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, 2001 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
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(Exact Name of Company as Specified in its Charter)
Colorado 83-0214117
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State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
877 North 8th West, Riverton, WY 82501
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(Address of principal executive offices) (Zip Code)
Company's telephone Number: (307) 856-9271
NONE
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(Former name, former address and former fiscal year, if changed since
last report)
Check whether the Company: (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 Company was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.
YES X NO
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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 12, 2001
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Common stock, $.001 par value 3,994,027 Shares
RUBY MINING COMPANY
Index
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Condensed Balance Sheet -- February 28, 2001............................3
Condensed Statements of Operations -- Three and Nine months
Ended February 28, 2001 and February 29, 2000.........................4
Condensed Statements of Cash Flows -- Nine months
Ended February 28, 2001 and February 29,2000..........................5
Notes to Condensed Financial Statements..................................6
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations..................7
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K...............................8
Signatures...............................................................8
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RUBY MINING COMPANY
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheet
February 28, 2001
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash $ 1,600
INVESTMENTS 45,700
-----------------
$ 47,300
=================
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Directors' fees payable $ 10,400
SHAREHOLDERS' EQUITY
Common stock, $0.001 par value;
100,000,000 shares authorized;
3,994,027 shares issued and
outstanding 4,000
Additional paid-in capital 728,800
Accumulated deficit (662,700)
Investment allowance (33,200)
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36,900
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$ 47,300
================
See accompanying notes to condensed financial statements.
3
RUBY MINING COMPANY
Condensed Statements of Operations
(Unaudited)
Three Months Ended Nine months Ended
February 28 & 29, February 28 & 29,
------------------ ----------------
2001 2000 2001 2000
---- ---- ---- ----
REVENUES:
Interest $ 400 $ 400 $ 1,200 $ 1,200
COSTS AND EXPENSES:
General and
Administrative 38,400 12,800 45,900 26,000
------- ------- ------- --------
NET INCOME (LOSS) $ (38,000) $(12,400) $(44,700) $(24,800)
======== ========= ======== ========
INCOME (LOSS)
PER SHARE $ (0.01) $ (0.01) $ (0.01) $ ( 0.04)
======== ========= ======== ========
WEIGHTED AVERAGE
NUMBER OF SHARES
OUTSTANDING 3,994,027 1,000,000 3,994,027 631,985
========= ========= ========= ========
* 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 & 29,
-------------------------
2001 2000
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (44,700) $ (24,800)
Adjustments to reconcile net loss to
net cash used in operating activities:
Decrease in accounts payable -- (70,100)
Decrease in other assets -- 300
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CASH USED IN OPERATING ACTIVITIES (44,700) (94,600)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property
and equipment 7,900 --
CASH FLOWS FROM FINANCIAL ACTIVITIES:
Reduction of debt to affiliates
from the issuance of common stock -- 95,800
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NET (DECREASE) INCREASE IN CASH
AND CASH EQUIVALENTS (36,800) 1,200
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 38,400 36,800
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CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 1,600 $ 38,000
========= =========
See accompanying notes to condensed financial statements.
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RUBY MINING COMPANY
Notes to Condensed Financial Statements
1) The Condensed Balance Sheet as of February 28, 2001 the Condensed
Statements of Operations for the nine and three months ended February 28, 2001
and February 29, 2000 and the Condensed Statements of Cash Flows for the nine
months ended February 28, 2001 and February 29, 2000, have been prepared by the
Company without audit. In the opinion of the Company, the accompanying financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to fairly present the financial position of the Company as
of February 28, 2001, the results of operations for the nine and three months
ended February 28, 2001 and February 29, 2000 and its cash flows for the nine
months ended February 28, 2001 and February 29, 2000.
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 Company's May 31, 2000 Form 10-KSB.
3) The results of operations for the periods ended February 28, 2001 and
February 29, 2000 are not necessarily indicative of the operating results for
the full year.
6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Liquidity and Capital Resources
During the quarter ended February 28, 2001 the Company incurred expenses
relating to a potential merger with a non affiliated company. These expenses
were incurred in legal and professional services and related travel expense. All
such expenses were paid by the Company's parent company, U.S. Energy
Corp.("USE") At the end of the quarter, the Company conveyed its remaining
equipment to USE as partial payment of its obligations to USE. The Company also
paid the balance of the debt to USE as a result of the costs associated with the
potential merger, prior management fees, auditing expenses, stock transfer fees
etc. with cash.
These transactions reduced working capital from $28,000 at May 31, 2000 to
a working capital deficit of $8,800. The deficit is caused by amounts due
directors for directors' fees in prior years. Should the merger occur the
director liability as well as the investments in USE and its affiliate Crested
Corp. will be assigned to USE. The Company has signed as agreement to merge with
a non affiliated corporation, however, as of the date of filing of this report,
the conditions to consummating the transaction have not been met by the other
corporation. Therefore, the future closing of this contract presently is
uncertain. Until such time as a merger transaction is consummated, the Company
will continue to depend upon USE funding all pre merger costs as well as ongoing
administrative costs.
Results of Operations
The Company had no revenues from operations during the most recently
completed nine months ended February 28, 2001 or the corresponding quarter of
the prior year. The Company did however, recognize $1,200 in interest revenue
for each of the nine month periods ended February 28, 2001 and February 28, 2000
on cash invested in interest bearing accounts.
General and administrative costs increased during the nine months ended
February 28, 2001 from the same period of the previous year by $19,900. The
increase is primarily from the Company contracting with USE to prepare the
Company for a merger. The Company's operations resulted in a loss of $44,700 as
compared with a loss of $24,800 for the same nine months of the previous year.
7
The Company'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) During the quarter ended February 28, 2001 the Company filed one report
on Form 8-K. On February 1, 2001 under Item 4, the Company reported the change
in its outside accounting firm to Grant Thornton LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
RUBY MINING COMPANY
(Company)
Date: March 31, 2001 By: /s/ John L. Larsen
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JOHN L. LARSEN,
President
Date: March 31, 2001 By: /s/ Robert Scott Lorimer
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ROBERT SCOTT LORIMER,
Principal Financial Officer
& Chief Accounting Officer
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