U. S. Securities and Exchange Commission Washington, D. C. 20549 Form 10-QSB (Mark One) [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1996 [ ] 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 its charter) Colorado 84-0804143 (State or other jurisdiction of incorporation (I.R.S. Employer ID Number) or organization) 1776 Lincoln Street, Suite 1311 Denver, Colorado 80203 (Address of principal executive offices) (303) 863-0800 (Issuer's telephone number) None (Former name, former address and former fiscal year, if changed since last report) 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 classes 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 FINANCIAL STATEMENTS PART I FINANCIAL INFORMATION PAGE Item 1 Unaudited Condensed Consolidated Balance Sheets - September 30, 1996, and March 31, 1996 3 Unaudited Condensed Consolidated Statements of Operations - Three Months Ended September 30, 1995 and 1996 and Six Months Ended September 30, 1995 and 1996 4 Unaudited Condensed Consolidated Statement of Cash Flows - Six Months Ended September 30, 1995, and 1996 5 Notes to Unaudited Condensed Consolidated Financial Statements 7 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II SIGNATURES 9 PART I FINANCIAL INFORMATION Item 1 EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS September 30, March 31, 1996 1996 Assets Cash $ 3,223 $ 41,387 Temporary cash investments 266,512 - Certificates of deposit 491,000 - Note receivable - 500,000 Other receivables 5,907 3,822 Office furniture, equipment and other, net of $214,431 of accumulated depreciation at September 30, 1996, and $209,321 of accumulated depreciation at March 31, 1996 39,334 44,444 Other 23,387 23,387 Investment in limited liability company 306,847 546,702 $1,136,210 $1,159,742 Liabilities and Stockholders' Equity Accounts payable $ 13,389 $ 37,251 Deposits, deferred revenue and other 10,261 10,261 Total liabilities 23,650 47,512 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 (5,520,438) (5,520,768) 1,112,560 1,112,230 $1,136,210 $1,159,742 See Notes to Unaudited Condensed Consolidated Financial Statements. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Six Months Ended: September September 30, 1996 30, 1995 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 330 $ (517,773) Adjustments to reconcile net (loss) to net cash provided (used) by operating activities: Depreciation 5,110 12,580 Impairment of note receivable - 600,000 Income from investment in LLC (80,683) - Change in assets and liabilities: (Increase) in accounts receivable (2,085) (1,035) (Decrease) in accounts payable (23,862) (1,134) Total adjustments (101,520) 610,411 NET CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES (101,190) 92,638 CASH FLOWS FROM INVESTING ACTIVITIES: Collection of note receivable 500,000 - Advances on note receivable - (600,000) Purchase of certificates of deposit (491,000) - Proceeds from certificates of deposit - 968,913 Acquisition of undeveloped property - (3,034) Purchase of furniture and equipment - (1,500) Return on investment in limited liability company 320,538 - Investment in limited liability company - (851,288) NET CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES 329,538 (486,909) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from note payable - 425,644 Principal payment on note payable - (97,768) NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES - 327,876 See notes to Unaudited Condensed Financial Statements Continue on following page. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Continue from previous page. For the Six Months Ended: September September 30, 1996 30, 1995 NET INCREASE (DECREASE) IN CASH AND TEMPORARY CASH INVESTMENTS 228,348 (66,395) CASH AND TEMPORARY CASH INVESTMENTS, BEGINNING OF YEAR 41,387 416,054 CASH AND TEMPORARY CASH INVESTMENTS, END OF THE QUARTER $ 269,735 $ 349,659 See notes to unaudited condensed consolidated financial statements. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three For the Three For the Six For the Six Months Ended Months Ended Months Ended Months Ended September 30, September 30, September 30, September 30, 1996 1995 1996 1995 REVENUES: Interest income $ 6,483 $ 22,667 $ 22,233 $ 55,959 Other income 7,129 133,687 14,685 142,878 TOTAL REVENUES 13,612 156,354 36,918 198,837 (INCOME) EXPENSES: (Income) loss from investment in LLC (124,684) - - 89,792 Depreciation 2,555 6,369 5,110 12,580 Other 50,208 59,177 112,161 104,030 Impairment of note receivable - 600,000 - 600,000 TOTAL EXPENSE (71,921) 665,546 36,588 716,610 NET INCOME (LOSS) $ 85,533 $ (509,192) $ 330 $ (517,773) NET INCOME (LOSS) PER SHARE $ .03 $ (.17) $ * $ (.17) Weighted average number of shares outstanding 3,072,836 3,072,836 3,072,836 3,072,836 See Notes to Unaudited Condensed Consolidated Financial Statements. * Less than $.01 per share 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 consolidated financial position at September 30, 1996, and March 31, 1996, and of the consolidated statements of operations for the six months and three months ended September 30, 1996, and 1995, and consolidated statements of cash flows for the six months ended September 30, 1996, and 1995. The consolidated results of operations and the consolidated 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, 1996, included in the Company's 10-KSB filed with the Securities and Exchange Commission on July 23, 1996. Item 2: Managements's Discussion and Analysis of Consolidated Financial Condition and Consolidated Results of Operation. Financial Condition, Liquidity and Capital Resources Cash, temporary cash investments and certificates of deposit increased $719,348 for the six months period ended September 30, 1996. This was primarily due to the collection of a note receivable of $500,000 and a return on the Company's investment in a limited liability company, Eagle's Landing, LLC, which reduced the Company's initial investment. The Company's reduction of its initial investment in Eagle's Landing, LLC, occurred through the disbursement of permanent loan proceeds that exceeded construction and loan closing costs. The Company's 40 percent share of this disbursement was approximately $320,000. The Company's major asset, its 40 percent interest in Eagle's Landing, LLC, (176 unit apartment complex), finally reached 96 percent occupancy in August, 1996. This occupancy rate not only facilitates the asset to be profitable after deducting the mortgage payments, operating expenses and capital reserves, but also helped implement the Company's goal to cause the property to be formally listed and marketed in a manner to justify the asking price. The property is currently for sale and is listed with CB Commercial Real Estate Group, Inc., for $15.2 million. The loan amount after the November 1, 1996 payment is $10,902,819 and the interest rate of 7.5 percent may be assumed by the purchaser. Stockholder's equity increased to $1,112,560 from $1,112,230 or $330 for the period ended September 30, 1996, due to the result of net income for the quarter as a result of the Company's 40% share of the income from the LLC. Results of Operations For the six months ended September 30, 1996, compared to the six months ended September 30, 1995. For the six months ended September 30, 1996, the Company's total revenue was $36,918 as compared to $198,837 for the six months ended September 30, 1995. Total expenses for the six month period ended September 30, 1996 (net of income from the investment in the LLC of $80,683) were $117, 271 as compared to $716,610 for the period ended September 30, 1995. 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: November 13, 1996