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 June 30, 1998 --------------- [ ] 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 - June 30, 1998, and March 31, 1998 4 Unaudited Condensed Consolidated Statements of Operations - Three Months Ended June 30, 1998 and 1997 5 Unaudited Condensed Consolidated Statements of Cash Flow - Three Months Ended June 30, 1998 and 1997 6 Notes to Unaudited Condensed Consolidated Financial Statements 7 Item 2 Management's Discussion and Analysis - ------- of Financial Condition and Results of Operations 9 PART II SIGNATURES 11 - -------- ---------- PART I - ------- FINANCIAL INFORMATION --------------------- Item 1 - ------- EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS ASSETS June 30, March 31, 1998 1998 --------- ---------- Current assets Cash and cash equivalents $ 337,606 $ 333,450 Certificates of deposit 297,000 297,000 Other receivables 4,881 4,143 ------------ ----------- Total current assets 639,487 634,593 ------------ ----------- Office furniture, equipment and other, net of $232,091 of accumulated depreciation at June 30, 1998, and $228,797 of accumulated depreciation at March 31, 1998. 40,772 44,066 Investment in limited liability company (32,475) 24,725 Other 26,637 26,637 ----------- ----------- Total assets $ 674,421 $ 730,021 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 3,189 $ 24,825 Deposits, deferred revenue and other 8,996 8,996 ------------- ------------ Total current liabilities 12,185 33,821 ------------- ------------ 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 (5,970,762) (5,936,798) ----------- ---------- 662,236 696,200 ----------- ---------- Total liabilities and stockholders' equity $ 674,421 $ 730,021 ============ ============ See Notes to Unaudited Condensed Consolidated Financial Statements. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months Ended June 30, 1998 ------------------------------ 1998 1997 --------------- ------------- Revenue Interest income $ 11,995 $ 10,584 Other income 5,331 6,263 ------------- ----------- 17,326 16,847 ------------- ----------- Expenses Depreciation 3,294 1,700 Other operating expenses 47,996 55,812 ------------- ----------- 51,290 57,512 ------------- ----------- Net loss $ (33,964) $ (40,665) ============= ============ Basic loss per share $ (.01) $ (.01) ============== ============ Weighted average number of shares outstanding 3,072,836 3,072,836 ============= ============ See Notes to Unaudited Condensed Consolidated Financial Statements. EAGLE EXPLORATION COMPANY AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Months Ended June 30, ------------------------------- 1998 1997 ------------- ---------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) $ (33,964) $ (40,665) ------------ -------------- Adjustments to reconcile net(loss) to net cash (used) by operating activities: Depreciation 3,294 1,700 Change in assets and liabilities: Decrease (increase) in accounts receivable (738) 860 (Decrease) in accounts payable (21,636) (3,729) ------------- ---------- Total adjustments (19,080) (1,169) ------------- ----------- NET CASH FLOWS (USED) BY OPERATING ACTIVITIES (53,044) (41,834) ------------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of furniture and equipment - (500) Return on investment in limited liability company 57,200 - ------------- ------------ NET CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES 57,200 (500) ------------ ------------ NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 4,156 (42,334) CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 333,450 510,055 ------------- ------------- CASH AND CASH EQUIVALENTS, END OF QUARTER $ 337,606 $ 467,721 ============ ============ 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 June 30, 1998, and March 31, 1998, and of the condensed consolidated statements of operations and condensed consolidated statements of cash flows for the three months ended June 30, 1997 and 1998. 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, 1998, or monthly financial statements for the three months ended June 30, 1998. 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, 1998, included in the Company's 10-KSB filed with the Securities and Exchange Commission on June 30, 1998. Item 2: Management's' Discussion and Analysis of Financial Condition and - -------- ------------------------------------------------------------------ Results of Operation. - ---------------------- Financial Condition, Liquidity and Capital Resources - --------------------------------------------------------- Cash and cash equivalents increased slightly for the three months ended June 30, 1998, to $337,606 from $333,450 for the year ended March 31, 1998 or $4,156. The certificates of deposits remained the same at $297,000. Stockholders' equity decreased from $696,200 at March 31, 1998 to $662,236 or $33,964 for the three months ended June 30, 1998. The Company participated for its 37.5 percent working interest in the wash down and completion of the Sexson #1-19, Wallace County, Kansas. The well was perforated from 5,006 feet to 5,014 feet. A 3/4 inch choke was installed and flowed for one hour for an estimated gas volume of 3,780 million cubic feet of gas per day. Surface equipment was set and plumbed in. The well was shut in waiting on pipeline. August 12, 1998, the Company started selling gas. With a 31/64 choke the well produced 1,592 million cubic feet of gas the first 17 hours of production. The sale of the apartment complex owned by Eagle's Landing, LLC, closed on August 12, 1998. The Company owned a 40 percent membership interest in the LLC and the Company received $2,011,990 for its interest in the LLC. Results of Operations - ----------------------- For the three months ended June 30, 1998, compared to the three months ended - ------------------------------------------------------------------------------ June 30, 1997. - --------------- For the three months ended June 30, 1998, the Company's total revenue was $17,326 as compared to $16,847 for the three months ended June 30, 1997. Total expenses for the three month period ended June 30, 1998, were $51,290 as compared to $57,512 for the period ended June 30, 1997, a decrease of $6,222 or approximately ten percent. This decrease was due primarily to reduced legal fees associated with the LLC litigation which settled in the previous quarter. 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 -------------------- Secretary/Vice President Operations Date: August 13, 1998