UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDED FORM 10-QSB (X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2000 ----------------------------------------- ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------------------- ----------------------- Commission File number 0-31501 --------------------------------------------------------- QUINCY RESOURCES INC. ----------------------------------------------------- (Exact name of registrant as specified in charter) Nevada 98-0218264 - ------------------------------------ ------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1327 Laburnum Street Vancouver, BC, Canada V6J 2W4 - -------------------------------------------- ------------------ (Address of principal executive offices) (Zip Code) 250-736-7481 ------------------------------------------------------ Registrant's telephone number, including area code (Former name, address, and 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), Yes [X] ___ No [ ] and ( ) has been subject to filing requirements for the past 90 days. ___ Yes [X] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the last practicable date. Class Outstanding as of October 31, 2000 - ----------------------------------- ----------------------------------- Common Stock, $0.001 per share 10,026,500 ANDERSEN ANDERSEN & STRONG, L.C. 941 East 3300 South, Suite202 - -------------------------------- Salt Lake City, Utah 84106 Certified Public Accountants and Business Consultants Telephone 801-486-0096 Fax 801-486-0098 REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS The Board of Directors Quincy Resources Inc. We have reviewed the condensed balance sheet of the above Company (development stage company) as of October 31, 2000 and the related statements of operations and the statements of cash flows for the six months ended October 31, 2000 and 1999 and the period May 5, 1999 (date of inception) to October 31, 2000. These financial statements are the responsibility of the company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements for them to be in conformity with generally accepted accounting principles. / s/ "Andersen Andersen and Strong" Salt Lake City, Utah December 18, 2000 2 INDEX Page Number ------ PART 1. ITEM 1. Financial Statements.................................................. 4 Balance Sheet as at October 31, 2000 and April 30, 2000............... 5 Statement of Operations For the three months ended October 31, 2000 and 1999 for the six months ended October 31, 2000 and 1999 and for the period from May 5, 1999 (Date of Inception) to October 31, 2000....... 6 Statement of Cash Flows For the six months ended October 31, 2000 and 1999 and for the period from May 5, 1999 (Date of Inception) to October 31, 2000..... 7 Notes to the Financial Statements..................................... 8 ITEM 2. Plan of Operations.................................................... 11 PART 11. Signatures............................................................ 12 3 PART 1 - FINANCIAL INFORMATION - -------------------------------------------------------------------------------- ITEM 1. FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The accompanying balance sheet of Quincy Resources Inc. (an exploration stage company) at October 31, 2000 and April 30, 2000 and the statement of operations and statement of cash flow for the six months ended October 31, 2000 and 1999, for the six months ended October 31, 2000 and 1999 and for the period from May 5, 1999 (date of inception) to October 31, 2000 have been prepared by the Company's management and they do not include all information and notes to the financial statements necessary for a complete presentation of the financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the quarter ended October 31, 2000, are not necessarily indicative of the results that can be expected for the year ending April 30, 2001. 4 QUINCY RESOURCES INC. (Exploration Stage Company) BALANCE SHEET October 31 and April 30, 2000 October 31, 2000 April 30, 2000 ---- -------------- ASSETS CURRENT ASSETS Cash $ 9 $ 567 ----- ----- Total Current Assets 9 567 MINERAL LEASE - Note 3 -- -- ----- ----- $ 9 $ 567 ===== ===== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable - related party 100 100 Accounts payable 1,700 1,075 ----- ----- Total Current Liabilities 1,800 1,175 ----- ----- STOCKHOLDERS' EQUITY Common stock 200,000,000 shares authorized, at $0.001 par value; 10,026,500 shares issued and outstanding 10,027 10,027 Capital in excess of par value 18,823 13,423 Deficit accumulated during the exploration Stage (30,641) (24,058) ------- ------- Total Stockholders' Deficiency (1,791) (608) -------- -------- $ 9 $ 567 ======= ====== The accompanying notes are an integral part of these financial statements 5 QUINCY RESOURCES INC. (Exploration Stage Company) STATEMENT OF OPERATIONS For the three months ended October 31, 2000 and 1999, for the six months ended October 31, 2000 and 1999 and for the period May 5, 1999 (Date of Inception) to October 31,2000 Three Three Six Six Months Months Months Months Ended Ended Ended Ended Inception to October October October October October 31, 31, 2000 31,1999 31, 2000 31, 1999 2000 -------- ------- -------- -------- ---- SALES $ -- $ -- $ -- $ -- $ -- -------- -------- -------- ---------- ------------ GENERAL AND ADMINISTRATIVE EXPENSES: Accounting 950 -- 625 -- 3,950 Bank charges 18 22 59 44 168 Consulting -- -- -- -- 1,000 Geology report -- -- -- 863 1,950 Incorporation costs -- -- -- 670 670 Management fees 1,500 1,500 3,000 3,000 9,000 Office 116 -- 284 -- 727 Rent 900 900 1,800 1,800 5,400 Staking fees -- -- -- 1,105 1,105 Telephone 300 300 600 600 1,800 Transfer agent -- -- 215 -- 2,558 Travel -- -- -- -- 2,313 ----------- ---------- ----------- ---------- ------- NET LOSS $ 3,784 $ 2,722 $ 6,583 $ 8,082 $30,641 =========== ========== =========== ========== ======= NET LOSS PER COMMON SHARE Basic $ -- $ -- $ -- $ -- ========== =========== ========== ========== AVERAGE OUTSTANDING SHARES Basic 10,026,500 8,751,016 10,026,500 4,472,742 ========== =========== ========== ========== The accompanying notes are an integral part of these financial statements 6 QUINCY RESOURCES INC. (An Exploration Stage Company) STATEMENT OF CASH FLOWS For the six months ended October 31, 2000 and 1999 and for the period from May 5, 1999 (Date of Inception) to October 31, 2000 Six months Six months Ended ended Inception to October 31, 2000 October 31, 1999 October 31, 2000 ---------------- ---------------- ---------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (6,583) $ (8,082) $ (30,641) Adjustments to reconcile net loss to net cash provided by operating activities: Capital contribution - expenses 5,400 5,400 16,200 Increase in accounts payable 625 -- 1,700 Increase in due to a director -- 100 100 --------- -------- -------- Net cash from operations (558) (2,582) (12,641) --------- -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Proceeds from issuance of common Stock -- 12,650 12,650 --------- -------- --------- -- 12,650 12,650 --------- -------- --------- Net Increase in Cash (558) 10,068 9 Cash at Beginning of Period 567 -- -- --------- -------- -------- CASH AT END OF PERIOD $ 9 $ 10,068 $ 9 =========== ========== =========== The accompanying notes are an integral part of these financial statements 7 QUINCY RESOURCES, INC. (EXPLORATION STAGE COMPANY) NOTES TO FINANCLAL STATEMENTS OCTOBER 31, 2000 1. ORGANIZATION The Company was incorporated under the laws of the State of Nevada on May 5, 1999 with authorized common stock of 200,000,000 shares with $0.001 par value. The Company was organized for the purpose of acquiring and developing mineral properties. At the report date mineral claims, with unknown reserves, had been acquired. The Company has not established the existence of a commercially minable ore deposit and therefore has not reached the development stage and is considered to be in the exploration stage. Since inception the Company has completed Regulation D offerings of 10,026,500 shares of its capital stock for cash. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICILES Accounting Methods ------------------ The Company recognizes income and expenses based on the accrual method of accounting. Dividend Policy --------------- The Company has not yet adopted a policy regarding payment of dividends. Income Taxes ------------ On October 31, 2000, the Company had a net operating loss carry forward of $30,641. The tax benefit from the loss carry forward has been fully offset by a valuation reserve because the use of the future tax benefit is doubtful since the Company has no operations. The net operating loss expires in 2021. Basic and Diluted Net Income (Loss) Per Share --------------------------------------------- Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise of the preferred share rights unless the exercise becomes antidilutive and then only the basic per share amounts are shown in the report. 8 QUINCY RESOURCES, INC. (EXPLORATION STAGE COMPANY) NOTES TO FINANCIAL STATEMENTS (CONTINUED) OCTOBER 31, 2000 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued Capitalization of Mining Claim Costs - ------------------------------------ Costs of acquisition, exploration, carrying, and retaining unproven properties are expensed as incurred. Cost incurred in proving and developing a property ready for production are capitalized and amortized over the life of the mineral deposit or over a shorter period if the property is shown to have an impairment in value. Expenditures for mine equipment will be capitalized and depreciated over their useful lives. Environmental Requirements - -------------------------- At the report date environmental requirements related to the mineral leases acquired are unknown and therefore an estimate of any future cost cannot be made. Comprehensive Income - -------------------- The Company adopted Statement of Financial Accounting Standards No. 130. The adoption of this standard had no impact on the total stockholder's equity. Recent Accounting Pronouncements - -------------------------------- The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements. Financial Instruments - --------------------- The carrying amounts of financial instruments are considered by management to be their estimated fair values. Estimates and Assumptions - ------------------------- Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements. 9 QUINCY RESOURCES, INC. (EXPLORATION STAGE COMPANY) NOTES TO FINANCLAL STATEMENTS (CONTINUED) OCTOBER 31, 2000 3. ACQUISITION OF MINERAL LEASE The Company acquired and staked an undeveloped mineral claim containing 16 units covering 256 hectares located in the Ferrier Creek area of the English Township in the Porcupine mining Division of Ontario, Canada approximately 50 kilometres south of the mining community of Timmins. Assessment work in the amount of $6,400 is due on or before May 31, 2001 to maintain the property in good standing. 4. RELATED PARTY TRANSACTIONS Related parties have acquired 40% of the common stock issued. 5. GOING CONCERN The Company will need additional working capital to be successful in its efforts to develop the mineral lease acquired and continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding, and long term financing, which will enable the Company to operate in the coming year. 10 ITEM 2. PLAN OF OPERATIONS The Company has not undertaken any assessment work on its mineral claim to date other than having a geological report prepared thereon. Management has not yet decided when it will undertake any exploration activities since the winter months are not convenient for such work due to the heavy snow conditions in the area. It is expected that snow conditions will clear by the middle of May and then a decision can be made as to what work should be undertaken on the property. Liquidity and Cash Reserves The Company has virtually no available cash on hand to undertake an exploration program on its mineral claims and does not have adequate funds at this time to meet its ongoing commitments such as accounting, audit, transfer agent and Edgar filing fees. Management will be addressing this situation within the next short period of time and might have to consider making personal loans to the Company in order to maintain it in good standing until funds can be raised from other sources. Sources available to the Company are bank financing supported by personal guarantees from the directors and officers or by way of the issuance of its common shares. No decision in this regard has been made the directors to date. Results of operations The Company has had not results from its operations to date. No funds have been generated from its mineral claim and none are expected to be generated in the foreseeable future. 11 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 he undersigned thereunto duly authorized. QUINCY RESOURCES INC. May 11, 2001 /s/ "Adam Smith" - ------------------------- -------------------------------------------- Date Adam Smith President and Director 12