1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------- FORM 10-QSB Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended January 31, 1998. Commission file number 0-6649 Jilco Industries, Inc. - ------------------------------------------------------------------------------ (Exact name of small business issuer as specified in its charter) California 95-2075885 - ------------------------------------------------------------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) P. O. Box 10539, Beverly Hills, California 90213 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (310) 274-1986 (Issuer's telephone number) Not Applicable (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 . ------ ------ 449,991 shares of the issuer's common stock, no par value, are outstanding as of January 31, 1998. Transitional Small Business Disclosure Format: Yes No X . ------ ------ 2 PART I. FINANCIAL INFORMATION JILCO INDUSTRIES, INC. BALANCE SHEETS - JANUARY 31, 1998 AND JULY 31, 1997 (UNAUDITED) ASSETS January 31, July 31, 1997 1997 ---------- ---------- CURRENT ASSETS Cash $ 290 $ 976 ---------- ---------- TOTAL CURRENT ASSETS $ 290 $ 976 ========== ========== LIABILITIES AND SHAREHOLDERS' DEFICIT CURRENT LIABILITIES Note payable to shareholder (Note 3) $ 53,250 $ 53,250 Note payable (Note 4) 22,000 5,000 Accrued expenses 54,958 51,144 ---------- ---------- Total current liabilities 130,208 109,394 ---------- ---------- SHAREHOLDERS' DEFICIT Common stock, no par value 1,500,000 shares authorized 449,991 shares issued and outstanding 749,950 749,950 Accumulated deficit (879,868) (858,368) ---------- ---------- Total shareholders' deficit (129,918) (108,418) ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT $ 290 $ 976 ========== ========== See Notes to Financial Statements. 2 3 JILCO INDUSTRIES, INC. STATEMENTS OF LOSS AND DEFICIT SIX MONTHS ENDED JANUARY 31, 1998 AND 1997 (UNAUDITED) 1998 1997 --------- --------- EXPENSES General and administrative $ 20,700 $ 2,721 State franchise tax 800 800 --------- --------- Total expenses 21,500 3,421 --------- --------- NET LOSS (21,500) (3,421) ACCUMULATED DEFICIT, BEGINNING OF PERIOD (858,368) (849,736) --------- --------- ACCUMULATED DEFICIT, END OF PERIOD $(879,868) $(853,157) ========= ========= LOSS PER SHARE (NOTE 2) $ (0.05) $ (0.01) ========= ========= See Notes to Financial Statements. 3 4 JILCO INDUSTRIES, INC. STATEMENTS OF LOSS AND DEFICIT THREE MONTHS ENDED JANUARY 31, 1998 AND 1997 (UNAUDITED) 1998 1997 --------- --------- EXPENSES General and administrative $ 12,904 $ 1,311 State franchise tax -- -- --------- --------- Total expenses 12,904 1,311 --------- --------- NET LOSS $ (12,904) (1,311) ========= ========= LOSS PER SHARE (NOTE 2) $ (0.03) $ -- ========= ========= See Notes to Financial Statements. 4 5 JILCO INDUSTRIES, INC. STATEMENTS OF CASH FLOWS SIX MONTHS ENDED JANUARY 31, 1998 AND 1997 (UNAUDITED) January 31, January 31, 1998 1997 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (21,500) $ (3,421) Increase in accounts payable and accrued expenses 3,814 2,584 ------------ ------------ Net cash used in operating activities (17,686) (837) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from notes payable 17,000 1,000 ------------ ------------ Net cash provided by financing activities 17,000 1,000 ------------ ------------ Net increase (decrease) in cash (686) 163 CASH, BEGINNING OF PERIOD 976 370 ------------ ------------ CASH, END OF PERIOD $ 290 $ 533 ============ ============ SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION INTEREST PAID $ -- $ -- ============ ============ INCOME TAXES PAID $ -- $ 800 ============ ============ See Notes to Financial Statements. 5 6 JILCO INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS SIX MONTHS ENDED JANUARY 31, 1998 AND 1997 (UNAUDITED) NOTE 1 - THE COMPANY Jilco Industries, Inc. (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. Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make 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. Accordingly, 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. NOTE 3 - NOTES PAYABLE TO SHAREHOLDER Notes payable to shareholder consisted of the following: January 31, July 31, 1998 1997 ------------ ------------ Revolving note payable, interest accrues at 9% per annum. Principal and accrued interest are due on demand $ 40,000 $ 40,000 Revolving note payable, interest accrues at 11% per annum. Principal and accrued interest are due on demand 8,250 8,250 Revolving note payable, interest accrues at 10% per annum. Principal and accrued interest are due on demand $ 5,000 $ 5,000 ------------ ------------ TOTAL $ 53,250 $ 53,250 ============ ============ NOTE 4 - NOTE PAYABLE The note payable is a revolving demand note due on demand. Interest accrues at 8% per annum and is payable on December 31 of each year. 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 and to comply with the periodic reporting requirements of the Exchange Act. PART II. OTHER INFORMATION None of Items 1 through 6 of Part II are applicable. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. JILCO INDUSTRIES, INC. Date: February 24, 1998 /s/ Martha J. Kretzmer -------------------------- Martha J. Kretzmer, President - 7 -