FORM 10-Q 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 quarterly period ended July 31, 1995 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: 0-9060 ROCKY MOUNTAIN MINERALS, INC. (Exact name of Registrant as specified in its charter) Wyoming 83-0221102 (State or other jurisdiction of (IRS Employer Identification incorporation or organization) Number) 5801 Lumberdale, Houston, Texas 77092 (Address of principal executive offices and Zip Code) (713) 683-0939 Registrant's telephone number 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 . APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes _ . No . APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of stock, as of the latest practicable date: Class Outstanding at July 31, 1995 Common stock, $.001 par value 85,179,239 shares PART I. FINANCIAL INFORMATION ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) BALANCE SHEET (Unaudited) ASSETS (Amounts in thousand, except per share data) October 31, July 30, 1994 1995 (Unaudited) (Unaudited) ASSETS Current Assets: Cash $ 14 $ 35 Accounts Receivable - - Assets held for sale 122 122 _________ _________ Total current assets 136 157 OTHER ASSETS Investment in Affiliated Company 283 209 Note Receivable 40 40 Accured Interest Receivable 25 31 ________ ________ 348 280 Property and equipment less accumulated depreciation and depletion of $66,811 and $66,811 Equipment 32 32 Undeveloped mineral interest 402 402 Developed mine dumps and tailings 1,882 1,882 Producing oil and gas properties 2 2 __________ _________ 2,318 2,318 __________ __________ TOTAL ASSETS 2,802 2,755 See accompanying notes. (1) ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) BALANCE SHEET (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY (Amounts in thousands, except per share data) October 31, July 31, 1994 1995 (Unaudited) (Unaudited) Current liabilities: Accounts Payable $ 25 $ 33 Other accrued liabilities 63 63 __________ __________ Total current liabilities 88 96 Stockholders' equity: Preferred Stock; $.05 par value, $.015 cumulative dividends, convertible; 44,000,000 shares authorized, 26,240,450 shares issued and outstanding 1,280 1,280 Common Stock; $.001 par value, 250,000,000 shares authorized 85,179,239 shares issued and outstanding 85 85 Capital in excess of par value 4,339 4,339 Deficit accumulated during the development stage (2,990) (3,045) __________ _________ Total stockholder's equity 2,714 2,659 __________ __________ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY) 2,802 2,755 See accompanying notes. (2) ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) STATEMENT OF OPERATIONS (Unaudited) For the Three Months For the Nine Months Ended July 31, Ended July 31, 1994 1995 1994 1995 Revenues: Interest - - - - Royalty and lease bonus 0 0 25,000 25,000 ______ _______ ______ _______ 0 0 25,000 25,000 Costs and expenses: General and administrative - 2,477 - 4,955 Depreciation, depletion and amortization - - - - Interest - - - - ________ _______ _______ _______ Net Income (loss)(Note 2) 0 (2,477) 25,000 20,045 Loss per share (Note 3): $ 0 $ 0 $ 0 $ 0 ======== ======== ======== ======== See accompanying notes. (3) ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) STATEMENT OF CASH FLOWS (Unaudited) ASSETS For the Nine Months July 31, 1994 1995 Cash Flows from Operating Activities: Net (loss) $ 25,000 $ 20,045 Adjustments to reconcile Net (loss) to Net cash used in Operating Activities: Depreciation, Depletion and Amortization - - Other items - Net - - _________ ________ Net Cash used in Operating Activities 25,000 20,045 _________ ________ Cash Flows from Investing Activities: Acquisition of Property & Equipment $ - $ - Net Cash provided by (used in) Investing Activities - - _________ _________ Cash Flows from Financing Activities: Proceeds from Payment on Long Term Debt - - Net Cash provided by (used in) Investing Activities - - _________ ________ Increase (Decrease) in Cash 25,000 20,045 Cash at beginning of period 25,000 14,495 _________ ________ Cash at end of period $ 25,000 $ 34,540 ========= ======== See accompanying notes. (4) ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Unaudited) (1) In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of July 31, 1995, and the results of operations for the three months and nine months ended July 31, 1995 and 1994, and cash flows for the nine months ended July 31, 1995 and 1994. (2) No provision for income taxes is required for the period ended July 31, 1995 or 1994, because (a) in management's opinion, the current year will result in a net operating loss, (b) there are no previous earnings to which the current year's estimated loss may be carried back, and (c) there are no recorded income tax deferrals to be eliminated. (3) Loss per share is based on the weighted average number of shares of common stock and equivalents (Convertible Preferred Stock) outstanding during the period; three months and nine months ended July 31, 1994, 95,675,419 shares; three months and nine months ended July 31, 1995, 95,675,419 shares. Shares issuable under stock options and warrants have been excluded, since they would be antidilutive. (5) ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) On April 22, 1988 the Registrant and Quillium Nominees, Pty., Ltd. ("Quillium"), consummated the Stock Purchase Agreement dated July 17, 1987, whereby the Registrant received $1,000,000 of gross proceeds upon the issuance of 33,333,000 shares of its Common Stock ($.03 per share). The Registrant also agreed to grant Quillium an option to acquire 33,333,000 shares of its Common Stock at a price of $.05 per share exercisable at any time prior to January 31, 1991. This option was not exercised and has terminated. The Registrant has used a portion of the Quillium proceeds to conduct geologic studies, exploration work and maintenance on the Registrant's mining properties. In addition, the Registrant has conducted mineral exploratory studies on other precious and base mineral properties both in the western United States and Australia. The Registrant has also invested significant funds to the development of a waste management company, which is controlled by certain officers, directors and significant shareholders of the Registrant. (6) ROCKY MOUNTAIN MINERALS, INC. (A Development Stage Company) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS The Registrant was organized on May 19, 1978, and prior to November 1, 1983, was considered to be a mining company in the exploratory stage and is currently a development stage company, as defined by SFAS No. 7. There were no milling operations and therefore no revenues from milling for the nine months ended July 31, 1993 and 1994. Management anticipates that operations will not be commenced until such time as the Registrant establishes additional ore reserves and the price of gold increases. On January 9, 1990, the Registrant entered into a Mineral Lease Agreement with FMC Minerals Corporation ("FMC") whereby FMC agreed to contribute $1,000,000 to the exploration and development of the Registrant's Rochester property. FMC has the right to terminate this Lease Agreement at any time. The Lease Agreement was terminated May, 1992. On February 19, 1993, the Registrant entered into a Mineral Lease Agreement with Rouetel, Inc., a Washington corporation whereby Rouetel agreed to expend funds to develop and explore the Registrants Rochester property. The Registrant retained a 5% Net Semlter Return from future production as well as a minimum advance royalty of $25,000 to be paid annually and recoverable from any future production. Rouetel has the right to terminate this Lease Agreement at any time. The terms of the Mineral Lease Agreement requires Rouetel to perform all necessary assessment work mandated by local, state and federal agencies, as well as comply with all required environmental laws. (7) PART II. OTHER INFORMATION ROCKY MOUNTAIN MINERALS, INC. Item 6 Exhibits and Reports on From 8-K a. Exhibits Exhibits 27. Financial Data Schedule b. Reports on Form 8-K No reports have been filed on Form 8-K during this quarter. 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 thereunto duly authorized. ROCKY MOUNTAIN MINERALS, INC. Registrant Date: August 31, 1995 Richard Bain Richard Bain Principal Financial Officer Date: August 31, 1995 Richard Bain Richard Bain Principal Executive Officer (8)