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 quarterly period ended September 30, 1997 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to -------------- --------------- Commission File No. 0-28002 VIS VIVA CORPORATION -------------------- (Name of Small Business Issuer in its Charter) NEVADA 87-0363656 ------ ---------- (State or Other Jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 124 South 600 East, Suite 100 Salt Lake City, Utah 84102 -------------------------------- (Address of Principal Executive Offices) Issuer's Telephone Number: (801) 359-0833 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 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), and (2) has been subject to such filing requirements for the past 90 days. (1) Yes X No (2) 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: October 30, 1997 1,270,000 --------- PART I - FINANCIAL INFORMATION Item 1. Financial Statements. The Financial Statements of the Registrant 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 Financial Statements fairly present the financial condition of the Registrant. VIS VIVA CORPORATION (A Development Stage Company) BALANCE SHEET (Unaudited) (Unaudited) 9-30-97 9-30-96 6-30-97 ---------- ----------- -------- ASSETS Current assets Cash and cash equivalents 5914 Accrued interest receivable 41230 23816 16444 Investments in securities - at market 587275 599950 559587 Prepaid expenses 15173 --------- ---------- -------- Total Current Assets 634419 623766 591204 --------- ---------- -------- Deferred tax asset 787 --------- ---------- -------- Total Assets 634419 623766 591991 --------- ---------- -------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable 206 Brokerage margin account payable 93728 137699 61044 Income tax payable 776 4665 --------- ---------- -------- Total Current Liabilities 94504 142570 61044 --------- ---------- -------- Stockholders' Equity Common Stock - $0.01 par value; 15,000,000 shares authorized; 1,270,000 shares issued and outstanding 12700 12700 12700 Additional paid-in capital 48129 148129 148129 Unrealized gain on investment in securities - net of taxes -37037 -41801 -10109 Earnings accumulated during the development stage 416123 362168 380227 --------- ---------- -------- Total Stockholders' Equity 539915 481196 530947 --------- ---------- -------- Total Liabilities & Equity 634419 623766 591991 ------- --------- -------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENT OF INCOME Three Months Ended Nine Months Ended 09-30-97 09-30-96 09-30-97 09-30-96 ------------------- ----------------- Revenues Interest income 36077 17923 92337 70856 Gains from sale of investments 4866 18425 21372 88774 Dividend income 27 24 767 24 Miscellaneous income ------------------- ----------------- Total Revenues 40970 36372 114476 159654 ------------------- ----------------- Expenses Accounting & auditing 2350 7775 Annual service fees Automobile expenses 233 177 Directors fees 1500 1600 Entertainment 73 915 768 Legalfees 200 12314 18019 Legal costs 3342 Interest expense 1681 2362 4271 6407 Office expenses 568 Rent 593 1778 2200 Subscriptions 187 187 Taxes and Licenses 85 132 Travel Expenses 2635 3813 ------------------- ----------------- Total Expenses 2461 5270 24201 44233 ------------------- ----------------- Net Ordinary Income 38509 31102 90275 115421 ------------------- ----------------- Federal income taxes - estimated 5776 4665 11319 28264 ------------------ ----------------- Net Income 32733 26437 78956 87157 ------------------ ----------------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENTS OF CASH FLOWS For the Three Months Ended 9-30-97 9-30-96 --------- ---------- Cash Flow from Operating Activities Net Income (Loss) 32733 26437 Gains from sale of investments -4866 -18425 Increase in accrued interest -24786 -12072 Decrease in tax benefit 295 Increase in accounts payable -776 -6140 Decrease in prepaid expenses 15173 --------- ----------- Net cash provided by operating activities 17773 -10200 --------- ----------- Cash Flows From Investing Activities Purchase of securities -144415 -222249 Proceeds from sale of securities 99872 91494 --------- --------- Net Cash Used in Investing Activities -44543 -130755 Cash Flows From Financing Activities Increase in proceeds from brokarge margin account borowings 32684 137699 -------- -------- Net cash provided by financing activities 32684 137699 -------- --------- Net Increase (decrease) in Cash 5914 -3256 Cash and Cash Equivalents at Beginning 0 3256 --------- --------- Cash and Cash Equivalents at end of Period 5914 0 --------- --------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION Notes to Financial Statements Note # 1 - Statement Preparation The Company has prepared the accompanying financial statements with interim financial reporting requirements promulgated by the Securities and Exchange Commission. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of financial position and results of operation. The financial statements should be read in conjuction with the financial statements and notes thereto included in the Company's 1996 10-K report. Item 2. Management's Discussion and Analysis or Plan of Operation. - -------------------------------------------------------------------- Plan of Operation. - ------------------ The Company has not engaged in any material operations since its inception or during the quarterly period ended September 30, 1997. During this period, the Company received revenues totaling $40,970 from its investments in the securities of other companies. During the same period, total expenses were $2,461 and net income, after payment of $5,776 in estimated federal income taxes, totaled $32,733. The Company's plan of operation for the next 12 months is to continue to seek the acquisition of assets, properties or businesses that may benefit the Company and its stockholders. Management anticipates that to achieve any such acquisition, the Company will issue shares of its common stock as the sole consideration for such acquisition. During the next 12 months, the Company's only foreseeable cash requirements will relate to maintaining the Company in good standing or the payment of expenses associated with reviewing or investigating any potential business venture, which the Company expects to pay from its cash resources. Management expects that the Company's cash and cash equivalents of $5,914 at September 30, 1997, will not be sufficient to meet its cash requirements during this period, and that such requirements may necessitate the sale of a small portion of its investment in securities. At September 30, 1997, the total market value of this investment was $587,275. Results of Operations. - ---------------------- During the quarterly period ended September 30, 1997, the Company had no business operations. During this period, the Company received total revenues of $40,970 from its investments in the securities of other companies and had net income after taxes of $32,733. Liquidity. - ---------- At September 30, 1997, the Company had total current assets of $634,419, with total current liabilities of $94,504. Total stockholder's equity was $539,915. 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. - -------------------------------------------------------------- None; not applicable. Item 5. Other Information. - ---------------------------- None; not applicable. Item 6. Exhibits and Reports on Form 8-K. - ------------------------------------------- (a) Exhibits. Financial Data Schedule. (b) Reports on Form 8-K. None. 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. VIS VIVA CORPORATION Date: 10/31/97 By /s/ John Michael Coombs -------------- ------------------------------------- John Michael Coombs Director and President Date: 10/31/97 By /s/ Terry S. Pantelakis -------------- ------------------------------------- Terry S. Pantelakis Director and Vice President Date: 10/31/97 By /s/ Sandra E. Hansen -------------- ------------------------------------- Sandra E. Hansen Director and Secretary/Treasurer