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 September 30, 1997 ------------------ [ ] 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 700 Denver, Colorado 80202 ------------------------ (Address of principal executive offices) (303) 296-3677 -------------- (Issuer's telephone number) 1776 Lincoln Street, Suite 1311 Denver, Colorado 80203 ------------------------ (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 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 CONDENSED CONSOLIDATED FINANCIAL STATEMENTS PART I FINANCIAL INFORMATION PAGE - ------ --------------------- ---- Item 1 Unaudited Condensed Consolidated - ------ Balance Sheets - September 30, 1997, and March 31, 1997 3 Unaudited Condensed Consolidated Statements of Operations - Three Months Ended September 30, 1996 and 1997 and Six Months Ended September 30, 1996 and 1997 4 Unaudited Condensed Consolidated Statements of Cash Flow - Six Months Ended September 30, 1996 and 1997 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 September 30, March 31, 1997 1997 ---- ---- Current assets Cash and cash equivalents $ 132,208 $510,055 Certificates of deposit 491,000 194,000 Other receivables 3,899 4,938 ---------- ---------- Total current assets 627,107 708,993 ---------- ---------- Office furniture, equipment and other, net of $225,496 of accumulated depreciation at September 30, 1997, and $222,096 of accumulated depreciation at March 31, 1997. 30,478 33,378 Investment in limited liability company 119,420 119,420 Other 26,638 26,638 ---------- ---------- Total assets $ 803,643 $ 888,429 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 13,018 $ 18,648 Deposits, deferred revenue and other 9,318 9,318 ---------- ---------- Total current liabilities 22,336 27,966 ---------- ----------- 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 (5,851,691) (5,772,535) --------- --------- 781,307 860,463 --------- --------- Total liabilities and stockholders' equity $ 803,643 $ 888,429 ========== ========== 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, 1997 1996 1997 1996 ---- ---- ---- ---- Revenue: Interest income $ 11,175 $ 6,483 $ 21,759 $ 22,233 Other income 5,898 7,129 12,161 14,685 ---------- ---------- ---------- ---------- Total Revenue 17,073 13,612 33,920 36,918 --------- ---------- ---------- ---------- (Income) Expenses: (Income) loss from investment in limited liability company - (124,684) - (80,683) Depreciation 1,700 2,555 3,400 5,110 Other operating expenses 53,865 50,208 109,676 112,161 ---------- ---------- ---------- --------- Total (Income) Expense 55,565 (71,921) 113,076 36,588 ---------- ---------- ---------- -------- Net Income (Loss) $(38,492) $ 85,533 $ (79,156) $ 330 ========== ========== ========== ======== Net Income (Loss) Per Share $ (.01) $ .03 $ (.03) * ========== ========== ========== ======== Weighted average number of share outstanding 3,072,836 3,072,836 3,072,836 3,072,836 ========== ========== ========== ========== * Less than $.01 per share See Notes to Unaudited Condensed Consolidated Financial Statements. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Six For the Six Months Ended Months Ended September 30, September 30, 1997 1996 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income $ (79,156) $ 330 ---------- ---------- Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities: Depreciation 3,400 5,110 Income from investment in limited liability company - (80,683) Change in assets and liabilities: Decrease (increase) in accounts receivable 1,039 (2,085) (Decrease) in accounts payable (5,630) (101,520) ---------- ---------- Total adjustments (1,191) (101,520) ---------- ---------- NET CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES (80,347) (101,190) ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Collection of note receivable - 500,000 Purchase of certificates of deposit (297,000) (491,000) Purchase of furniture and equipment (500) - Return on investment in limited liability company - 320,538 ---------- ---------- NET CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES (297,500) 329,538 ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (377,847) 228,348 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 510,055 41,387 ---------- ---------- CASH AND CASH EQUIVALENTS, END OF YEAR $ 132,208 $ 269,735 ========== ========== See Notes to Unaudited Condensed Consolidated Financial Statements. 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 September 30, 1997, and March 31, 1997, and of the condensed consolidated statements of operations for the three and six months ended September 30, 1996 and 1997 and condensed consolidated statements of cash flows for the six months ended September 30, 1996 and 1997. Except for as noted in the Company's 10-KSB, we are unable to obtain audited financial statements supporting the Company's investment in a limited liability company (LLC) at March 31, 1997, or monthly financial statements for the six months ended September 30, 1997. Therefore, this report has not incorporated the financial information concerning the Company's ownership in the LLC. 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, with the above mentioned exception. 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, 1997, included in the Company's 10-KSB filed with the Securities and Exchange Commission on June 27, 1997. Item 2: Management's' Discussion and Analysis of Financial Condition and - -------- ------------------------------------------------------------------ Results of Operation. - ---------------------- Financial Condition, Liquidity and Capital Resources - --------------------------------------------------------- Eagle Exploration Company's primary operations previously included the purchase and development of residential real estate. The Company's operations also previously included engaging in oil and gas exploration and production activities, acquiring whole or partial interest in oil and gas leases, and farming out or reselling all or part of its interest in these leases to other companies in the oil and gas industry. The Company sold all land held for development during the year ended March 31, 1995. Currently, the Company has no plans to acquire additional land for development and sale but is investigating various potential acquisitions and other business opportunities. Cash and cash equivalents decreased for the six months ended September 30, 1997, $377,847. For the same period the certificates of deposits increased $297,000. Stockholders' equity decreased from $860,462 to $781,306 or $79,156 for the six months ended September 30, 1997. Results of Operations - ----------------------- For the six months ended September 30, 1997, compared to the six months ended - ------------------------------------------------------------------------------ September 30, 1996. - -------------------- For the six months ended September 30, 1997, the Company's total revenue was $33,920 as compared to $36,918 for the six months ended September 30, 1996. Total expenses for the six month period ended September 30, 1997, were $113,076 as compared to (net of income from the investment in the LLC of $80,683) or $36,588 for the period ended September 30, 1996. 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 11, 1997