Manually Executed As filed with the United States Securities and Exchange Commission SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the third quarter ended June 30, 1997 Commission File Number 0-9071 E.T. CAPITAL, INC. (Exact name of registrant as specified in its charter) Colorado 74-2026624 (State of incorporation) (I.R.S. Employer Identification No.) 3525 S. Tamarac Dr., Suite 120, Denver, CO 80237 (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code: (303) 329-0345 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Title of each class Name of each exchange on which registered Common Stock, $0.10 par value NASD OTC (Electronic bulletin board) 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 all such filing requirements for the past 90 days. Yes X No As of June 30, 1996, there were 58,787,216 shares of Common Stock, $0.10 par value, outstanding. Documents incorporated by reference: None INDEX Page of Report PART I FINANCIAL INFORMATION Item 1. Financial Statements Unaudited Consolidated Balance Sheets: As at June 30th, 1997 and 1996.....................1. United Consolidated Statement of Operations: For the nine months ended June 30th, 1997 and 1996.2. Unaudited Consolidated Statement of Cash Flow: For the nine months ended June 30th 1997 and 1996..3. Unaudited Statement of Stockholders' Equity: As at June 30th, 1997..............................4. Item 2. Management's Discussion and Analysis of: Financial Condition and Results of Operations .....5. PART II OTHER INFORMATION Other Information..................................6. Signatures.........................................7. Item 1. E.T. CAPITAL, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEET (Unaudited) ASSETS June 30, 1997 June 30, 1996 CURRENT ASSETS: Cash on Hand$ 0 $ 0 FIXED ASSETS: Equipment 534,886 534,886 Less accumulated depreciation (534,885) (464,614) Net Fixed Assets 1 70,272 OTHER ASSETS: Rights' Title, net of amortization 1 415,625 Product Development Expenditures 304,801 365,761 Option to Purchase Paraguayan Oil 0 1 Total Other Assets 304,802 781,387 TOTAL ASSETS$ 304,803 $ 851,659 E.T. CAPITAL, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEET (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY June 30, 1997 June 30, 1996 CURRENT LIABILITIES: Accounts Payable$ 81,409 $ 65,762 LONG-TERM LIABILITIES: Debenture Payable, Bearer 1,500,138 494,305 STOCKHOLDERS' EQUITY: Common stock, $.10 par value 10,000,000,000 shares authorized; 58,787,216 shares issued and outstanding 4,516,079 4,436,079 Paid-In-Capital in excess of par value 18,429,869 18,429,869 (Deficit) Accumulated during the Development State (24,142,692) (22,574,536) TOTAL STOCKHOLDERS' EQUITY 1,196,744 291,592 Treasury Stock (80,000) 0 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$ 304,803 $ 851,659 E.T. CAPITAL, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF OPERATIONS (Unaudited) For the 9 mos. For the 9 mos. Ended Ended June 30, 1997 June 30, 1996 REVENUES $ 0 $ 0 GENERAL AND ADMINISTRATIVE EXPENSES: Amortization $ 0 $ 1,246,875 Auto Expenses, gas and repairs 9,000 9,000 Consulting Fees 475,480 501,360 Depreciation Expense 34,269 94,500 Finders' Fees 0 1,350,000 Rent Expense 37,800 37,800 Telephone Expense 27,000 27,000 Travel and Promotions 135,000 135,000 TOTAL GENERAL AND ADMINISTRATIVE EXPENSES 718,549 3,401,535 OTHER EXPENSES Option Expiry 1 0 Interest Expense 82,497 125,508 NET (LOSS) $ 801,047 $ 3,527,043 E.T. CAPITAL, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF CASH FLOW (Unaudited) For the 9 mos. For the 9 mos. Ended Ended June 30, 1997 June 30, 1996 Net Cash Flows From Operating Activities: Net (Loss) $ (801,047) $ (3,527,043) Adjustments to Reconcile Net (Loss) to Cash (Loss) From Operating Activities: Amortization 0 1,246,875 Depreciation 34,269 94,500 Sub-total (766,778) (2,185,671) Net (Increase) Expiry of Options 1 (1) Increase (Decrease) in Debenture (766,777) (1,564,338) Payable Issuance of Common Stock 0 3,750,000 INCREASE (DECREASE) IN CASH 0 0 CASH BEGINNING OF PERIOD 0 0 CASH, END OF THE PERIOD $ 0 $ 0 E.T. CAPITAL, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited) As At June 30, 1997 Common Class Stock Additional Development Stockholders $0.0001 Par Value Paid-In Stage Equity Balance Shares Amount Capital (Deficit) (Deficit) September 30, 1995 25,787,216 $4,186,079 $14,929,869 $(19,047,313) $ (68,635) Issue 25,000,000 shares @ US$0.15 April 17, 1996 25,000,000 250,000 3,500,0000 3,750,000 Issue 8,000,000 shares @US$1.25 July, 19968,000,000 80,000 9,920,0000 10,000,000 Reversal of 8,000,000 shares issued July, 1996 0 0(9,920,000)0 (9,920,000) Net (Loss) for the year ended September 30, 1996 (4,294,332) (4,294,332) Balance, September 30, 1996 58,787,216 $4,516,079 $18,429,869 $(23,341,645) $( 395,697) November 17, 1997 Issuance of 1,500,000,000 common shares @ US$0.233 pursuant to financing 1,500,000,000 15,000,000 350,000,000 350,000,000 Deficit for period (281,074) (281,074) Balance December 31, 1996 1,558,787,216 $19,516,079 $353,429,869 $(23,622,719) $349,323,229 February 13, 1997 Cancel 1,500,000,000 share issue of November 17, 1996 (1,500,000,000) 15,000,000 335,000,000 350,000,000 Deficit for period (261,750) (261,750) Balance March 31, 1997 58,787,216 $4,516,079 $ 18,429,869 $(23,884,469) (938,521) Deficit for period (258,253) (258,253) Balance June 30, 1997 58,787,216 $4,516,079 $ 18,429,869 $(24,142,692) $(1,196,744) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations June 31, 1997 v. June 31, 1996 Overall The Company's reentry into the oil and gas exploration business has been complicated by the breaches of agreements by Petek AG, a Swiss investment company, and Barclays Bank in London, England, which have resulted in the Company not receiving the agreed financing. In late 1996, the Company negotiated a $350,000,000 financing with Petek AG, which required the Company to issue 1,500,000,000 shares of its common stock and deliver them to Barclays Bank in London. The Company delivered the shares electronically against payment in November 1996. Barclays subsequently returned the shares in February 1997 and withdrew the financing. There is some evidence that Barclays used the shares to its financial benefit during the period of time it held the shares; there is also some evidence that other financial institutions and investment brokerages may have gained financially from the transactions between the Company and Petek AG and Barclays. The Company has been consulting with investigators and attorneys to consider its options; it has rejected initial settlement offers as inadequate, especially if the failure of the $350,000,000 financing prevents the Company from participating in the Paraguayan oil exploration project. The failure of the financing means that the development stage of the Company's program will continue to draw from the Company's asset picture. Cash assets at the close of the first quarter were $0 as compared to $0 at June 30, 1996, and $657 at June 30, 1995; fixed assets were estimated to be worth $1 at June 30, 1997, as compared to $70,272 at June 30, 1996, and $199,693 at June 30, 1995; the Rights and associated product development expenditures (subject to the amortization schedule set forth in the Financial Statements) dropped to $304,801 as compared to $781,387 at June 30, 1996, and $2,504,846 at June 30, 1995; and total assets were $304,803 at June 30, 1997, as compared to $851,659 at June 30, 1996, and $2,705,196 at June 30, 1995. Extraordinary Items - There were no extraordinary items reported in this fiscal year. Liquidity and Capital Resources At June 30, 1997, the Company had no cash assets and $304,803 in total current assets as compared to no cash assets and total current assets of $851,659 at June 30, 1996, and cash assets of $657 and total assets of $2,705,196 at June 30, 1995. The Company is not aware of any known trends, demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in the Company's liquidity increasing or decreasing in any material way. Capital Resources and Expenditure There were no significant capital expenditures made by the Company during the quarter ended June 30, 1997. Further, the Company had no known material commitments for additional capital expenditures as of June 30, 1997. Management of the Company knows of no material trends, favorable or unfavorable, with respect to the Company's capital resources. Inflation - The results of the Company's operations have not been significantly affected by inflation during the quarter ended June 30, 1997. Part II. - Other Information Items 1, 2, 3, 4, 5, and 6 are not applicable and have been omitted. Signatures 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, duly authorized. Dated: October 10, 1997 E.T. CAPITAL, INC. (the "Company") By: /s/ Sidney B. Fowlds Chairman of Board of Directors Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated. Date: October 10, 1997/s/ Sidney B. Fowlds Director Date: October 10, 1997/s/ John Johnston Director Date: October 10, 1997/s/ Robert Miller Director