1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------- FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 -------------------------------- For Quarter Ended October 31, 1990 Commission File No. 0-6649 Jilco Industries, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 95-2075885 - -------------------------------------------------------------------------------- (State of other jurisdiction or (I.R.S. Employer No.) incorporation of organization) P. O. Box 10539, Beverly Hills, California 90213 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (310) 274-1986 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, including area code) Not Applicable - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changes 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 . --------- --------- 2 PART I. FINANCIAL INFORMATION JILCO INDUSTRIES, INC. BALANCE SHEET - OCTOBER 31, 1990 AND 1989 (Unaudited) ASSETS 1990 1989 --------- --------- Current Assets: Cash $ 282 $ 1,430 --------- --------- $ 282 $ 1,430 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY DEFICIENCY Current liabilities: Note payable to shareholder (Note 3) $ 47,000 $ 45,000 Accrued expenses $ 18,367 $ 14,066 ========= ========= Total current liabilities $ 65,367 $ 59,066 --------- --------- Shareholders' equity deficiency: Common stock, no par: 1,500,000 shares authorized; 449,991 shares issued and outstanding $ 749,950 $ 749,950 Deficit (815,035) (807,586) --------- --------- Total (65,085) (57,636) --------- --------- $ 282 $ 1,430 ========= ========= See Notes to Financial Statements - 2 - 3 JILCO INDUSTRIES, INC. STATEMENT OF LOSS AND DEFICIT THREE MONTHS ENDED OCTOBER 31, 1990 AND 1989 (Unaudited) 1990 1989 --------- --------- Expenses: General and Administrative $ 1,379 $ 1,271 State Franchise Tax 800 600 --------- --------- Net Loss $ (2,179) $ (1,871) Deficit, beginning of year $(812,856) $(805,715) --------- --------- Deficit, end of period $ 815,035 $ 807,586 ========= ========= Loss per share (Note 2) $ 0.00 $ 0.00 ========= ========= - 3 - 4 JILCO INDUSTRIES, INC. STATEMENT OF CASH FLOWS THREE MONTHS ENDED OCTOBER 31, 1990 AND 1989 (Unaudited) 1990 1989 ------- ------- Expenses: Net loss $(2,179) $(1,871) Increase (decrease) in accounts payable and accrued expenses $ 1,091 $ 1,021 ======= ======= Net cash used in operating activities $(1,088) $ (850) ======= ======= Cash flows from financing activities Proceeds from notes payable to shareholder, net $ 1,000 $ 0 ======= ======= Net cash provided by financing activities $ 1,000 $ 0 ======= ======= Net increase (decrease) in cash $ (88) $ (850) ======= ======= Cash -- beginning of period $ 370 $ 2,280 ------- ------- Cash -- end of period $ 282 $ 1,430 ------- ------- Supplemental cash flow information Interest paid $ 0 $ 0 ------- ------- Taxes paid $ 800 $ 600 ------- ------- See Notes to Financial Statements - 4 - 5 JILCO INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS THREE MONTHS ENDED OCTOBER 31, 1990 AND 1989 (Unaudited) NOTE 1 - THE COMPANY The Company has been inactive since April 2, 1968 when it was discharged from bankruptcy under its previous name of Sportways, Inc. The expenses the Company has incurred represent those necessary to keep the Company in good standing in its state of residence. Fair Value of Financial Instruments The Company measures its financial assets and liabilities in accordance with generally accepted accounting principles. For certain of the Company's financial instruments, including cash, accounts payable, and accrued expenses, the carrying amounts approximate fair value due to their short maturities. The amounts shown as notes payable also approximate fair value because current interest rates offered to the Company for notes payable of similar maturities are substantially the same. Estimates In preparing financial statements in conformity with generally accepted accounting principles, management makes estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. NOTE 2 - LOSS PER SHARE All per share computations are based on 449,991 shares outstanding. There are no common stock equivalents. - 5 - 6 NOTE 3 - NOTES PAYABLE TO SHAREHOLDER Notes payable to shareholder consist of the following: 1996 1995 1994 1993 1992 1991 1990 1989 ------- ------- ------- ------- ------- ------- ------- ------- Revolving note payable (A) $40,000 $40,000 $40,000 $40,000 $40,000 $40,000 $40,000 $40,000 Revolving note payable (B) 8,250 8,250 8,250 5,250 4,250 2,000 1,000 -0- Term note payable (C) 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 ------- ------- ------- ------- ------- ------- ------- ------- TOTAL $53,250 $53,250 $53,250 $50,250 $49,250 $47,000 $46,000 $45,000 ------- ------- ------- ------- ------- ------- ------- ------- (A) Accrued interest at 9% per annum. Principal and accrued interest due on demand. (B) Accrued interest at 11% per annum. Principal and accrued interest due on demand. (C) Accrued interest at 10% per annum. Principal and accrued interest due on demand. - 6 - 7 JILCO INDUSTRIES, INC. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Registrant has not conducted any business operations during the last five (5) fiscal years, except that during the above fiscal years it has incurred expenses necessary to keep its good standing in its state of residence. PART II. OTHER INFORMATION None of Items 1 through 6 of Part II are applicable. 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. JILCO INDUSTRIES, INC. By: /s/ MARTHA J. KRETZMER ---------------------------------- Martha J. Kretzmer President Date: August 7, 1997 - 7 -