UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB/A [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 Commission File Number 000-29929 TROYDEN CORPORATION (Exact name of small business as specified in its charter) Nevada 33-0786959 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 1135 Terminal Way, Suite 209, Reno, Nevada 89502 (Address of principal executive offices) (619) 960-6699 (Issuer's telephone number) 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. Common Stock 310,000 shares outstanding $.001 Par Value as of March 31, 2000 Traditional Small Business Disclosure Format (Check one): Yes [ ] No [X] TROYDEN CORPORATION REPORT ON FORM 10-QSB QUARTER ENDED MARCH 31, 2000 TABLE OF CONTENTS PART I. Financial Information Item 1. Financial Statements - Accountant's Review Report - Balance sheets as of March 31, 2000 and December 31, 1999 - Statements of Operations for the three months ended March 31, 2000, and year ended December 31, 1999 - Statements of Cash Flows three months ended March 31, 2000, and year ended December 31, 1999 - Notes to the Financial Statements Item 2. Management's discussion and analysis of financial condition and results of operations PART II. Other Information Signatures PART I. Item 1: Accountant's Review Report We have reviewed the accompanying balance sheet of Troyden Corporation as of March 31, 2000, and the related statements of operations, changes in stockholders' equity, and cash flows for the three months ended March 31, 2000, in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. All information included in these financial statements is the representation of the management of Troyden Corporation. A review consists principally of inquiries of company personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the accompanying March 31, 2000 financial statements in order for them to be in conformity with generally accepted accounting principles. The financial statements for the year ended December 31, 1999, were audited by us, and we expressed an unqualified opinion on them in our report dated January 25, 2000, but we have not performed any auditing procedures since that date. CONSIDINE & CONSIDINE An Accountancy Corporation May 23, 2000 TROYDEN CORPORATION BALANCE SHEETS 3 MONTHS 12 MONTHS ENDED ENDED 03/31/00 12/31/99 ASSETS CURRENT ASSETS $ 0 $ 0 OTHER ASSETS Organization Costs (Note 3) 50 75 ---------- ---------- TOTAL ASSETS 50 75 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable 500 0 Stockholder Advance (Note 4) 5,475 0 Accrued Income Taxes (Note 5) 16,830 16,460 ---------- ---------- 22,805 16,460 STOCKHOLDERS' EQUITY Common Stock (Note 6) 3,010 3,010 Accumulated Deficit ( 27,765) ( 19,395) ---------- ---------- ( 22,755) ( 16,385) ---------- ---------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY 50 75 ========== ========== See Accompanying Notes and Accountant's Review Report TROYDEN CORPORATION STATEMENTS OF OPERATIONS 3 MONTHS 12 MONTHS ENDED ENDED 03/31/00 12/31/99 REVENUE Management Fees $ 0 $ 0 OPERATING EXPENSES Amortization 25 25 Penalties & Interest 370 1,303 Professional Services 5,975 0 ------------ --------- 6,370 1,328 ------------ --------- LOSS BEFORE TAX ( 6,370) (1,328) INCOME TAX EXPENSE (Note 5) 0 800 ------------ --------- NET LOSS $ (6,370) $ (2,128) ============ ========= See Accompanying Notes and Accountant's Review Report TROYDEN CORPORATION STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY 3 MONTHS 12 MONTHS ENDED ENDED 3/31/00 12/31/99 COMMON STOCK - BEGINNING OF YEAR$ 3,010 $3,000 Common Stock Issued 0 10 -------- --------- COMMON STOCK - END OF YEAR 3,010 3,010 ACCUMULATED DEFICIT - BEGINNING OF YEAR (19,395) (17,267) Net Loss ( 6,370) (2,128) -------- --------- ACCUMULATED DEFICIT - END OF YEAR (25,765) (19,395) TOTAL SHAREHOLDERS' EQUITY $(22,755) $(16,385) ======== ========= See Accompanying Notes and Accountant's Review Report TROYDEN CORPORATION STATEMENTS OF CASH FLOWS 3 MONTHS 12 MONTHS ENDED ENDED 03/31/00 12/31/99 CASH FLOWS FROM OPERATING ACTIVITIES Net Loss $ ( 6,370) $( 2,128) ADJUSTMENTS TO RECONCILE NET LOSS TO NET CASH USED BY OPERATING ACTIVITIES Depreciation and Amortization 25 25 Increase in Accounts Payable 500 0 Increase in Accrued Taxes 370 2,103 --------------- ---------- 895 2,128 --------------- ---------- NET CASH USED BY OPERATING ACTIVITIES ( 5,475) 0 CASH FLOWS FROM INVESTING ACTIVITIES 0 0 CASH FLOWS FROM FINANCING ACTIVITIES Advances Received from Stockholder 5,475 0 --------------- ---------- NET INCREASE IN CASH 0 0 CASH, BEGINNING 0 0 --------------- ---------- CASH, ENDING $ 0 $ 0 =============== ========== SUPPLEMENTAL DISCLOSURES Interest Paid $ 0 $ 0 Income Taxes Paid $ 0 $ 0 See Accompanying Notes and Accountant's Review Report TROYDEN CORPORATION NOTES TO THE FINANCIAL STATEMENTS NOTE 1 THE COMPANY Troyden Corporation has existed as a development stage company which is seeking business acquisition opportunities not yet identified. NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting - The financial statements have been prepared using the accrual method in conformity with generally accepted accounting principles. Cash - The Company considers financial instruments with a fixed maturity date of less than three months to be cash equivalent. Organization Costs - The costs associated with the formation of Troyden Corporation have been capitalized and are being amortized over a five year period using the straight-line method. Deferred Taxes - The Company has adopted Statement of Financial Accounting Standards No. 109 (SFAS 109), Accounting for Income Taxes. SFAS 109 is an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company's financial statements or tax returns. In estimating future tax consequences, SFAS 109 generally considers all expected future events other than enactments of changes in the tax law or rates. Management has elected not to recognize any deferred tax due to its relative immateriality to the overall financial statements. Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of 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 3 ORGANIZATION COSTS Organization costs are shown net of $450 and $425 in amortization for March 31, 2000, and December 31, 1999, respectively. NOTE 4 STOCKHOLDER ADVANCE The Stockholder Advance represents amounts lent by Larry Davis, President of the Company. The advance is due on demand. NOTE 5 INCOME TAXES Income Tax Expense is calculated as follows: 3 MONTHS 12 MONTHS ENDED ENDED 03/31/00 12/31/99 ------------ ------------ LOSS BEFORE TAX $ (6,370) $ (1,328) TAXES: Federal0 0 State 0 0 ------------ ------------ INCOME TAX EXPENSE0 0 ADD:Prior Year's Tax Due16,460 14,367 Interest and Penalties 370 1,293 LESS:Taxes Paid 0 0 ------------ ------------ ACCRUED INCOME TAX $16,830 $ 16,460 ============ ============ NOTE 6 COMMON STOCK There are 50,000,000 shares of $.001 par common stock authorized, with 310,000 shares issued and outstanding. The outstanding shares are owned by 31 shareholders. Item 2: Management's discussion and analysis of financial condition and results of operations For the three months ended March 31, 2000, the Company has had no business operations and had no full time employees. We have no assets and have had recurring operating losses for several years and are reliant on financing to continue operations. The Company had an operating net loss of $6,370 for the quarter ended March 31, 2000. Management believes that our current cash needs can be met with loans from management or shareholders for at least twelve months. The Company intends to concentrate its acquisition efforts on properties or businesses that we believe to be undervalued or that we believe may realize a substantial benefit from being publicly owned. Investors should expect that any acquisition candidate may have little or no operating history, or a history of losses or low profitability. PART II - SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TROYDEN CORPORATION Date: May 23, 2000 By: /s/ Larry Davis ----------------