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, 1998 [ ] 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: December 31, 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) Cumulative 12-31-98 12-31-97 6-30-98 ASSETS Current Assets Cash and cash equivalents 0 90738 Accrued interest receivable 18132 20140 23029 Investments in securities - market 522952 678882 355409 Prepaid income taxes 3394 5577 Deferred tax asset 32128 32128 --------- ---------- -------- Total Current Assets 576606 699022 506881 --------- ---------- -------- Total Assets 576606 699022 506881 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Brokerage margin account payable 99170 205647 Income tax payable 0 3303 --------- ---------- Total Current Liabilities 99170 208950 Stockholders' Equity Common Stock - $0.01 par value; 15,000,000 shares authorized; 1,270,000 shares outstanding 12700 12700 12700 Additional paid-in capital 148129 148129 148129 Unrealized gain on investment in securities - net of taxes -110565 -69250 -59478 Earnings accumulated during the development stage 427172 398493 405530 --------- ---------- ------- Total Stockholders' Equity 477436 490072 506881 --------- ---------- ------- Total Liabilities & Equity 576606 699022 506881 --------- ---------- -------- The accompanying notes are an integral part of these financial statements VIS VIVA CORPORATION (A Development Stage Company) STATEMENT OF INCOME Three Months Ended Six Months Ended 12-31-98 12-31-97 12-31-98 12-31-97 ------------------- ----------------- Revenues Interest income 5205 8844 37586 43249 Gains from sale of investing -4645 12572 -12152 17438 Dividend income 53 75 861 102 Miscellaneous income ------------------- ----------------- Total Revenues 613 21491 26295 60789 ------------------- ----------------- Expenses Accounting & auditing 2042 2400 4375 2400 Annual service fees Automobile expenses Directors fees Entertainment 130 Legal fees 1347 488 1975 488 Legal costs Interest expense 1380 2379 1507 4060 Office expenses 35 Rent 653 653 593 Miscellaneous 160 -238 Subscriptions Taxes and licenses Travel expenses 1363 ------------------- ----------------- Total Expenses 5422 5427 10038 7303 ------------------- ----------------- Net Ordinary Income -4809 16064 16257 53486 ------------------- ----------------- Federal Income Taxes - est 0 2410 2439 8023 ------------------ ----------------- Net Income -4809 13654 13818 45463 ------------------ ----------------- 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 12-31-98 12-31-97 Cash Flow From Operating Activities Net Income (Loss) 13818 32733 Gains from sale of investments -12152 -4866 Increase in accrued interest 4897 -24786 Decrease in tax benefit - 295 Increase in accounts payable - -776 Decrease in prepaid expenses 2183 15173 --------- -------- Cash Provided By Operating Activities 8746 17773 --------- --------- Cash Flows From Investing Activities Purchase of securities -339893 -144415 Proceeds from sale of securities 141239 99872 --------- -------- Net Cash Used In Investing Activities -198654 -44543 Cash Flows From Financing Activities Increase in proceeds from brokarge margin account borowings 99170 32684 Cash Provided By Financing Activities 99170 32684 Net Increase (Decrease) in Cash -90738 5914 Cash and Cash Equivalents At Beginning 90738 0 Cash and Cash Equivalents At End Of Period 0 5914 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 conjunction with the financial statements and notes thereto included in the Company's 1998 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, 1998. During this period, the Company received revenues totaling $613 from its investments in the securities of other companies. During the same period, total expenses were $5,422 and net income totaled $(4,809). 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. Because it currently has no cash or cash equivalents, management expects that the Company will be required to sell a small portion of its holdings in the securities of other companies in order to meet its cash requirements during this period. Results of Operations. - ---------------------- During the quarterly period ended December 31, 1998, the Company had no business operations. During this period, the Company received total revenues of $613 from its investments in the securities of other companies and had net income of $(4,809). Liquidity. - ---------- At December 31, 1998, the Company had total current assets of $576,606, with total current liabilities of $99,170. Total stockholder's equity was $477,436. In order to meet its expenses during the next 12 months, management expects that the Company will be required to sell a small portion of its holdings of the securities of other companies. 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: 2/10/99 By /s/ John Michael Coombs -------------- ------------------------------------- John Michael Coombs Director and President Date: 2/10/99 By /s/ Terry S. Pantelakis -------------- ------------------------------------- Terry S. Pantelakis Director and Vice President Date: 2/10/99 By /s/ Sandra E. Hansen -------------- ------------------------------------- Sandra E. Hansen Director and Secretary/Treasurer