UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) (X) Quarterly Report Pursuant Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended: March 31, 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: 0-8447 DOL RESOURCES, INC. (Exact Name of Registrant as specified in its Charter) Wyoming 82-0219465 (State of other Jurisdiction (I.R.S. Employer of Incorporation or Organization) Identification No.) 13636 Neutron Road, Dallas, Texas 75244 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number (Area code (972) 661 5869) Indicate by check mark whether 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 such shorter period that Registrant was required to file such reports and (2) has been subject to such filing requirements for the past 90 days YES: X NO: The number of shares outstanding of each of the Issuer's Classes of Common Stock, as of the close of the period covered by this report: Common - $0.01 Par Value - 20,671,254 shares as of March 31,1997. DOL RESOURCES, INC. Index to Form 10-Q for Fiscal Quarter ended March 31, 1997 Page No. PART 1 - Financial Information Condensed Unaudited Balance Sheet, March 31, 1997 and December 31, 1996 2 - 3 Condensed Unaudited Statement of Income, Three Months ended March 31, 1996 and 1997 4 Condensed Unaudited Statement of Shareholder's Equity Three Months ended March 31, 1996 and 1997 5 Condensed Unaudited Statement of Changes in Financial Position three-Months Ended March 31, 1996 and 1997 5 Summary of Significant Accounting Policies and Notes to Condensed Unaudited Financial Statements 6-11 Management's Discussion and Analysis of Condensed Financial Condition and Results of Operations 12 PART 11 - Other Information Item 6(b) - Exhibits and Reports on Form 8-K 13 Signature Pursuant to General Instruction E 13 All other items called for by the instructions are omitted as they are inapplicable, not required, or the information is included in the condensed financial statements or notes thereto. DOL RESOURCES, Inc. BALANCE SHEET (Unaudited) ASSETS March 31 Dec. 31 1997 1996 CURRENT ASSETS Cash $ 10,745 $ 16,086 Marketable securities, at lower or aggregate cost or market, cost $24,175 in 1997 and 1996 - 1,924 1,924 Trade accounts receivable, less allowance for doubtfiul accounts of $1,711, ($1,711 in 1996 Note 1) 26,510 26,089 Due from related parties-Note 3 285,840 281,240 Prepaid Expenses 37,500 37,500 Total Current Assets 362,519 362,839 PROPERTIES - Using full costing- Note 1 Production payment 100,000 100,000 Exploration, acquisition & development, cost, net of allowance for reduction of oil & gas assets of $137,083 in 1985 1,653,485 1,654,446 Total cost 1,753,485 1,754,446 Less accumulated deplation 1,314,764 1,311,342 438,721 443,104 AUTOMOBILES, FURNITURE & FIXTURES At cost - Note 1 Furniture and fixtures 6,476 6,476 Less accumulated deprecition 4,695 4,533 Net Furniture and Fixtures 1,781 1,943 OTHER ASSETS Undeveloped coal royalties- 10,156 10,155 Other accounts receivable- 66,746 70,159 Total Other Assets 76,902 80,314 TOTAL ASSETS 879,923 888,200 DOL Resources, Inc. BALANCE SHEET March 31 December 31, 1997 1996 CURRENT LIABILITIES Notes payable - Note 2 336,000 337,310 Accounts payable 26,202 34,970 Accrued expenses -0- -0- Total current liabilities 362,202 372,280 LONG-TERM LIABILITIES Accounts Payable 291,387 294.800 Total Long-Term Liabilities 291,387 294,800 STOCKHOLDERS' EQUITY Capital Stock, common, $.01 par value: Authorized 25,000,000 shares issued and outstanding 20,671,254 shares at 3-31-97 and 12-31-96 206,713 206,713 Capital in excess of par value 1,502,741 1,502,741 Accumulated deficit (1,482,745) (1,487,958) Treasury Stock ( 375) ( 375) 226,334 221,120 TOTAL 879,923 888,200 DOL RESOURCES, INC. CONDENSED UNAUDITED STATEMENT OF INCOME 3 Months 3 Months Ended Ended 3-31-97 3-31-96 Operating Revenue: Oil and Gas Sales 26,934 14,284 Interest and other income 2,033 1,600 Total 28,967 15,884 Operating Expenses: Depletion,depreciation and amortization 3,584 3,562 General and administrative 8,566 570 Interest 517 1,268 Salaries -0- -0- Production Taxes 2,953 1,427 Lease Operating Expense 8,134 7,595 Lease Rentals -0- -0- Total Operating Expenses 23,754 14,422 Net Income (Loss) before income taxes 5,213 1,462 Provision for income taxes (note 4) -0- -0- Net Income (Loss) 5,213 1,462 Weighted Average Number of Common Shares Outstanding 20,671,254 20,671,254 Earnings (Loss) for Common Share $.0003 $.0001 The accompany notes are an integral part of this statement. CONDENSED UNAUDITED STATEMENT OF STOCKHOLDER'S equity Three Months ended March 31, 1997 and 1996 Capital Stock Capital in Number of Excess of Accumulated Treasury Shares Amount Par Value Deficit Stock Balance at 1/1/96 20,671,254 206,713 1,502,741 (1,263,198) ( 375) Net Income -0- -0 -0- 1,462 - 0- Balance at 3/31/96 20,671,254 206,713 1,502,741 (1,261,736) ( 375) Balance at 1/1/97 20,671,254 206,713 1,502,741 (1,487,958) ( 375) Net Income -0- -0- -0- 5,213 - 0- Balance at 3/31/97 20,671,254 206,713 1,502,741 (1,482,745) ( 375) CONDENSED UNAUDITED STATEMENT OF CHANGES IN FINANCIAL POSITION Three Months Ended: June 30, 1996 June 30, 1995 Financial Resources Provided By Operations: Net Income (234,337) 5,266 Items not requiring outlay of working Capital: Depletion, Deprec. and Amortization 7,124 7,324 Working Capital provided by operations (227,213) 12,590 Increase in Properties ( 2,075) -0- Reduction in other Assets 2,411 3,324 Increase in long term debt 225,000 -0- Total Resources ( 1,877) 15,914 Financial Resources Applied to: Retirement of long-term debt 3,666 3,324 Increase in Properties -0- -0- Total 3,666 3,324 Net Increase (Decrease) in Working Capital (5,543) 12,500 Working Capoital at being of period (23,863) (43,310) Working Capital at end of period (29,406) (29,720) NOTES TO FINANCIAL STATEMENTS NOTE 1. Summary of Significant Accounting Policies Organization and Operations The Company was organized on November 6, 1973 under the laws of the State of Wyoming. Its primary activities have been the acquisition of interests in various oil and gas properties, coal properties (Note 8) and exploration for oil and gas. Allowance for Bad Debts: Accounts receivable from participants in oil and gas exploration are estimated to be at least 95% collectible, consequently a 5% allowance for bad debts has been established against those receivables. Receivables from the sale of oil and gas are fully collectible, as accruals are based primarily on collection of oil and gas sales subsequent to year-end. Properties: The Company uses the full cost method of accounting for oil and gas acqusition, exploration and development costs. The Company has operations only within the continental United States and consequently has only one cost center. All costs associated with property acquisition, exploration and development activities are capitalized within the cost center. No costs related to production, general corporate overhead or similar activities are capitalized. Capitalized costs within the cost center are amortized on the units-of-production basis using proved oil and gas reserves. The carrying value of capitalized cost is limited to the sum of (A) the present value of future net revenues from estimated production of proved oil and gas reserves, plus (B) the cost of properties not being amortized, plus (C) the lower cost or estimated fair value of unproved properties included in the costs being amortized less (D) income tax effects related to differences between book and tax basis of the properties involved. For the year ended December 31, 1985, total capitalized costs exceeded the cost center ceiling by $137,083. The excess was expense to current operations. DOL RESOURCES, INC NOTES TO FINANCIAL STATEMENTS (CONT.) NOTE 1: Sales and abandonments of oil and gas properties are accounted for as adjustment of capitalized costs, with no gain or loss recognized. Drilling in progress is included in the cost center with depletion being calculated on all costs with cost center. Earnings per Common Share Earnings per common share were computed by dividing the net loss by the weighted average number of common shares outstanding during the year. NOTE 2. Notes Payable Notes payable consist of the following: December 31, 1995 Monthly Interest Due Within Due After Installment Rate One Year One Year 1995 Note 1 due 2-24-97 $375,000 $ -0- Gateway Natiobnal Bank. Interest only payable monthly at 6.66% per annum over a year of 360 days. NOTE 3. Related Party Transactions The Company ended 1995 with accounts receivable from Glauber Management Corp. (the parent company) of $272,743. The balance of this account on Sept. 30, 1996 was $255,123. NOTE 4. Income Taxes The Company as of December 31, 1995 had a net operating income loss carryover for income tax purposes of approximately $936,000. The carryover is available to offset taxable income of future years and expires as follows: 1996 265,000 1997 148,000 1998 241,000 1999 14,000 2000 109,000 2001 40,000 2002 48,000 2003 3,000 2004 34,000 2007 14,000 2008 19,000 2009 1,000 936,000 The Company also had approximately $27,000 of investment tax credits available for carryover against future federal income tax liabilities. For financial reporting purposes, the net operating loss has been used to offset prior deferred income taxes. To the extend that the net operating loss carryovers are utilized for income tax purposes in future years, the deferred income taxes eliminated to give credits related to timing differences of the current year not recorded, will be reinstated. Because of timing differences related principally to intangible drilling costs, cumulative losses for income tax reporting purposes exceed those reported by approximately $576,000. Because of the uncertainly as to realization, no future tax benefits are recognized at December 31, 1995. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONDENSED UNAUDITED STATEMENT OF INCOME The following is Management's discussion and analysis of certain significant factors which have affected the Company's earnings during the period included in the accompanying Condensed Unaudited Statement of Income. A summary of the period to period changes in the principal items included in the Condensed Unaudited Statement of Income is as shown below: Three Months ending March 31 1997 and 1996 Net Sales 12,650 Interest and Other Income 433 General and Administrative (7,996) Depletion, Depreciation and Amortization 22 Interest Expense (751) Net Income (Loss) 3,751 Oil and gas sales increased as compared to the same period last year due to an increase in the price per BBL of oil. The recurring cash flow for the first nine months of 1996 was approximately $7,700 per month. General and Administrative expenses increased slightly. Interest expense increased due to restructuring of debt. Accumulated managements fees due to Comtec Superior Management Co. since 1986 were booked during this period. Management expects a slow upward trend in oil and gas prices to continue beyond $20.00 per Bbl. This would not only increase revenues and cash flow but would enhance our ability to raise much needed funds for drilling additional wells. It is the opinion of management that a minimum of $25.00 per Bbl. oil is needed in order to expand operations and replace depleted reserves. Meanwhile a continuing effort is being made to increase production, and consequently revenues by seeking out and negotiating joint-venture recompletion projects where positive reserve information exists. Management is also seeking out possible merger opportunities. There have been several negotiations with private companies desiring to go public. One is currently progressing and stockholders will be advised of any definitive agreement. Review of Independent Public Accountants: The information contained in substantially all financial statements accompanying this report were supplied by internal accountant of registrant. Although such statements have not been reviewed by registrant's certified public accountant they are available for review. Office Information No reports on Form 8-K were filed by the Company in the quarter for which this report is filed. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned there unto duly authorized. DOL RESOURCES, INC. /s/ Fred M. Updegraff Fred M. Updegraff Vice President, Treasurer and Principal Accounting Officer Date: May 1, 1997