SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------- FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ------------------ For Quarter Ended July 31, 1996 Commission File No. 33-19324 STAR RESOURCES, INC. (Exact name of registrant as specified in charter) Delaware 75-0223079 (State or other jurisdiction (IRS Employer Identification No.) at incorporation) 5420 LBJ Freeway Suite 540 Dallas, Texas 75240 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (214)770-2255 ------------------------------------------------------ (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) 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 As of August 31, 1996, there were outstanding 41,426,186 shares of common stock, $.0001 par value. This report consists of 11 pages. STAR RESOURCES, INC. July 31, 1996 TABLE OF CONTENTS PART I. FINANCIAL INFORMATION 3 Item 1. Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 3 PART II. OTHER INFORMATION 3 Item 1. Legal Proceedings. 3 Item 2. Changes in Securities 4 Item 3. Default Upon Senior Securities 4 Item 4. Submission of Matters to a Vote of Security Holders 4 Item 5. Other Information 4 Item 6. Exhibits and Reports on Form 8-K. 4 SIGNATURES 5 CONSOLIDATED FINANCIAL STATEMENTS 6 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements. The financial statements of the Company as of and for the quarter ended July 31, 1996 begin on the page following the signature page. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Results of Operations Three months ended July 31, 1996 as compared to the three months ended July 31, 1995 The Company had no operations for quarter ending July 31, 1996. Expenses were for the audit of the Company's April 30, 1996 financial statements, transfer agent fees, and miscellaneous administrative expenses. For the quarter ending July 31,1995, the Company recognized a loss on the disposition of its wholly owned subsidiary, New View Broadcasting, Inc., a South Carolina corporation ("New View") On May 1, 1995, the Company transferred the ownership of New View to Lawrence E. Steinberg, the majority stockholder of the Company. New View owns a television station in Charleston, South Carolina. The subsidiary comprised all of the revenue producing assets of the Company. The Company also transferred a judgment held by the Company against Gerald Arthur, former officer and director of the Company, and Christopher Arthur, former director and stockholder of the Company. As consideration for the subsidiary stock and the judgment, Mr. Steinberg agreed to release the Company from its obligations as guarantor of Mr. Steinberg's loans to New View in the amount of $1,682,095, . Following these transactions, Star's only assets were a minimal amount of cash and had no operations during the quarter ended July 31,1995. Liquidity and Capital Resources The Company has no significant assets or sources of revenue and is solely dependent on the willingness and ability of its major stockholder to fund any business operations. In June, 1995, the major stockholder loaned the company $18,000 to facilitate an investment in Preferred/telecom, inc., a Delaware corporation ("Preferred/telecom"). The Board of Directors of the Company approved the distribution of those shares of Preferred/telecom, Inc. as a dividend to the shareholders of the Company, which was effected on or about August 14, 1995. See forms 10-KSB-A for the year ended April 30, 1995 and Form 8-K dated May 12, 1995 and form 8-K-A dated August 29, 1995. PART II. OTHER INFORMATION Item 1. Legal Proceedings. None 3 Item 2. Changes in Securities. None Item 3. Default Upon Senior Securities. None Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information. None Item 6. Exhibits and Reports on Form 8-K. None. 4 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized. STAR RESOURCES, INC. (Registrant) Date: August 31, 1996 By:___s/Lawrence E. Steinberg Lawrence E. Steinberg, Chief Executive Officer Principal Executive Officer Date: August 31, 1996 By: Michael A. Hershman ---------------- -------------------- Michael A. Hershman, Treasurer Principal Financial Officer 5 STAR RESOURCES, INC. FINANCIAL STATEMENTS AS OF AND FOR THE PERIOD ENDED JULY 31, 1996 (unaudited) 6 STAR RESOURCES, INC. Balance sheets (Audited as of April 30, 1996; Unaudited as of July 31, 1996) July 31, April 30, 1996 1996 -------------------------------- ASSETS - ------------ Current Assets Cash $ 821 $ 261 Accounts receivable 1,000 - -------------------------------- Total Current Assets 1,821 261 -------------------------- $1,821 $261 ========================== Liabilities and Stockholders' Equity - -------------------------------------------------- Current Liabilites Accounts payable and accrued 7,008 290 expenses -------------------------- Total Current Liabilities 7,008 290 -------------------------- Total Liabilities 7,008 290 Preferred stock- $.01 par value Authorized -1,000,000 shares - - Issued and outstanding-none Common stock- Authorized -120,000,000 shares 41,426,186 issued and outstanding April 30, 1996 and July 31, 4,142 4,142 1996 par value $.0001 Additional paid-in capital 356,628 356,626 Retained capital (365,957) (360,797) -------------------------------- Stockholders' Equity (Deficit) ($5,187) ($29) -------------------------------- $1,821 $261 ================================ 7 STAR RESOURCES, INC. Statements of Operations Unaudited Three months ended July 31, 1996 1995 -------------------------------- Revenue $ - $ - -------------------------------- Total Revenue $0 $0 -------------------------------- Expenses: Accounting fees $3,980 $0 Administration 854 0 Legal 0 398 Other 326 366 -------------------------------- Total Expenses 5,160 764 -------------------------------- Net Income (Loss) from operations ($5,160) ($764) Loss on disposition of investment - (301,309) -------------------------------- Net loss ($5,160) ($302,073) ================================ Weighted average loss per share ($0.00012) ($0.00729) ================================ 8 STAR RESOURCES, INC. Statements of Cash Flows Unaudited Three months ended July 31, 1996 1995 -------------------------------- Net loss ($5,160) ($302,073) Adjustments to reconcile net loss to net cash used Accounts receivable (1,000) - Accounts payable 6,719 - Loss on disposition of subsidiary - 301,309 -------------------------------- Net cash used 559 (764) CASH FLOWS USED FOR INVESTING ACTIVITIES: Investments - (24,000) -------------------------------- Net cash used in 0 (24,000) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from paid in capital - 18,402 Proceeds from issuance of common stock - 5,500 -------------------------------- Net cash from ( used) in financing 0 (32,151) -------------------------------- Net increase (decrease) in cash 559 17,439 CASH AT BEGINNING OF PERIOD 262 (675) -------------------------------- CASH AT END OF PERIOD $821 $16,764 ================================ 9 STAR RESOURCES, INC. Statements of Changes in Stockholders' Equity Unaudited Additional Total Common Stock Paid-in Retained Stockholders' Shares Amount Capital Deficit Equity ------------------------------------------------------------------------------ Balance April 30, 1995 40,876,186 40,876 294,492 (1,721,423) (1,386,055) Issuance of common stock 550,000 550 4,950 5,500 Disposition of investment in New View Broadcasting, Inc. 1,686,328 1,686,328 Capital contribution 18,400 18,400 Change in par value of stock (37,284) 37,284 0 Net loss for the quarter ended July 31, 1995 - - - (300,074) (300,074) ------------------------------------------------------------------------------ Balance July 31, 1995 41,426,186 4,142 355,126 (335,169) 24,099 Net income for the quarter ended October 31, 1995 - - - 26 26 Dividend distribution - - - (24,000) (24,000) ------------------------------------------------------------------------------ Balance October 31, 1995 41,426,186 $4,142 $355,126 ($359,143) $125 Net loss for the quarter ended January 31, 1996 - - - ($637) (637) ------------------------------------------------------------------------------ Balance January 31, 1996 41,426,186 4,142 355,126 (359,780) ($512) Net loss for the quarter ended April 30, 1996 - - 1,500 (1,017) $483 ------------------------------------------------------------------------------ Balance April 30, 1996 41,426,186 4,142 356,626 (360,797) ($29) Net loss for the quarter ended July 31, 1996 - - - (5,160) ($5,160) ------------------------------------------------------------------------------ Balance July 31, 1996 41,426,186 4,142 356,626 (365,957) ($5,189) ============================================================================== 10 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM STAR RESOURCES INC. AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS July 31, April 30, 1996 1996 ----------------------------------- Cash and cash items $ 821 $ 261 Marketable securities 0 0 Notes and accounts receivable-trade 1,000 0 Allowances for doubtful accounts 0 0 Inventory 0 0 Total current assets 1,821 261 Property, plant and equipment 0 0 accumulated deprecation 0 0 total assets 1,821 261 Total current liabilities 7,008 290 bonds, mortgages, and similar debt 0 0 Preferred stock-mandatory redemption 0 0 Preferred stock-no mandatory redemption 0 0 Common stock 4,142 4,142 Other stockholders' equity (9,329) (4,171) Total liabilities and stockholders' equity (1,821) 261 Net sales of tangible products 0 0 Total revenues 0 0 Cost of tangible goods sold 0 0 Total costs and expenses applicable to sales and revenues 0 0 other costs and expenses 5,160 2,393 Provision for doubtful accounts and notes 0 0 Interest and amortization of debt discount 0 0 Income before taxes and other items (5,160) (2,393) Income tax expense 0 0 Income/loss continuing operations (5,160) (2,393) Discontinued operations 0 (301,309) Extraordinary items 0 0 Cumulative effect- changes in accounting principles 0 0 Net income or loss (5,160) (303,702) Earnings per share - primary ($0.0001) ($0.0073) Earnings per share - fully diluted ($0.0001) ($0.0073) <FN> NOTES TO FINANCIAL STATEMENTS (UNAUDITED) NOTE 1- Basis of Financial Statements The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended July 31, 1996 are not necessarily indicative of the results that may be expected for the year ending April 30, 1997. For further information, refer to the financial statements and management's discussion and analysis of results of operations and financial condition included in the Company's report on Form 10-KSB. </FN> 11