FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGES ACT OF 1934. For the quarterly period ended JUNE 30, 1997 ------------------------ [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGES ACT OF 1934 For the transition period from to ------------------ ------------------ Commission file number 333-24671 1997 CORP. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 13-3936988 - ------------------------------------------------------------------------------- (State of other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization 315 WEST 106TH STREET, NEW YORK NEW YORK 10025 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (212) 678-6231 - ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 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 [ ] NO [X] The number of shares outstanding of the issuer's single class of common stock as of June 30, 1997 was 15,000. Transitional Small Business Disclosure Format (check one) YES [ ] NO [X] 1997 CORP. (A DEVELOPMENT STAGE ENTERPRISE) BALANCE SHEET JUNE 30, 1997 ASSET ----- Cash $ 20,000.00 Deferred Offering Costs $ 19,750.00 ----------- TOTAL ASSETS $ 39,750.00 LIABILITIES ----------- Accured Offering Costs $ 19,750.00 ----------- TOTAL LIABILITIES $ 19,750.00 STOCKHOLDERS' EQUITY -------------------- Preferred stock, $.01 par value, authorized 2,000,000 shares; none issued or outstanding $ - Common stock, $.001 par value, authorized 10,000,000 shares; issued and outstanding 15,000 shares 15.00 Paid in capital 19,985.00 ----------- STOCKHOLDERS EQUITY $ 20,000.00 1 1997 CORP. (A DEVELOPMENT STAGE ENTERPRISE) NOTES TO FINANCIAL STATEMENT JUNE 30, 1997 1. FORMATION OF COMPANY 1997 Corp. (a development stage enterprise) (the "Company"), was incorporated in the state of Delaware on March 17, 1997. It intends to serve, as a vehicle to effect a business combination with a target business (not yet identified) which the Company believes will have significant growth potential. The Company intends to utilize the net proceeds of this offering, equity securities, debt securities, bank and other borrowing or a combination thereof in effecting a business combination. 2. SUMMARY OF SIGNIFICANT ACCOUNT POLICIES The financial statements are prepared on an accrual basis. The preparation of financial statements in accordance with generally accepted accounting principles requires management to make significant estimates and assumptions that effect the reported amount of assets and liabilities at the date of the financial statements and the reports amount of revenues and expenses during the reported period. Actual results could differ from those estimates. 3. DEFERRED OFFERING COSTS Deferred offering costs include legal, accounting, filing and miscellaneous fees and expenses directly associated with the public offering of 30,000 shares of common stock of the Company. 2 PART II - OTHER INFORMATION 1997 CORP. June 30, 1997 None. 3 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: 1997 CORP. Registrant /s/ Richard L. Campbell ---------------------------- Date: June 30, 1997 By: Richard L. Campbell Acting Chief Financial Officer 4