UNITED STATES 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 quarterly period ended September 30, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ____________ to____________ Commission File No. 000-49671 BEAR LAKE RECREATION, INC. -------------------------- (Exact name of small business issuer as specified in its charter) NEVADA 87-0620495 ------ ---------- (State or other jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 4685 S. Highland Drive #202 Salt Lake City, Utah 84117 -------------------------- (Address of principal executive offices) (801) 278-9424 -------------- (Issuer's telephone number) N/A --- (Former name, former address and former fiscal year, if changed since last report) Check whether the Company (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. Yes [X] No [ ] Yes [X] No [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Not applicable. APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date: September 30, 2004 2,874,200 shares Transitional Small Business Disclosure Format (Check one): Yes X No --- --- PART I - FINANCIAL INFORMATION Item 1. Financial Statements. BEAR LAKE RECREATION, INC. [A Development Stage Company] Balance Sheet September 30, 2004 ASSETS Current Assets: Cash in bank $ 76 ---------- Total Current Assets 76 ---------- Total Assets $ 76 ========== LIABILITIES AND STOCKHOLDERS' DEFICIT Liabilities: Current Liabilities: Accounts payable $ 345 Accounts payable-related party 13,523 ---------- Total Current Liabilities 13,868 ---------- Total Liabilities 13,868 Stockholders' Deficit: Common Stock -- 50,000,000 shares authorized having a par value of $.001 per share; 2,874,200 shares issued and outstanding 2,874 Additional Paid-in Capital 79,704 Deficit accumulated during the development stage (96,370) ---------- Total Stockholders' Deficit (13,792) ---------- Total Liabilities and Stockholders' Deficit 76 ========== See accompanying notes to financial statements BEAR LAKE RECREATION, INC. [A Development Stage Company] Statements of Operations For the three month periods ended September 30, 2002 and 2003, and for the Period from Inception [October 22, 1998] through September 30, 2004 Three Three October 22, Months Months 1998 Ended Ended through 9/30/04 9/30/03 9/30/04 Sales $ 0 $ 0 1,396 Cost of Sales 0 0 707 ------- -------- ---------- Gross Profit 0 0 689 General and administrative expenses 4,318 0 77,348 ------- -------- ---------- Net income/(loss) from operations (4,318) 0 (76,659) Other Income(Expense) Write off of inventory - - (10,645) Loss on sale of assets - - (9,066) ------- -------- ----------- Total Other Income(Expense) - - (19,711) Net income/(loss) before taxes (4,318) 0 (96,370) Income taxes 0 0 - -------- -------- ------------ Net income/(loss) $ (4,318) $ 0 $ (96,370) ======== ======== ============ Income/(Loss) Per Share-Basic and Diluted (0.01) 0.00 (0.07) ======== ======== ============ Weighted Average Shares Outstanding- Basic and Diluted 1,407,167 1,374,200 1,340,103 ========= ========= ============ See accompanying notes to financial statements BEAR LAKE RECREATION, INC. [A Development Stage Company] Statements of Cash Flows For the three month periods ended September 30, 2004 and 2003, and for the Period from Inception [October 22, 1998] through September 30, 2004 Three Three October Months Months 22, 1998 Ended Ended through 9/30/04 9/30/03 9/30/04 Cash Flows from Operating Activities Net Loss $(4,318) $ 0 $ (96,370) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization - - 4,799 Loss on disposal of equipment - - 9,066 Write off of related party receivable - - 1,000 Write off of Website development costs - - 8,877 Write off of inventory - - 10,645 Decrease (increase) in inventory - - (10,645) Increase in accounts payable (1,406) - 345 Increase in accounts payable-related party 4,224 - 13,523 Stock issued for services received 1,500 - 1,500 Increase (decrease) in bank overdraft - - - ------- ----------- ---------- Net Cash provided by (used in) Operating activities - - (57,260) Cash Flows from Investing Activities Purchase of property and equipment - - (12,433) Website development costs - - (10,309) ------- ----------- ---------- Net Cash used in Investing activities - - (22,742) Cash Flows from Financing Activities Stock offering costs - - (6,072) Related-party receivable - - (1,000) Proceeds from the issuance of common stock - - 87,150 ------- ----------- ---------- Net Cash provided by Financing activities - - 80,078 Net increase (decrease) in Cash 0 0 76 Beginning Cash Balance 76 160 - ------- ----------- ---------- Ending Cash Balance $ 76 $ 160 $ 76 ======= =========== ========== Supplemental Disclosure of Cash Flow Information: Cash paid during the year for interest $ 0 $ 0 $ 0 Cash paid during the year for income taxes 0 0 0 See accompanying notes to financial statements BEAR LAKE RECREATION, INC. [A Development Stage Company] Notes to Financial Statements September 30, 2004 Note 1 Organization and Summary of Significant Accounting Policies- (continued) (e) Inventories Inventories have subsequently been written off. (f) Use of Estimates in Preparation of Financial Statements The financial statements contained herein have been prepared by management and are unaudited. It is believed that these financial statements conform with U. S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Note 2 Going Concern The Company is a development stage enterprise, has suffered losses from operations and has had negative cash flows from operating activities during the period from inception [October 22, 1998] through this reporting period. Realization of a major portion of the assets is dependent upon the Company's ability to meet its future financing requirements, and the success of future operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustment that might result from the outcome of this uncertainty. Currently, managements plans include finding a well-capitalized merger candidate to recommence its operations. Note 3 Common Stock On October 25, 1998, the Company issued 1,000,000 shares to an officer of the Company for cash considerations of $1,000 or $.001 per share. On March 4, 1999, the Company received $45,000 cash considerations for the issuance of 45,000 shares of common stock at a price of $1.00 per share. In July and August 2000, the Company issued 329,200 shares of its common stock for $41,150 or $.125 per share. On September 28, 2004, the Company issued 1,500,000 shares of its common stock at par value to its officers and directors for services rendered. BEAR LAKE RECREATION, INC. [A Development Stage Company] Notes to Financial Statements Note 4 Related Party Transactions The Company has received advances from an investor in order to fund operating expenses. The loan is interest free, unsecured and payable on demand. The balance of the loan as of September 30, 2004 is $13,523. Note 5 Subsequent Events In August 2003, and again in March 2004 the Company's sole officer and director resigned from the Company, and in seriatim appointed a new officer(s) and member(s) of the board of directors. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND Plan of Operation. - ------------------ Our Company has not engaged in any material operations during the year end June 30, 2004 or since 2002. Our Company's plan of operation for the next 12 months is to:(i) consider guidelines of industries in which our Company may have an interest; (ii) adopt a business plan regarding engaging in business in any selected industry; and (iii) to commence such operations through funding and/or the acquisition of a "going concern" engaged in any industry selected. Our Company's only foreseeable cash requirements during the next 12 months will relate to maintaining our Company in good standing in the State of Nevada, as well as legal and accounting fees. Management does not anticipate that our Company will have to raise additional funds during the next 12 months. Results of Operations. - ---------------------- In the quarterly period ended September 30, 2004, we had sales of $0, compared to the quarterly period ended September 30, 2003, with sales of $0. General and administrative expenses were $4,318 for the September 30, 2004 period compared to $0 for the September 30, 2003 period. We had net loss of $4,318 for the September 30, 2004 period compared to a net income of $0 for the September 30, 2003 period. Liquidity and Capital Resources. - -------------------------------- Our total assets as of September 30, 2003, were $76. We do depend on a shareholder being able to loan us money to fund our attempt to get our Company current in its filings and if this shareholder is not able to loan us the money our ability to continue in our attempt to get our Company current would be substantially reduced. Forward-Looking Statements. - --------------------------- The foregoing discussion contains forward-looking statements that discuss, among other things, future expectations and projections regarding future developments, operations and financial conditions. All forward-looking statements are based on management's existing beliefs about present and future events outside of management's control and on assumptions that may prove to be incorrect. If any underlying assumptions prove incorrect, Birch Financial's actual results may vary materially from those anticipated, estimated, projected or intended. Item 3. Controls and Procedures. As of the end of the period covered by this Quarterly Report, we carried out an evaluation, under the supervision and with the participation of our President and Secretary/Treasurer, of the effectiveness of our disclosure controls and procedures. Based on this evaluation, our President and Secretary/Treasurer concluded that our disclosure controls and procedures are effective in timely alerting them to material information required to be included in our periodic Securities and Exchange Commission reports. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. In addition, we reviewed our internal controls over financial reporting, and there have been no changes in our internal controls or in other factors in the last fiscal quarter that has materially affected or is reasonably likely to materially affect our internal control over financial reporting. PART II - OTHER INFORMATION Item 1. Legal Proceedings. None; not applicable. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. We issued on September 28, 2004, 1,500,000 shares of our common stock at par value to our officers and directors for services rendered. NAME OF BENEFICIAL OWNER NUMBER OF SHARES CONSIDERATION - ------------------------------------ ---------------- ----------------- Todd Albiston, SEC / TR 500,000 Services at $.001 Wayne Bassham, PRES 500,000 Services at $.001 Derrick Albiston, VP 500,000 Services at $.001 Item 3. Defaults Upon Senior Securities. None; not applicable. Item 4. Submission of Matters to a Vote of Security Holders. None; not applicable. Item 5. Other Information. None; not applicable. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits. 31.1 302 Certification of Wayne Bassham 31.2 302 Certification of Todd Albiston 32 906 Certification (b) Reports on Form 8-K. None. SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant has caused this Quarterly Report to be signed on its behalf by the undersigned, thereunto duly authorized. BEAR LAKE RECREATION, INC. Date: 11/5/2004 By:/s/Wayne Bassham --------- ------------------------ Wayne Bassham President and Director Date: 11/5/2004 By:/s/Todd Albiston --------- ------------------------ Todd Albiston, Secretary/Treasurer and Director