U. S. Securities and Exchange Commission Washington, D. C. 20549 Form 10-QSB (Mark One) [ X ] QUARTERLY REPORT UNDER SECTION 10 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1999 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ________ to ________. Commission File Number: 0-9458 Eagle Exploration Company (Exact name of Registrant as specified in it charter) Colorado 84-0804143 -------------------------------- -------------------------- (State or other jurisdiction of (I.R.S. Employer ID Number) incorporation or organization) 1801 Broadway, Suite 1420 Denver, Colorado 80202 (Address of principal executive offices) (303) 296-3677 (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 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. Yes X No . APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by court. Yes X No . State the number of shares outstanding of each of the issuer's classed of common equity, as of the latest practicable date: 3,072,836. Transitional Small Business Disclosure format: (Check One) Yes No X. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS PART I FINANCIAL INFORMATION PAGE Item 1 Unaudited Condensed Consolidated - ------ Balance Sheets - December 31, 1999, and March 31, 1999 3 Unaudited Condensed Consolidated Statements of Operations - Three Months Ended December 31, 1998 and 1999 and Nine Months Ended December 31, 1998 and 1999 4 Unaudited Condensed Consolidated Statement of Cash Flow - Nine Months Ended December 31, 1998 and 1999 5 Notes to Unaudited Condensed Consolidated Financial Statements 6 Item 2 Management's Discussion and Analysis - ------ of Financial Condition and Results of Operations 7 PART II SIGNATURES 8 PART I FINANCIAL INFORMATION Item 1 EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS Assets December 31, March 31, 1999 1999 ----------- ----------- Current assets Cash and cash equivalents .......................... $ 1,549,793 $ 2,350,898 Certificates of deposit ............................ 200,000 200,000 Short term investments ............................. 773,065 -- Other receivables .................................. 7,929 4,103 ----------- ----------- Total current assets ............................. 2,530,787 2,555,001 ----------- ----------- Office furniture, equipment and other, net of $222,674 of accumulated depreciation at December 31, 1999, and $211,694 of accumulated depreciation at March 31, 1999 ..................... 45,113 56,093 Other ............................................... 26,637 26,637 ----------- ----------- Total assets ........................................ $ 2,602,537 $ 2,637,731 =========== =========== Liabilities and Stockholders' Equity Current liabilities Accounts payable ................................... $ 13,259 $ 12,153 Income taxes payable ............................... 2,000 17,000 Deposits, deferred revenue and other ......................................... 9,318 9,318 ----------- ----------- Total current liabilities ....................... 24,577 38,471 ----------- ----------- Stockholders' equity Common stock, no par value; authorized 10,000,000 shares; 3,072,836 shares issued and outstanding ...................................... 6,632,998 6,632,998 Accumulated deficit ............................... (4,055,038) (4,033,738) ----------- ----------- 2,577,960 2,599,260 ----------- ----------- Total liabilities and stockholders' equity .............................. $ 2,602,537 $ 2,637,731 =========== =========== See Notes to Unaudited Condensed Consolidated Financial Statements. - 3 - EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three For the Three For the Nine For the Nine Months Ended Months Ended Months Ended Months Ended December 31, December 31, December 31, December 31, 1999 1998 1999 1998 ----------- ----------- ----------- ----------- Revenue: Income from investment in limited liability company .... $ -- $ (13,150) $ -- $ 2,035,429 Interest income ............... 40,528 35,565 91,466 68,913 Other income .................. 15,128 27,491 46,342 37,950 ----------- ----------- ----------- ----------- Total revenue .................. 55,656 49,906 137,808 2,142,292 ----------- ----------- ----------- ----------- Expenses: Depreciation .................. 3,660 3,580 10,980 10,454 Other operating expenses ...... 46,458 49,977 148,128 196,047 ----------- ----------- ----------- ----------- Total expense ............. 50,118 53,557 159,108 206,501 ----------- ----------- ----------- ----------- Net income (loss) ......... $ 5,538 $ (3,651) $ (21,300) $ 1,935,791 =========== =========== =========== =========== Net income (loss) per share $ .002 $ (.001) $ (.007) $ .63 =========== =========== =========== =========== Weighted average number of share outstanding .................. 3,072,836 3,072,836 3,072,836 3,072,836 =========== =========== =========== =========== See Notes to Unaudited Condensed Consolidated Financial Statements. - 4 - EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Nine For the Nine Months Ended Months Ended December 31, December 31, 1999 1998 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income .................. $ (21,300) $ 1,935,791 ----------- ----------- Adjustments to reconcile net (loss) income to net cash (used) provided by operating activities: Depreciation ..................... 10,980 10,454 Change in assets and liabilities: (Increase) in accounts receivable .. (3,826) (9,200) (Decrease) in accounts payable ..... (13,894) (17,113) ----------- ----------- Total adjustments .............. (6,740) (15,859) ----------- ----------- NET CASH FLOWS (USED) PROVIDED BY OPERATING ACTIVITIES ....... (28,040) 1,919,932 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of certificates of deposit -- (500,000) Purchase of furniture and equipment -- (29,355) Purchase of short term investments . (773,065) -- Return on investment in limited liability company ................. -- 24,725 ----------- ----------- NET CASH FLOWS (USED) BY INVESTING ACTIVITIES .......... (773,065) (504,630) ----------- ----------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS ................... (801,105) 1,415,302 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR ............................ 2,350,898 333,450 ----------- ----------- CASH AND CASH EQUIVALENTS, END OF THE QUARTER ........................ $ 1,549,793 $ 1,748,752 =========== =========== See Notes to Unaudited Condensed Consolidated Financial Statements. - 5 - EAGLE EXPLORATION COMPANY AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Opinion of Management 1. The financial information furnished reflects all adjustments which are, in the opinion of management, necessary to a fair presentation of the financial position at December 31, 1999, and March 31, 1999, and of the condensed consolidated statements of operations for the nine months ended December 31, 1998 and 1999, and for the three months ended December 31, 1998 and 1999, and condensed consolidated statements of cash flows for the nine months ended December 31, 1998 and 1999. The results of operations and statements of cash flows for the periods presented are not necessarily indicative of those to be expected for the entire year. 2. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles. For further information refer to the audited consolidated financial statements and notes thereto for the year ended March 31, 1999, included in the Company's 10-KSB filed with the Securities and Exchange Commission on June 30, 1999. Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operation. Financial Condition, Liquidity and Capital Resources Cash and cash equivalents decreased for the nine months ended December 31, 1999, to $1,549,793 from $2,350,898 for the year ended March 31, 1999, or $801,105. This is primarily due to the Company's investment in certain short term investments of $773,065. The certificates of deposits remained at $200,000. Stockholders' equity decreased from $2,599,260 to $2,577,960 or $21,300 for the nine months ended December 31, 1999. This is primarily due to operating activities. Results of Operations For the three months ended December 31, 1999, compared to the three months ended December 31, 1998, and for the nine months ended December 31, 1999, compared to the nine months ended December 31, 1998. For the three months ended December 31, 1999, total revenue was $55,656 and compared to $49,906 for the three months ended December 31, 1998. The total revenue for the nine months ended December 31, 1999, was $137,808 as compared to $2,142,292 for the nine months ended December 31, 1998. This significantly larger number of total revenue for the period ended December 31, 1998, was due to the sale of the apartment complex in that period. Total expenses for the three month period ended December 31, 1999, were $50,118 as compared to $53,557 for the three month period ended December 31, 1998. For the nine months ended December 31, 1999, total expenses were $159,101 and total expenses for the nine month period ended December 31, 1998, were $206,501. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES PART II 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 thereunto duly authorized. EAGLE EXPLORATION COMPANY (Registrant) By: /s/ Raymond N. Joeckel Raymond N. Joeckel President/Chief Financial Officer By: /s/ Paul M. Joeckel Paul M. Joeckel Secretary Date: February 12, 2000