SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 10549
QUARTERLY REPORT UNDER SECTION 13 or 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended Commission file number
March 31, 2000 0-2 0217
(Exact name of registrant as appended in its charter)
COUNTRYLAND WELLNESS RESORTS, INC.
(State or other jurisdiction of
incorporation or organization) (I.R.S. Employer identification No.)
Delaware 84-068750
(Address of principal executive offices) (Zip Code)
2205 Purple Majesty Court
Las Vegas, Nevada 89117
(Registrant's telephone number, including area code)
(702) 240-4408
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 of 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 report), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of the latest practicable date.
Title of Class March 31, 2000
Common 90,777,573
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COUNTRYLAND WELLNESS RESORTS, INC.
Index Page
Part I FINANCIAL INFORMATION
Item 1 Financial Statements
Balance Sheets 3
Statements of Income and Retained 4
Earnings
Notes to Financial Statements 5
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
Part II OTHER INFORMATION
Item 1 Legal Proceedings 8
Item 2 Changes in Securities 8
Item 3 Defaults upon Senior Securities 8
Item 4 Submission of Matters to a Vote of Security Holders 8
Item 5 Other Information 8
Item 6 Exhibits and Reports on Form 8-K 9
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COUNTRYLAND WELLNESS RESORTS, INC.
BALANCE SHEETS
March 31, 2000 and March 31, 1999
March 31, March 31,
2000 1999
(Dollars In Thousands)
ASSETS
Cash (Note 6) $ 300,000 $ 4,449
Gold in storage 0 22,072
Cash equivalents (Note 5) 2,418,000 1,100,000
Accounts receivable- net 0 20,326
Deferred charges and other assets (Note 2)
Deferred mining exploration costs and
Deferred operating expenses 0 4,813
Property and equipment - net 0 17
Proven reserves (Note 4)
Gold- net of mining costs 0 2,030,000
Silver- net 0 102,600
Deferred taxes (Note 8) 0 43
Unamortized exchange loss 0 504
Total assets $2,718,000 $ 3,284,824
LIABILITIES AND STOCKHOLDERS' EQUITY
Loans payable 0 23,761
Accrued expenses 0 9,955
Other payables 0 748
Common stock, $0.003 par value
Authorized shares-200,000,000
Issued and outstanding-90,777,573 271 271
Capital in excess of par 2,717,729 3,264,207
Retained earnings 0 (19,384)
Total Liabilities and Stockholders'
Equity $ 2,718,000 3,244,823
See accompanying notes to Financial Statements.
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COUNTRYLAND WELLNESS RESORTS, INC.
Statement of Income and Retained Earnings
For the year ended December 31, 2000
(Dollars in Thousands)
Operating revenues $ -0-
Operating expenses -0-
General and administrative expenses -0-
Operating gain (loss) -0-
Loss on exchange -0-
Net gain (loss) -0-
Retained earnings, beginning -0-
Retained earnings, ending -0-
See accompanying notes to Financial Statements
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COUNTRYLAND WELLNESS RESORTS, INC.
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business - The Company is engaged in the mining development
industry. Since October 22, 1974, the Company has owned and operated thirty
nine (39) mines and one (1) mill site at Quincy, Plumas County, California, and
engaged in the exploration of said mines for the production of precious metals
like gold and silver. The Company has applied for a license in Las Vegas,
Nevada to conduct Life Extension programs and to operate hotels and casinos.
Development Costs - The Company will not capitalize property taxes on its
mining properties until the mines are ready for operation and development.
The Company's merger with Network Electric Company has been cancelled by
mutual consent.
There are no assets outside the United States which need to be translated
into U.S. dollars using exchange rates. The exchange rate for Dominion Dollars
of the Dominion of Melchizedek is one Dominion Dollar to one U.S. Dollar.
2. DEFERRED CHARGES AND OTHER ASSETS
In Thousand Dollars
Deferred Mining Exploration Costs $ 3,253
Deferred mining exploration costs were incurred
in prior years with the amounts being estimated
based on the prevailing costs of mining exploration
at that time due to the absence of supporting
documentation. On April 13, 1996, the Company
issued shares of stocks valued at $3,252,669 to
pay for its obligation arising thereto.
Deferred Operating Expenses
Related to additional sale of Common shares $ 1,480
Prior years expenses 801
Total Operating Expenses 2,281
Total Deferred Charges and Other Assets $ 5,534
3. RELATED PARTY TRANSACTIONS
Grand American Bank Trust owns approximately 60% of the Company's common
stock as of December 31, 2000.
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4. SALE OF MINING PROPERTIES
The Company sold its mining interests in Plumas County, California to
a foreign ecclasiastical sovereignty in exchange for Treasury Bills ("T-Bills")
having a face value of $2,418,000,000.00, issued by the Dominion of Melchizedek
("DOM"). The T-Bills, payable without interest, mature on May 27, 2005.
The Company has booked the T-Bills at face value. As additional consideration,
DOM has credited to the account of the Company 300,000,000.00 Dominion Dollars
(the official currency of DOM), from which the Company has acquired a 5 year
Certificate of Deposit issued by the DOM state owned and licensed bank, Bank of
Salem. Bank of Salem is not licensed within the United States of America, nor
is it associated with any U.S.A. bank.
DOM as an ecclasiastical sovereignty has suffered significant adverse
publicity because journalists and others have falsely labeled DOM as a "country"
when in fact DOM has always classified itself as an "ecclasiastical
sovereignty." The major negative publicity is available at the DOM news section
link to its web site at www.melchizedek.com.
The ability of DOM to pay the T-Bills at maturity is subject to a number
of conditions, such as its acquisition of sufficient foreign capital or the
Plumas mines producing enough revenues to pay off the T-Bills at maturity.
The Company has agreed to put the mines into production on behalf of DOM, and
will be permitted to retain as much as 60% of net revenues from production to
pay down the principal amount of the T-Bills before maturity.
DOM received title to the mining properties through a corporation
incorporated under the laws of DOM, "The International Monetary Reserve"
("TIMR"), which is qualified to do business in California and Florida,
and which is separately incorporated under the laws of the State of Nevada.
DOM is the controlling shareholder of TIMR, which is not related to the
similarly named "International Monetary Fund," ("IMF"). TIMR shares are quoted
on the offshore internet stock exchange "Dominion Worldwide Stock Exchange"
that is regulated and managed by DOM outside the United States. It may be
necessary for DOM to sell its shares in TIMR to pay off the T-Bills, however
it is unknown if a sufficient market will develope for those shares. In the
alternative, the Company has an option, at any time prior to maturity, to elect
to receive full payment for the T-Bills in the form of Dominion Dollars. The
Company may elect to exercise this option should a strong market emerge for
Dominion Dollars.
According to DOM there are less than $100,000,000 of its T-Bills issued
to its citizens and third parties prior to those issued to the Company. DOM
has indicated that its reason for acquiring the Plumas mining properties is
based on its plan to float an Internet and printed currency, Dominion Dollars,
in the world market. With the proven reserves at the Plumas property, DOM's
currency can be backed by gold.
The Company's top officers are citizens and ambassadors-at-large of this
ecclasiastical sovereignty, but DOM owns none of the securities issued by the
Company.
5. CONTINGENCIES.
The Company is not involved in any legal proceeding which is considered
to be ordinary routine litigation incident to its business.
6. TAXES
The Company has not filed a federal income tax return because there are
no earnings to report.
7. NAME CHANGE
On September 18, 1999, the Company's name was changed to "Countryland
Wellness Resorts, Inc. The accounting year remains December 31.
COUNTRYLAND WELLNESS RESORTS, INC.
ITEM 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
Summary of significant Accounting Policies
Nature of the Business: Countryland Wellness Resorts, Inc., a Delaware
corporation was originally incorporated in Colorado on October 29, 1974,
as Minerals Mining Corporation. The name was first changed to Grand American
International Corporation, then Continental Wellness Casinos Corp., and then,
on December 22, 1997, to Continental Wellness Casinos Trust, a real estate
investment trust. On December 16, 1998 the name "Countryland Wellness Internet
Network Trust" was adopted. The current name was adopted on September 18, 1999.
The Company had been engaged in the discovery and development of precious metals
with mining properties located at Quincy, Plumas County, California. The
Company had 750 acres of land where 39 unpatented mineing claims are located.
All assessment work has been done at the mines and all reports have been filed
with the Bureau of Land Management, Sacramento, California and the County of
Plumas in accordance with the mining rules and regulations. The Company has
permits to operate the mines from the United States Forestry Department, Quincy,
California. The Company sold its mining properties to The Dominion of
Melchizedek as detailed in Note 4 above.
The Company is in the process of getting its live longer center, a
longevity members association, with the purpose of making people live longer
by using preventive medicine with genes testing for discovery of predominant
illness in the different subjects and repair defective genes by genetic
engineering followed with a program of exercise and nutrition. The hotel's
guests will sign a long term rental agreement for a room or suite at the
Company's resort hotel and casino for a week or two per year for a period of
ten years, payable in advance, and also receive one week of care at the center.
The rental cost will be $ 3,000.00 per week per year per guest.
A detailed Business Plan for implementation of the live longer center is
presented in Exhibit A hereto.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
As of March 31, 2000, the Company was not a party to any material
legal proceedings other than ordinary routine litigations incidental
to its business.
Item 2. Changes in Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a vote of Security Holders
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: None.
(b) Reports on Form 8-K
(1) Amendment No. 10, dated May 15, 2000.
SIGNATURES
Pursuant to the requirements of Section 13 of 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, thereunto duly authorized.
COUNTRYLAND WELLNESS RESORTS, INC.
By: (S) FERNANDO JUAN DATED: May 15, 2000
Fernando Juan
Vice President and Chief Financial Officer
EXHIBIT A
BUSINESS PLAN
FOR COUNTRYLAND WELLNESS RESORTS, INC.
OPERATION OF LIFE EXTENTION CLUB
I. THE BASIC PLAN
A. BASIC STRATEGY- Countryland Wellness Resorts, Inc., a publicly traded
company (CWRI) intends to operate a Life Extention Club where members are
trained to live a longer, healthier life, free of disease.
B. OVERVIEW OF WELLNESS RESORTS AND LIFE EXTENTION CLUBS IN THE UNITED STATES-
Life extention clubs in the United States are very limited. People quite
naturally want to live longer and healthier lives, and there exists a market
for the first company to start this project. That company will significantly
benefit from the definite need for such a program, because of the very high
cost of medical treatment, now amounting to over 900 billion dollars a year with
no limit in sight.
C. CHARACTERISTICS OF THE LIFE EXTENTION PROGRAM- The life extention program
envisaged by the Company will consist of use of preventative medicine using the
latest medically approved gene technology techniques. Members will have their
genes tested with a PCR machine to detect illness producing genes which can be
repaired. Many gene associated diseases can now be detected and treated,
thereby preventing such diseases from manifestation. Further, members will
be trained in the use of proper dietary supplements needed by human bodies, so
they can better thwart nearly any type of disease, and combat the pollutants
now ramant in our society. Together with proper exercise, according to body
type, we can build a healthy body capable of living 100 years or more. The
human body is capable of living 120 years; any death before that should be
considered premature.
D. RECOMMENDATION- The wellness resort will establish a membership program
where members sign 10 year contracts. The cost may be refundable by the
members' health insurance plan, and may be tax deductible.
II. THE LIFE EXTENTION PROGRAM AND MEMBERSHIP CLUB
A. SOURCE OF REVENUE- Revenue will be derived from the following:
1. The signing of members to contracts from our list of available folks
who desire to join the Life Extention Club at a rate of $3,000 per year,
payable 10 years in advance.
2. The signing of members through our marketing company in New York, which
has promised 25,000 leads per month.
3. The signing of members through recommendations of other members, based
upon the desirability of visiting a world famous resort community and
receiving a one week vacation there.
B. COSTS- The total cost for membership in the Life Extention Club will be
$3,000 for one unit and consists of a week's stay at the resort where they will
receive training to live longer and healthier. They must, however, sign a
contract for a 10 year period and pay $30,000 for the 10 years. This program
may be refundable by their health insurance and may also be tax deductible.
C. REVENUE- Assuming that 2,000 rooms per week will be available for this
program, members will pay $3,000 each per week, producing $312,000,000 a year.
Since members will be paying 10 years in advance, a total of $3.12 billion in
revenue will be produced.
D. RISK- In order to minimize the risk of failure of this program, it is
contemplated that an all risk policy of insurance issued by Lloyd's of London
will fully protect the funding obtained from members for the life of the
program.
E. PRODUCTS- We will offer a full range ofproducts and other services to
members which will produce additional revenues to our company.