ========= See accompanying notes to condensed financial statements. 3 RUBY MINING COMPANY CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended Nine Months Ended February February ----------------------- --------------------- 28, 1997 29, 1996 28, 1997 29, 1996 -------- -------- -------- -------- REVENUES: Interest $ 200 $ 300 $ 800 $ 900 COSTS AND EXPENSES: General and Administrative 2,400 (100) 9,700 9,900 ------- ------- ------- ------- NET INCOME (LOSS) $(2,200) $ 400 $(8,900) $(9,000) ======= ======= ======= ======= INCOME (LOSS) PER SHARE $ * $ * $ * $ * ======= ======= ======= ======= WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 9,000,000 9,000,000 9,000,000 9,000,000 ========= ========= ========= ========= * Less than $.01 per share. See accompanying notes to condensed financial statements. 4 RUBY MINING COMPANY CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended February --------------------- 28, 1997 29, 1996 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (8,900) $ (9,000) Adjustments to reconcile net loss to net cash used in operating activities: Increase in accounts payable 7,000 9,600 -------- -------- CASH (USED IN) PROVIDE BY OPERATING ACTIVITIES (1,900) 600 NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (1,900) 600 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 35,700 34,800 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 33,800 $ 35,400 ======== ======== See accompanying notes to condensed financial statements. 5 RUBY MINING COMPANY NOTES TO CONDENSED FINANCIAL STATEMENTS 1) The Condensed Balance Sheet as of February 28, 1997 the Condensed Statements of Operations for the three months and nine months ended February 28, 1997 and February 29, 1996, and the Condensed Statements of Cash Flows for the nine months ended February 28, 1997 and February 29, 1996, have been prepared by the Registrant without audit. In the opinion of the Registrant, the accompanying financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to fairly present the financial position of the Registrant as of February 28, 1997, the results of operations for the three months and nine months ended February 28, 1997 and February 29, 1996, and the cash flows for the nine months then ended. 2) Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the Registrant's May 31, 1996 Form 10-KSB. 3) The results of operations for the periods ended February 28, 1997 and February 29, 1996 are not necessarily indicative of the operating results for the full year. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. LIQUIDITY AND CAPITAL RESOURCES The Registrant's working capital decreased by $8,900 during the nine months ended February 28, 1997 resulting in negative working capital of $13,600 a the end of the period. The decrease in working capitl is primarily a result of a $7,000 increase in accounts payable to affiliates for various general and administrative expenses. Cash was reduced by $2,700 as various governmental filing fees were paid, which was partially offset by interest earned on the funds held in interest bearing accounts of $800 for a net decrease of cash of $1,900. The Registrant anticipates that it will be able to meet its capital requirements for the remainder of the year ending May 31, 1997 as USE has not made demand on amounts due it. However, the Registrant must secure drilling or construction contracts, or negotiate a way to retire debt to its directors and parent company in order to continue operating long-term. RESULTS OF OPERATIONS The Registrant had no revenues from operations during the most recently completed nine months or the corresponding nine months of the prior year. The Registrant did, however, recognize $800 and 6 $900, respectively, in interest revenue for the nine months ended February 28, 1997 and February 29, 1996 ($200 and $300 in interest revenue for the three month periods ended February 28, 1997 and February 29, 1996). General and administrative costs decreased by $200 during the nine months ended February 28, 1997 from the same period of the previous year, primarily due to reduced operating activity. There was an increase of $2,500 in general and administrative expenses during the three months ended February 28, 1997, as compared to the same three months of the previous year. This increase is due to the reversal of an accrual of professional sesrvices in an earlier quarter of the nine months ended February 29, 1996. The Registrant's operations consist primarily of administrative activities associated with the preparation of various reports and documents as required by law. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits. None. (b) Reports on Form 8-K. There were no reports filed by the Registrant on Form 8-K for the quarter ended February 28, 1997. 7 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, hereunto duly authorized. RUBY MINING COMPANY (Registrant) Date: April 9, 1997 By: s/ John L. Larsen ------------------------- JOHN L. LARSEN, President Date: April 9, 1997 By: s/ Robert Scott Lorimer ------------------------- ROBERT SCOTT LORIMER, Principal Financial Officer and Chief Accounting Officer 8