SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the month of: March 31, 2002
Commission File Number 0-18939
BERKLEY RESOURCES INC.
(Registrant's name)
455 Granville Street, Suite 400
Vancouver, British Columbia, Canada V6C 1T1
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [ ]
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
All reference to dollar or $ is in Canadian dollars unless otherwise stated.
British Columbia Securities Commission
QUARTERLY REPORT
FORM 51-901F
ISSUER DETAILS:
NAME OF ISSUER FOR QUARTER ENDED DATE OF REPORT
BERKLEY RESOURCES INC. March 31, 2002 May 29, 2002
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ISSUER ADDRESS:
Suite 400, 455 Granville Street, Vancouver, BC V6C 1T1
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CITY PROVINCE POSTAL CODE ISSUER FAX NO. ISSUER TELEPHONE NO
Vancouver, B.C. V6C 1T1 (604) 682-3600 (604) 682-3701
- --------------------------------------------------------------------------------
CONTACT PERSON CONTACT'S POSITION CONTACT TELEPHONE NO.
J. Calvert Accountant (604) 682-3701
E-MAIL ADDRESS: WEB SITE ADDRESS
N/A N/A
CERTIFICATE
The three schedules required to complete this Quarterly Report are attached and
the disclosure contained therein has been approved by the Board of Directors. A
copy of this Quarterly Report will be provided to any shareholder who requests
it.
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DIRECTOR'S SIGNATURE DATE SIGNED
Signed: YY/MM/DD
"ERNEST CALVERT" 02/05/29
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DIRECTOR'S SIGNATURE DATE SIGNED
Signed: YY/MM/DD
"LOUIS WOLFIN" 02/05/29
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BERKLEY RESOURCES INC.
INTERIM BALANCE SHEET
As at March 31, 2002
(Unaudited-Prepared by Management)
ASSETS
March 31 December 31
2002 2001
------------------------- ----------------------
$ $
CURRENT ASSETS
Cash 1,136,972 1,070,023
Accounts Receivable 152,976 133,726
------------------------- ----------------------
1,289,948 1,203,749
Oil and gas properties and equipment (Note 1) 541,674 542,193
Rental Property 2,103,986 2,103,986
Other capital assets (Note 2) 5,399 5,969
------------------------- ----------------------
3,941,007 3,855,897
------------------------- ----------------------
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities 109,477 126,094
Bank loan (Note 3) 755,027 782,923
Future removal and site restoration 53,300 53,300
------------------------- ----------------------
917,804 962,317
------------------------- ----------------------
SHAREHOLDERS' EQUITY
Capital Stock (Note 4) 3,124,326 2,999,326
Contributed Surplus 75,000 75,000
Retained earnings (176,123) (180,746)
3,023,203 2,893,580
------------------------- ----------------------
3,941,007 3,855,897
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On Behalf of the Board
"Ernest Calvert" , Director
- ---------------------------
"Louis Wolfin" , Director
- ---------------------------
BERKLEY RESOURCES INC.
STATEMENT OF OPERATIONS AND RETAINED EARNINGS
(Unaudited - Prepared by Management)
3 Months ended
March 31
2002 2001
------------------------- ----------------------
$ $
OIL AND GAS REVENUE 60,556 157,767
Interest income 5,518 12,207
Rental income (1,633) 482
------------------------- ----------------------
64,441 170,456
------------------------- ----------------------
ADMINISTRATIVE EXPENSES
Accounting, administration and expenses 15,216 6,115
Amortization 569 795
Consulting and management fees 18,000 18,000
Office and general 4,303 8,304
Professional fees 5,625 4,800
Transfer agent fees 804 810
Wages 15,300 15,312
------------------------- ----------------------
59,817 54,136
------------------------- ----------------------
NET INCOME (LOSS) FOR THE PERIOD 4,624 116,320
RETIANED EARNINGS, BEGINNING OF
PERIOD (180,747) (111,830)
------------------------- ----------------------
RETAINED EARNINGS, END OF PERIOD (176,123) (228,150)
------------------------- ----------------------
(2.80) (4.00)
BERKLEY RESOURCES INC.
INTERIM STATEMENT OF CASH FLOWS
(Unaudited - Prepared by Management)
3 Months ended
March 31
2002 2001
------------------------- ----------------------
$ $
CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES:
Income for the period 4,624 116,320
Add: depreciation 569 24,795
------------------------- ----------------------
5,193 141,115
CHANGES IN NON-CASH WORKING
CAPITAL ITEMS (35,868) 58,411
------------------------- ----------------------
FINANCING ACTIVITIES:
Expenditures on oil and gas properties 520 (13,537)
Repayment of loan (27,896) (15,632)
------------------------- ----------------------
(27,376) (29,169)
INCREASE (DECREASE) IN CASH 66,949 370,357
CASH, BEGINNING OF PERIOD 1,070,023 1,210,219
------------------------- ----------------------
CASH, END OF PERIOD 1,136,972 1,580,576
------------------------- ----------------------
BERKLEY RESOURCES INC.
NOTES TO THE FINANCIAL STATEMENTS
March 31, 2002
1. Oil and Gas Properties and Equipment
March 31, December 31,
2002 2001
------------------------- ----------------------
$ $
Oil and gas properties and equipment 3,353,100 3,353,620
Less: Accumulated amortization and
Depletion 2,811,427 2,811,427
------------------------- ----------------------
541,673 542,193
========================= ======================
2. Other Capital Assets
Cost Accumulated March 31, December 31,
amortization 2002 2001
Net Net
$ $ $ $
Computer equipment 12,836 11,582 1,254 1,503
Furniture, fixtures 5,585 5,052 533 561
Truck 39,040 35,428 3,612 3,905
-------------- ------------------ ------------- --------------------
57,461 52,062 5,399 5,969
============== ================== ============= ====================
3. Bank Loan
The Bank Loan is payable to the Canadian Imperial Bank of Commerce, bears
interest at prime plus 0.50% per annum, is due on demand, however, the bank has
agreed to accept monthly payments of $11,900 principal and interest, and is
secured by a first mortgage over the rental property and an assignment of rents.
Balance, December 31, 2001 782,923
Loan Payments 27,896
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Balance, March 31, 2002 755,027
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4. Share Capital
Authorized 20,000,000 common shares, without par value
Number of Shares Amount
------------------------------
Balance, December 31, 2001 5,795,934 2,999,326
Issued in the period for cash 500,000 125,000
------------------------------
6,295,934 3,124,326
==============================
During the period the Company received $125,000 from Lisa Wolfin for exercising
500,000 warrants at $.25 per common share. The 500,000 warrants at $.25 issued
to Ernest Calvert are still outstanding
5. Related Party Transactions
In addition to amounts disclosed elsewhere in the financial statements, the
financial statements include the following transaction with related parties.
Accounting, administrative and premises includes $10,764 paid to a private
company managed by a Director and consulting and management expense includes
$9,000 paid to companies controlled by Directors.
British Columbia Securities Commission
QUARTERLY REPORT
FORM 51-901F
ISSUER DETAILS:
NAME OF ISSUER FOR QUARTER ENDED DATE OF REPORT
BERKLEY RESOURCES INC. March 31, 2002 May 29, 2002
- --------------------------------------------------------------------------------
ISSUER ADDRESS:
Suite 400, 455 Granville Street, Vancouver, BC V6C 1T1
- --------------------------------------------------------------------------------
CITY PROVINCE POSTAL ISSUER FAX NO. ISSUER TELEPHONE NO
CODE
Vancouver, British Columbia V6C 1T1 (604) 682-3600 (604) 682-3701
- --------------------------------------------------------------------------------
CONTACT PERSON CONTACT'S POSITION CONTACT TELEPHONE NO.
J.Calvert Accountant (604) 682-3701
E-MAIL ADDRESS: WEB SITE ADDRESS
N/A N/A
CERTIFICATE
The three schedules required to complete this Quarterly Report are attached and
the disclosure contained therein has been approved by the Board of Directors. A
copy of this Quarterly Report will be provided to any shareholder who requests
it.
- --------------------------------------------------------------------------------
DIRECTOR'S SIGNATURE DATE SIGNED
Signed:
"ERNEST CALVERT" 02/05/29
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DIRECTOR'S SIGNATURE DATE SIGNED
Signed:
"LOUIS WOLFIN" 02/05/29
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BERKLEY RESOURCES INC.
SCHEDULE "B"
SUPPLEMENTARY INFORMATION
1. Analysis of expenses
a) General and administrative costs
Administration and accounting $ 15,216
Consulting and management 18,000
Wages 15,300
Office and general 11,301
$13,010 was paid to the office in Calgary for administration,
accounting and office expenses.
2. Options Outstanding 457,500 @ $.34 expiry April 25, 2005
Ernest Calvert Director & Insider 195,000
Louis Wolfin Director & Insider 195,000
George Scott Director & Insider 20,000
Jim O'Bryne Employee 20,000
Andrea Regnier Employee 10,000
Sandra Roy Director 5,000
David Wolfin Employee 5,000
Jim Baylis Employee 5,000
Freddie Chappel Employee 2,500
3. Shares in Escrow Nil
4. List of Directors and Officers
Ernest Calvert Director & President
Louis Wolfin Director & Chief Executive Officer
Sandra Roy Director & Secretary
Lee Ann MacKenzie Director
George Scott Director
BERKLEY RESOURCES INC.
SCHEDULE "C"
MANAGEMENT'S DISCUSSION AND ANALYSIS
For the period ended March 31, 2002
Description of Business
The Company is in the business of participating in approximately 50 oil and gas
wells in Alberta with interests ranging from 0.03 of 1% to 50%. The Company owns
a 100% interest in office space in Vancouver, B.C. in which two Directors pay
office rent to the Company.
Results of Oil and Gas Operations
The oil and gas industry experienced a steady first quarter 2002 as oil prices
returned to U.S. $26.30 per barrel for West Texas Intermediate (WTI) on March
31, 2002 which was the same price recorded on the same date one year earlier.
This recovery was persistent and steady from a mid-November 2001 low of U.S
$17.40/barrel following the events of September 11, 2001. Industry has taken
comfort in this steady rebound as more and more producers and consumers seem to
accept U.S. $25.00/barrel as the long-term benchmark price for WTI. The
benchmark price of U.S.$25.00/barrel for WTI oil will on average translate into
natural gas prices between Cdn. $4.00 and %5.00 per thousand cubic feet (mcf)
based on generally accepted energy equivalent factors. This is reflected in the
March 31, 2002 natural gas price of Cdn. $4.40/mcf after recovering from a
fourth quarter 2001 low of Cdn. $2.30/mcf.
Environmental considerations will continue to support strong natural gas prices;
however, security of supply is expected to remain at or near the benchmark price
of U.S. $25.00/barrel as Canada continues to increase its supply of U.S. oil
imports.
The demand for good oil prospects produced a ready market for the farmout of the
Company's 50-50 owned Economy Creek prospect located in west central Alberta.
Two farmees jointly drilled this Triassic oil prospect during the first quarter
2002 free to Berkley and its partner. Unfortunately, the test well was not
successful and it was abandoned. The surrounding acreage will be evaluated over
the next several months; however, no additional prospects are evident at this
time. The sudden slowdown in economic momentum experienced by Industry after
September 11, 2001 resulted in the Company and its partners being unable to
arrange a timely farmout in the Sturgeon Lake Leduc (D-3) oil prospect located
in central Alberta at township 70 range 23 W5M. This prospect is in a winter
only drilling area. The well has been licensed and is projected for drilling
after October 1, 2002. Farmount arrangements are being pursued.
The oil and gas industry has operated in a steady but tough environment during
the first quarter 2002. World events have influenced decisions relating to
larger projects such as the Alaska/Mackenzie valley gas pipelines and certain
Athabasca heavy oil projects; however, smaller and more conventional projects
have continued at a measured pace. Industry continues to buy and sell assets but
at a less aggressive level than one year ago; however, mergers-of-equals seems
to be finding increased favor among small and large public companies. The
Company will continue to seek out and develop good prospects for both oil and
gas. Recent mergers have freed up skilled professionals who continue to develop
drilling prospects. Berkley will attempt to develop strategic alliances with
several such individuals on a mutually beneficial basis in order that the
Company can participate in attractive prospects at a ground floor level.
Results of Financial Operations
The Company's balance sheet as at March 31, 2002 as compared to December 31,
2001 reflects its expenditures on oil and gas properties and equipment for the
period ended March 31, 2002 and the results from its operations for the period
ended March 31, 2002. Overall, total assets increased by $85,110 and total
liabilities decreased by $44,513. The Company's working capital increased from
$294,732 at December 31, 2001 to $425,444 at March 31, 2002.
Revenues
Net oil and gas revenues decreased by approximately $90,000 from March 31, 2001
figure of $157,767 to March 31, 2001 of $60,556. Of the total revenues of
$94,917 the Company received more than 90% of its income from five major
properties (i) $28,171 from the John Lake leases ($149,232 March 31, 2001); (ii)
$22,052 from the Skiff leases ($40,687 March 31, 2001); (iii) $7,360 from
Zama/Virgo leases ($9,402 March 31, 2001); (iv) $10,867 from, the Carbon leases
($34,047 March 31, 2001) and (v) $22,835 from the Halkirk leases ($23, 992 March
31, 2001).
Oil revenues decreased by approximately $26,000 from March 31, 2001 to March 31,
2002 and natural gas decreased by approximately $145,000 from March 31, 2001 to
March 31, 2002. The price of oil at March 31, 2002 was U.S. $26.30/barrel
unchanged from same figure at March 31, 2001 and natural gas decreased at March
31, 2002 to Cdn $4.40 compared to $7.65 at March 31, 2001. The decrease in
revenue for the period ended March 31, 2002, was due to a decrease in gas prices
and a decrease in oil and gas production.
Interest income decreased from $12,207 at March 31, 2001 to $5,518 at March 31,
2002 due to lower interest rates.
Rental income less rental operation expenses showed a loss of $1,633 for the
period ended March 31, 2002. Although the building remains 100% occupied,
tenants are becoming slower than usual in paying their monthly rent and
operating costs including both 3 separate HVAC system repairs and 3 separate
plumbing repairs totaling $3,224 reduced the net earnings for the first quarter.
An estimated cash call of $25,000 for 2002 final property taxes and working
capital purposes is anticipated to be made in June 2002. The Company made
payments of $27,896 for the period to the bank loan payable on the building.
Expenses
The Company's administrative expenses as at March 31, 2002 of $59,817 shows an
increase of $5,681 from March 31, 2001. The increase in administrative expenses
arose from an increase of $9,101 on accounting and administration and a decrease
of $4,001 due to general office expense. Accounts receivable increased by
approximately $19,000 from December 31, 2001 figure of $133,726 to March 31,
2002 figure of $152,976. Accounts receivable fluctuate depending on the timing
of production receipts from operators and amounts due from participants in oil
and gas activities.
Accounts payable decreased $16,617 from $126,094 at December 31, 2001 to
$109,477 at March 31, 2002.
The Company has made no material changes to its financial position and has
sufficient funds on hand to continue its operations for 2002.
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.
BERKLEY RESOURCES INC.
(Registrant)
Date: June 30, 2003 /S/ Matt Wayrynen
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Matt Wayrynen, President