U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended March 31, 2001
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 0-25167
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BETHURUM LABORATORIES, INC.
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(Name of Small Business Issuer in its Charter)
UTAH 76-0050046
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(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
6371 Richmond, #200
Houston, Texas 77057
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(Address of Principal Executive Offices)
Issuer's Telephone Number: (713) 266-8005
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 Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
(1) Yes X No (2) Yes X No
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(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes____ No ___
(APPLICABLE ONLY TO CORPORATE ISSUERS)
State the number of shares outstanding of each of the Issuer's
classes of common equity, as of the latest practicable date:
March 31, 2001
Common - 3,300,750 shares
DOCUMENTS INCORPORATED BY REFERENCE
NONE.
Transitional Small Business Issuer Format Yes X No
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Consolidated Financial Statements of the Company required
to be filed with this 10-QSB Quarterly Report were prepared by management and
commence on the following page, together with related Notes. In the opinion
of management, the Consolidated Financial Statements fairly present the
financial condition of the Company.
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
March 31, 2001 and December 31, 2000
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
March 31, December 31,
2001 2000
(Unaudited)
CURRENT ASSETS
Cash $ - $ -
Total Current Assets - -
TOTAL ASSETS $ - $ -
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 5,420 $ 3,007
Total Liabilities 5,420 3,007
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock; authorized 100,000,000 common
shares at $0.001 par value; 3,300,750
shares issued and outstanding 3,301 3,301
Additional paid-in capital 346,174 346,174
Subscription receivable (100,000)(100,000)
Deficit accumulated during development stage (254,895)(252,482)
Total Stockholders' Equity (Deficit) (5,420) (3,007)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ - $ -
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
From
Inception on
April 22,
For the Three Months Ended 1983 Through
March 31, March 31,
2001 2000 2001
REVENUES $ - $ - $ -
EXPENSES
General and administrative 2,413 - 291,140
Total Expenses 2,413 - 291,140
LOSS FROM OPERATIONS (2,413) - (291,140)
OTHER (EXPENSE) INCOME
Other income - - 40,000
Interest expense - - (3,755)
Total Other (Expense) Income - - 36,245
NET LOSS $ (2,413) $ - $ (254,895)
BASIC AND DILUTED LOSS PER SHARE $ (0.00) $ (0.00)
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 3,300,750 3,507,500
BETHURUM LABORATORIES, INC.
(A Development Company)
Statements of Stockholders' Equity (Deficit)
From Inception on April 22, 1983 to March 31, 2001
Deficit
Accumulated
Additional Stock During the
Common Stock Paid-in Subscription Development
Shares Amount Capital Receivable Stage
Balance on inception - $ - $ - $ - $ -
Issuance of common
stock for cash at
inception at
approximately $.05
per share 30,000 30 1,470 - -
Issuance of common
stock for cash at
$0.06 per share 250,000 250 14,750 - -
Common stock issued
during
reorganization
agreement 1,000,000 1,000 (1,000) - -
Cancellation of
common stock
from divestiture
agreement (975,000) (975) 975 - -
Net loss from
inception on
April 22, 1983
through
December 31, 1986 - - - - (18,049)
Balance,
December 31, 1986 305,000 305 16,195 - -
Net loss for
the year ended
December 31, 1987 - - - - (124)
Balance,
December 31, 1987 305,000 305 16,195 - (18,173)
Net loss for
the year ended
December 31, 1988 - - - - (134)
Balance,
December 31, 1988 305,000 305 16,195 - (18,307)
Net loss for
the year ended
December 31, 1989 - - - - (144)
Balance,
December 31, 1989 305,000 305 16,195 - (18,451)
Net loss for
the year ended
December 31, 1990 - - - - (156)
Balance,
December 31, 1990 305,000 $ 305 $ 16,195 $ - $ (18,607)
Net loss for
the year ended
December 31, 1991 - - - - (169)
Balance,
December 31, 1991 305,000 305 16,195 - (18,776)
Net loss for
the year ended
December 31, 1992 - - - - (182)
Balance,
December 31, 1992 305,000 305 16,195 - (18,958)
Net loss for
the year ended
December 31, 1993 - - - - (196)
Balance,
December 31, 1993 305,000 305 16,195 - (19,154)
Net loss for
the year ended
December 31, 1994 - - - - (213)
Balance,
December 31, 1994 305,000 305 16,195 - (19,367)
Net loss for
the year ended
December 31, 1995 - - - - (229)
Balance,
December 31, 1995 305,000 305 16,195 - (19,596)
Expenses paid
on the Company's
behalf - - 473 - -
Net loss for
the year ended
December 31, 1996 - - - - (6,385)
Balance,
December 31, 1996 305,000 305 16,668 - (25,981)
Expenses paid on
the Company's
behalf - - 3,167 - -
Net loss for
the year ended
December 31, 1997 - - - - (422)
Balance,
December 31, 1997 305,000 $ 305 $ 19,835 $ - $ (26,403)
Expenses paid on
the Company's
behalf - - 1,218 - -
Common stock issued
for services at
$0.10 per share 45,750 46 4,529 - -
Net loss for
the year ended
December 31, 1998 - - - - (15,241)
Balance,
December 31, 1998 350,750 351 25,582 - (41,644)
Expenses paid
on the Company's
behalf - - 5,754 - -
Net loss for
the year
ended December
31, 1999 - - - - (6,051)
Balance,
December 31, 1999 350,750 $ 351 $ 31,336 $ - $ (47,695)
Expenses paid on
Company's behalf - - 5,288 - -
Common stock issued for
cash at $0.01 per
share 1,250,000 1,250 11,250 - -
Common stock issued
for cash at $0.12 per
share 1,700,000 1,700 298,300 (100,000) -
Net loss for the year
ended December 31,
2000 - - - - (204,787)
Balance, December 31,
2000 3,300,750 $ 3,301 $ 346,174 $(100,000) $(252,482)
Net loss for the three
months ended March 31,
2001 (unaudited) - - - - (2,413)
Balance, March 31,
2001 (unaudited) 3,300,750 $ 3,301 $ 346,174 $(100,000) $(254,895)
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
From
Inception on
April 22,
For the Three Months Ended 1983 Through
March 31, March 31,
2001 2000 2001
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (2,413) $ - $ (254,895)
Adjustments to reconcile net loss
to net cash (used) by operating
activities:
Common stock issued for services - - 4,575
Changes in operating assets and
liabilities:
Increase (decrease) in accounts
payable 2,413 (783) 5,420
Net Cash (Used) by Operating
Activities - (783) (244,900)
CASH FLOWS FROM INVESTING ACTIVITIES - - -
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock - - 229,000
Additional paid-in capital - 783 15,900
Net Cash Provided by Financing
Activities - 783 244,900
NET INCREASE IN CASH - - -
CASH AT BEGINNING OF PERIOD - - -
CASH AT END OF PERIOD $ - $ - $ -
CASH PAID FOR:
Interest $ - $ - $ -
Income taxes $ - $ - $ -
SCHEDULE OF NON-CASH FINANCING ACTIVITIES
Common stock issued for
services $ - $ - $ 4,575
BETHURUM LABORATORIES, INC.
(A Development Stage Company)
Notes the Financial Statements
March 31, 2001 and December 31, 2000
NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying unaudited condensed consolidated financial
statements have been prepared by the Company pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted in accordance with such
rules and regulations. The information furnished in the interim
condensed consolidated financial statements include normal recurring
adjustments and reflects all adjustments, which, in the opinion of
management, are necessary for a fair presentation of such financial
statements. Although management believes the disclosures and
information presented are adequate to make the information not
misleading, it is suggested that these interim condensed consolidated
financial statements be read in conjunction with the Company's most
recent audited financial statements and notes thereto included in its
December 31, 2000 Annual Report on Form 10-KSB. Operating results
for the three months ended March 31, 2001 are not necessarily
indicative of the results that may be expected for the year ending
December 31, 2001.
NOTE 2 - GOING CONCERN
The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities
in the normal course of business. However, the Company does not have
significant cash or other material assets, nor does it have an
established source of revenues sufficient to cover its operating
costs and to allow it to continue as a going concern. It is the
intent of the Company to seek a merger with an existing, operating
company.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
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The Company has not engaged in any material operations or had any
revenues from operations during the last two fiscal years. The Company's plan
of operation is to develop, acquire and operate wireless telecommunication
networks in developing markets throughout the world; however, the Company has
not had any business operations or made any acquisitions in this industry to
date.
During the next 12 months, the Company's only foreseeable cash
requirements will relate to maintaining the Company in good standing, which
may be advanced by management or principal stockholders as loans to the
Company. Any such sums should be nominal.
Results of Operations.
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At March 31, 2001, the Company had $0 in assets and $5,420 in
liabilities. The Company had no revenues for the three months ended March 31,
2001 and 2000, with $2,413 and $0 in expenses, for net losses of ($2,413) and
($0), respectively.
The Company incurred losses of ($2,413) for the period ended
March 31, 2001. Primarily all of these expenses were utilized for attorney's
fees, accounting fees and filing fees to maintain the Company in good standing
and to file its reports with the Securities and Exchange Commission.
Liquidity.
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At March 31, 2001, the Company had no current assets, with total
current liabilities of $5,420. Total stockholder's equity was ($5,420).
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
Pursuant to an S-4 Registration Statement and Joint Proxy Statement
and Prospectus of the Company and its subsidiary filed with the Securities and
Exchange Commission and granted an effective date of October 11, 2000, the
stockholders of the Company voted on November 10, 2000, to re-domicile the
Company to the British Virgin Islands. Of the 3,300,750 shares of the Company
entitled to vote, 2,726,350 voted for the proposal, with none against and none
abstaining. On September 22, 2000, Bethurum Laboratories, Ltd. was
incorporated in the British Virgin Islands as an International Business
Company for the sole purpose of changing the domicile of the Company. On
November 13, 2000, the Company filed Articles of Merger with the State of
Utah, and on November 22, 2000, the Company filed Articles of Merger and a
Plan of Merger with the Registry of Companies in the British Virgin Islands.
Copies of this documentation were filed as exhibits to the Company's 8-K
Current Report dated November 22, 2000.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
Annual Report for the year ended December 31, 2000.*
S-4 Registration Statement and Joint Proxy Statement
and Prospectus with an effective date of October 11, 2000.*
(b) Reports on Form 8-K.
None.
*Incorporated herein by reference.
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.
BETHURUM LABORATORIES, INC.
Date: 5/21/01 By/s/William A. Silvey, Jr.
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William A. Silvey, Jr., Director
and President
Date: 5/21/01 By/s/W. Scott Thompson
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W. Scott Thompson, Director
Secretary