U.S. 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 March 31, 1996 Commission File Number: 0-09482 MYSTIQUE DEVELOPMENTS, INC. ---------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Wyoming 83-0246080 - - ---------------------------- --------------------------------- (State of other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1975 East Otero Lane, Littleton, Colorado 80122 ----------------------------------------------------------- (Address of principal executive offices including zip code) (303)797-2385 -------------------------- (Issuer's telephone number) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 May 22, 1996, 550,076 shares of common stock, $.001 par value per share, were outstanding. Transitional Small Business Disclosure Format (check one): Yes___ No X MYSTIQUE DEVELOPMENTS, INC. INDEX PART I. FINANCIAL INFORMATION Page No. Item 1. Financial Statements Balance Sheets as of March 31, 1996 and June 30, 1995 3 Statement of Operations for the Nine Months Ended March 31, 1996 and 1995 4 Statement of Operations for the Three Months Ended March 31, 1996 and 1995 5 Statement of Cash Flows for the Nine Months Ended March 31, 1996 and 1995 6 Notes to Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION 9 Signatures 10 MYSTIQUE DEVELOPMENTS, INC. BALANCE SHEET March 31, 1996 June 30, 1995 ASSETS Current Assets: Cash $ 22,392 $ 27,537 Accounts receivable-trade 11,545 4,160 Accounts receivable-related parties -- 5,000 Total current assets 33,937 36,697 Other assets: Other 523 523 Total other assets 523 523 Property and equipment, at cost using successful efforts method, net 748,945 266,945 TOTAL ASSETS $ 783,405 $ 304,165 --------- --------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $ 1,254 $ 8,988 Total current liabilities 1,254 8,988 Stockholders' Equity Common stock, $.01 par value: author- ized 75,000,000 shares; 550,076 shares issued and outstanding 5,500 5,500 Additional paid-in capital 1,866,868 1,866,868 Accumulated deficit (1,090,217) (1,577,191) Total Stockholders' Equity 782,151 295,177 TOTAL LIABILITIES AND STOCK- HOLDERS' EQUITY $ 783,405 $ 304,165 --------- --------- The accompanying notes are an integral part of the financial statements. MYSTIQUE DEVELOPMENTS, INC. STATEMENT OF OPERATIONS Nine Months Ended March 31, 1996 1995 Revenues: Oil and gas sales $ 58,958 $ 64,094 Management fees 504,050 15,650 Interest and other income 352 3,479 Total revenues 563,360 83,223 Expenses: Production 42,899 52,343 General and administrative 16,087 26,711 Depletion and depreciation and amortization 17,400 15,300 Total expenses 76,386 94,354 Net Income (Loss) $ 486,974 $ (11,131) ----------- ----------- Net Income per share $ .89 $ (.02) ----------- ----------- Weighted average shares outstanding 550,076 550,076 ----------- ----------- The accompanying notes are an integral part of the financial statements. MYSTIQUE DEVELOPMENTS, INC. STATEMENT OF OPERATIONS Three Months Ended March 31, 1996 1995 Revenues: Oil and gas sales $ 16,273 $ 19,905 Management fees 2,550 1,050 Interest and other income 132 1,269 Total revenues 18,955 22,224 Expenses: Production 14,559 16,288 General and administrative 394 11,832 Depletion and depreciation and amortization 6,000 5,100 Total expenses 20,953 33,220 Net Income <Loss> $ (1,998) $ (10,996) ----------- ----------- Net Income per share $ -0- $ (.02) ----------- ----------- Weighted average shares outstanding 550,076 550,076 ----------- ----------- The accompanying notes are an integral part of the financial statements. MYSTIQUE DEVELOPMENTS, INC. STATEMENT OF CASH FLOWS Nine Months Ended March 31, 1996 1995 Cash provided by (used in)operations: Net Income (loss) $486,974 $(11,131) Adjustments: Depletion, depreciation and amortization 17,400 15,300 (Increase) decrease in accounts receivable (2,385) 33,534 Increase (decrease) in accounts payable (7,734) ( 6,689) Revenues exchanged for assets (499,400) (44,016) Cash provided by (used in)operations (5,145) (13,002) Cash provided by (used in) financing activities: Payout of notes -- 20,000 Cash provided by (used in) financing activities -- 20,000 Net increase (decrease) in cash (5,145) 6,998 Cash, beginning of period 27,537 10,453 Cash, end of period $ 22,392 $17,451 -------- ------- The accompanying notes are an integral part of the financial statements. MYSTIQUE DEVELOPMENTS, INC. NOTES TO FINANCIAL STATEMENTS March 31, 1996 1. SIGNIFICANT ACCOUNTING POLICIES PROPERTY AND EQUIPMENT. The Company uses the successful efforts method of accounting for oil and gas producing activities. Under this method, the costs of unsuccessful exploratory wells, delay rentals, and dry hole contributions are expensed as incurred. Lease acquisition costs and costs of drilling and equipping productive exploratory wells and all development wells are capitalized. Depreciation and depletion of producing properties and equipment is computed by the unit-of-production method using management estimates or independent engineer's estimates of unrecovered proved producing oil and gas reserves. The total capitalized costs for individual proved oil and gas properties is limited to the estimated future net revenues from production of proved reserves. A recoverability test "ceiling test" of proved properties is performed on an undiscounted basis, net of income taxes, on a well by well basis. An impairment amount equal to all costs above ceiling is charged to operations during the period. Other equipment is depreciated by use of accelerated methods using estimated asset lives of 3 to 7 years. When assets are retired or otherwise disposed of, the cost and accumulated depletion, depreciation or impairment are removed from the accounts and any resulting gain or loss is reflected in operations in the period realized. INCOME TAXES. The Company uses the liability method of accounting for income taxes. Under the liability method, income taxes are recorded for future events at tax rates in effect when the balances are expected to be settled. EARNINGS (LOSS) PER COMMON SHARE. The earnings (loss) per share is based on the weighted-average number of shares of common stock outstanding. CASH AND CASH EQUIVALENTS. For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. 2. ADJUSTMENTS In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments (consisting of normal recurring accruals only) necessary to present fairly, the Balance Sheet as of March 31, 1996, and the Statement of Operations for the nine months then ended and Statement of Cash Flows for the nine months then ended. 3. ADDITIONAL DETAILS For additional details of the Company's financial condition, refer to the notes to the Company's annual financial statements for the year ended June 30, 1995, filed in the Company's Form 10-KSB annual report. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES Cash used $5,145 in operations for the nine months ended March 31, 1996, compared to using $13,002 in the nine months ended March 31, 1995. The decrease in the use of cash is due principally to the increase in net income. All of the Company's properties are held by production and thus there is no requirement to drill and expend capital. Management's primary objective is the merger with or acquisition of other small independent natural resource companies and the acquisition of interests in proven oil and gas properties in exchange for cash and shares of the Company's common stock. The Company has no commitments to spend specific funds. The Company's long-term potential will continue to depend on many outside factors beyond its control, such as the demand for oil and natural gas, the price of oil and gas, the cost of operations, the general economic climate and the Company's ability to raise additional capital to achieve its objectives. RESULTS OF OPERATIONS Revenues for the three months ended March 31, 1996, decreased $3,269 from the comparable period in the previous year. This decrease is caused by a decrease in oil sales of $3,632 due to decreased production and an increase in management fees of $1,500 due to additional consulting services provided in 1996 and interest and other income decreased $1,137. Expenses for the three months ended March 31, 1996, decreased $12,267 from the comparable period in the previous year. This decrease is due to lower lease operating costs of $1,729 due to more efficient production opera-tions and a decrease in general and administrative expenses of $11,438 due to reduced administrative activities. EFFECT OF CHANGES IN PRICES Changes in prices during the past few years have been a significant factor in the oil and gas industry. The price received for the oil and gas produced by the Company has fluctuated significantly during the period. Changes in the price that the Company receives for its oil and gas is set by market forces beyond the Company's control as well as governmental intervention. PART II. OTHER INFORMATION Item 1. LEGAL PROCEEDINGS None. Item 2. CHANGES IN SECURITIES None. Item 3. DEFAULTS 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. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. MYSTIQUE DEVELOPMENTS, INC. By:/s/ Dennis R. Staal Dennis R. Staal, President, Chief Executive officer and Chief Financial and Accounting Officer Date: May 22, 1996