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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
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: 0-11586
INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
(Exact name of small business issuer as specified in its charter)
PENNSYLVANIA 23-0350710
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
810 LOMBARD STREET
PHILADELPHIA, PENNSYLVANIA 19147
(Address of principal executive offices) (Zip Code)
(215) 923-6850
(Issuer's telephone number including area code)
N/A
(Former name, former address and former fiscal year, if changed
since last report)
Check whether the issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the past 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.
X Yes No
State the number of shares outstanding of each of the issuers
shares of common stock, as of the latest practicable date: as of
September 30th 1998, there were outstanding 12,760,140 shares of
the Issuer's Common Stock, $.005 par value.
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INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
INDEX
Page
Number
PART I FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets:
September 30, 1998 and December 31, 1997 3
Consolidated Statements of Loss:
Three and Nine Months Ended
September 30, 1998 and 1997 4
Consolidated Statements of Accumulated Deficit:
Nine Months Ended September 30, 1998 and 1997 5
Consolidated Statements of Cash Flows:
Nine Months Ended September 30, 1998 and 1997 6
Note to Consolidated Financial Statements 7
Item 2.Management's Discussion and Analysis
of Financial Condition and Results
of Operations 8
PART II OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 6.Exhibits and Reports on Form 8-K 8
Signatures 9
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INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
(A DEVELOPMENT STAGE ENTERPRISE)
BALANCE SHEETS
ASSETS
Unaudited DECEMBER 31,
September 30, 1997
1998
Current assets
Cash $8,984 $5,837
Notes receivable 32,000 37,000
Advances to affiliate 62,450 62,450
Other receivables 0 440
TOTAL ASSETS $103,434 $105,727
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities
Accrued payroll and rent, officer $411,581 $378,744
Accounts payable and accrued
expenses 60,326 60,326
Due to affiliate 39,985 116,606
TOTAL CURRENT LIABILITIES 511,892 555,676
Shareholders' deficit
Common stock - $.005 par value,
50,000,000 shares authorized
12,760,140 shares issued
and outstanding 63,801 63,801
Capital in excess of par value 1,072,812 1,072,812
Accumulated deficit (1,545,071) (1,586,562)
Total shareholders' deficit (408,458) (449,949)
TOTAL LIABILITIES AND SHAREHOLDERS'
DEFICIT $103,434 $105,727
The accompanying note is an integral part of these financial
statements
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INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF LOSS
(UNAUDITED)
NINE MONTHS ENDED THREE MONTHS ENDED
September 30, September 30,
1998 1997 1998 1997
GENERAL AND ADMINISTRATIVE
EXPENSES $39,657 $65,693 $11,288 $18,880
Other income
Gain on sale of securities 80,000 - 80,000 -
Interest income 1,148 1,148 382 383
TOTAL OTHER INCOME 81,148 1,148 80,382 383
NET GAIN (LOSS) $41,491 $(64,545) $69,094 $(18,497)
LOSS PER COMMON SHARE
OUTSTANDING $.0032 ($.0036) $.005 ($.0024)
The accompanying note is an integral part of these financial
statements.
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INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF DEFICIT ACCUMULATED DURING DEVELOPMENT STAGE
(UNAUDITED)
NINE MONTHS ENDED
September 30,
1998 1997
BALANCE -
BEGINNING OF THE PERIOD $(1,586,562) $(1,503,438)
NET (LOSS) GAIN 41,491 (64,545)
BALANCE -
END OF THE PERIOD $(1,545,071) $(1,567,983)
The accompanying note is an integral part of these financial
statements.
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INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
NINE MONTHS ENDED
September 30
1998 1997
Cash flows from operating activities
Net income (loss) $41,491 $(64,545)
Adjustments to reconcile net
loss to net cash used
in operating activities
Change in operating assets and
liabilities
Accounts receivable 5,440 (440)
Accrued payroll and rent,
officer 32,837 32,839
Total adjustments 38,277 32,399
Net cash provided by (used in)
operating activities 79,768 (32,146)
Cash flows from investing activities
Advances from affiliates (76,621) 46,469
Net cash provided by
investing activities (76,621) 46,469
Net increase (decrease) in cash 3,147 14,323
Cash beginning 5,837 7,138
Cash ending $8,984 $21,461
The accompanying note is an integral part of these financial
statements
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INTERNATIONAL MANAGEMENT & RESEARCH CORPORATION
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1998
Note 1 - The unaudited financial statements presented herein
have been prepared in accordance with the instructions to Form
10-QSB and do not include all of the information and note
disclosures required by generally accepted accounting principles.
These statements should be read in conjunction with the financial
statements and notes thereto included in the Company's Form 10-K
annual report for the year ended December 31, 1997. In the
opinion of management, these financial statements include all
adjustments, consisting only of normal recurring adjustments,
necessary to summarize fairly the Company's financial position
and results of operations. The results of operations for the
nine month period ended September 30, 1998 may not be indicative
of the results that may be expected for the year ending December
31, 1998.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATIONS
PLAN OF OPERATIONS
International Management & Research Corporation's ("IMRC") only
business is the ownership of the stock of Biosonics through IMRC
Holdings ("IMRCH"). IMRC may pursue the acquisition of
additional operating companies. However, IMRC has an agreement
with Biosonics in which Biosonics has the right of first refusal
for any proposal in the health care industry.
IMRC has not actively traded in the last several months. IMRC,
when traded, is over-the-counter on the NASD Bulletin Board.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The Company had no operating activities except for certain
services provided in connection with IMRCH's holding of
Biosonics' common stock.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits:
*3.1 Articles of Incorporation (Exhibit to Registrant's
Registration Statement on Form 10 ["Form 10"]).
*3.5 By-laws of Registrant, as amended. (Exhibit to
Registrant's Form 10)
27. Financial Data Schedule
(b) Reports on Form 8-K:
The Registrant did not file any reports on Form 8-K during
the quarter ended March 31, 1998.
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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 thereunder duly authorized.
INTERNATIONAL MANAGEMENT &
RESEARCH CORPORATION
DATE: NOVEMBER 12, 1998 BY: /S/JACK PALLER
Jack Paller, President, Chairman
(Principal Executive Officer),
Principal Financial Officer and
Principal Accounting Officer and
Sole Director