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 December 31, 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: February 6, 1998 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) 12-31-97 12-31-96 6-30-97 ---------- ----------- -------- ASSETS Current assets Cash and cash equivalents 0 0 0 Accrued interest receivable 20140 20894 16444 Investments in securities - at market 678882 622150 559587 Prepaid Expenses 0 0 15173 -------- -------- -------- Total Current Assets 699022 643044 591204 -------- -------- -------- Prepaid Income Taxes 0 5000 787 --------- -------- -------- Total Assets 699022 648044 591991 -------- -------- -------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable 0 0 0 Payable to broker 205647 183967 61044 Income tax payable 3303 0 0 ------- ------- ------- Total Current Liabilities 208950 183967 61044 ------- ------- -------- Stockholders' Equity Common Stock - $0.01 par value; 15,000,000 shares authorized; 1,270,000 shares issued & outstanding 12700 12700 12700 Additional paid-in capital 148129 148129 148129 Unrealized gain on investment in securities - net of taxes -69250 -8155 -10109 Earnings accumulated during the development stage 398493 311403 380227 --------- -------- ------- Total Stockholders' Equity 490072 464077 530947 --------- -------- ------- Liabilities and Stockholders' Equity 699022 648044 591991 -------- -------- -------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENT OF INCOME Six Months Ended Twelve Months Ended 12-31-97 12-31-96 12-31-97 12-31-96 ------------------- ----------------- Revenues Interest income 43249 58357 54014 100293 Gains from sale - investments 17438 -3443 33945 62117 Dividend income 102 134 842 388 ------------------- ----------------- Total Revenues 60789 55048 88801 162798 ------------------- ----------------- Expenses Accounting & auditing 2400 1128 4750 8500 Automobile expenses 233 177 Entertainment 73 915 755 Directors fees 1500 1500 Legal fees 488 12802 15173 Legal costs 7811 Interest expense 4060 6270 6650 10253 Rent 593 1778 2200 Taxes and licenses 210 Travel expenses 2635 3756 Miscellaneous -238 476 386 476 ------------------- ----------------- Total Expenses 7303 10582 29014 50811 ------------------- ----------------- Net Ordinary Income 53486 44466 59787 111987 ------------------- ----------------- Federal taxes - estimated 8023 6670 8968 26924 ----------------- ----------------- Net Income 45463 37796 50819 85063 ------------------- ----------------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENTS OF CASH FLOWS For the Six Months Ended 12-31-97 12-31-96 --------- ---------- Cash Flow from Operating Activities Net Income (Loss) 45463 37796 Gains from sale of investments -17438 3443 Increase in accrued interest -3696 -9894 Increase in prepaid expenses -5000 Increase in accrued taxes -3303 Decrease in prepaid taxes 787 Decrease in prepaid expenses 15173 --------- ----------- Net Cash Provided by Operating Activities 36986 26345 --------- ----------- Cash Flows From Investing Activities Purchase of securities -332429 -279943 Proceeds from sale of securities 150840 129316 --------- --------- Net Cash Used in Investing Activities -181589 -150627 Cash Flows From Financing Activities Proceeds from brokerage margin account 144603 124282 --------- --------- Net Increase (decrease) in Cash 0 0 Cash and Cash Equivalents at Beginning 0 0 --------- --------- Cash and Cash Equivalents at end of Period 0 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 1997 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 December 31, 1997. For the six months ended December 31, 1997, the Company received revenues totaling $60,789 from its investments in the securities of other companies. During the same period, total expenses were $7,303 and net income, after payment of $8,023 in estimated federal income taxes, totaled $45,463. 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. Since the Company has no cash or cash equivalents to meet its cash requirements during this period it may be necessary that the Company sell a small portion of its investment in securities to meet such requirements. At December 31, 1997, the total market value of this investment was $678,882. Results of Operations. - ---------------------- During the quarterly period ended December 31, 1997, the Company had no business operations. For the six months ended December 31, 1997 the Company received total revenues of $60,789 from its investments in the securities of other companies and had net income after taxes of $45,463. Liquidity. - ---------- At December 31, 1997, the Company had total current assets of $699,022, with total current liabilities of $208,950. Total stockholder's equity was $490,072. 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: 2/6/98 By /s/ John Michael Coombs -------------- ------------------------------------- John Michael Coombs Director and President Date: 2/6/98 By /s/ Terry S. Pantelakis -------------- ------------------------------------- Terry S. Pantelakis Director and Vice President Date: 2/6/98 By /s/ Sandra E. Hansen -------------- ------------------------------------- Sandra E. Hansen Director and Secretary/Treasurer