SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10Q/A1 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended - December 31, 1999 0-9295 ---------------------------------- Commission File Number WINCO PETROLEUM CORPORATION -------------------------------------------------------------- (Exact name of registrant as specified in its charter) COLORADO 84-0794604 - ------------------------------- --------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification Number) incorporation of organization) 3118 CUMMINGS GARDEN CITY, KANSAS 67846 --------------------------------------- -------------- (Address of principle executive offices) (Zip Code) (316) 275-2963 --------------------------------------------------- (Registrant's telephone number. Including area code) ----------------------------------------------------------------- (Former name, former address, former fiscal year if changed since last report) INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(D) OF THE SECURITIES 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. X Yes No ----- ----- Indicate the number of shares outstanding of each of the issuer's class of common stock, as of the close of the period covered by this report. Class: Common Stock, No par value Outstanding as of December 31, 1999: 41,152,606 WINCO PETROLEUM CORPORATION CONDENSED BALANCE SHEET December 31, September 30, 1999 1999 (Unaudited) (Audited) ----------- -------------- ASSETS - ------ CURRENT ASSETS: Cash and cash equivalents $ 290,725 $ 273,172 Notes and accounts receivable 28,692 77,097 Prepaid expenses and other - - ----------- ----------- TOTAL CURRENT ASSETS 319,417 350,269 INVESTMENTS IN OIL AND GAS PROPERTIES At Cost, Net (Using the full cost method of of accounting) 214,467 220,989 FURNITURE, FIXTURES AND VEHICLES, At Cost, Net of Allowances for Depreciation - - OTHER ASSETS 1,000 1,000 ----------- ----------- TOTAL ASSETS $ 534,884 $ 572,258 =========== =========== LIABILITIES AND STOCKHOLDERS' INVESTMENT - ---------------------------------------- CURRENT LIABILITIES: Accounts payable to stockholders and directors $ - $ - Accounts payable and accrued liabilities 2,484 37,781 ----------- ----------- TOTAL CURRENT LIABILITIES 2,484 37,781 ----------- ----------- STOCKHOLDERS' INVESTMENT Common stock, no par value; 500,000,000 shares authorized; 41,152,606 shares issued and outstanding 307,000 307,000 Additional paid in capital 1,292,920 1,292,920 Accumulated deficit (1,035,233) (1,033,156) Treasury stock ( 32,287) ( 32,287) ----------- ----------- TOTAL STOCKHOLDERS' INVESTMENT 532,400 534,477 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' INVESTMENT $ 534,884 $ 572,258 =========== =========== WINCO PETROLEUM CORPORATION CONDENSED STATEMENT OF OPERATIONS (UNAUDITED) THREE MONTHS ENDED December 31, 1999 1998 ----------- ----------- REVENUES: Oil and gas sales $ 46,874 $ 224 Interest income - 1,808 ----------- ----------- 46,874 2,032 ----------- ----------- EXPENSES: Lease operating expenses 35,087 32 General and administrative 7,342 4,981 Depreciation, depletion and Amortization 6,522 4,507 ----------- ----------- 48,951 9,420 ----------- ----------- Income (Loss) before income tax ( 2,077) ( 7,488) Income tax expense (benefit) - - ----------- ----------- NET INCOME (LOSS) $( 2,077) $( 7,488) =========== =========== NET INCOME (LOSS) PER COMMON SHARE - Primary and fully diluted $ - $ - =========== =========== WEIGHTED AVERAGE SHARES OUTSTANDING 41,152,606 41,152,606 =========== =========== WINCO PETROLEUM CORPORATION STATEMENT OF CASH FLOW THREE MONTHS ENDING DECEMBER 31, 1999 1998 ----------- ------------ Cash flows from operating activities: Net income (loss) $ ( 2,077) $ ( 7,488) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation, depletion and amortization 6,522 4,507 Changes in current assets and current liabilities: Accounts Receivable 48,405 - Accounts Payable ( 35,297) - ----------- ----------- Net cash provided (used) in operating activities 17,553 ( 2,981) Cash flows from (used in) investing activities: Investment in oil and gas properties - - Purchase of common stock for Treasury - ( 125) ----------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 17,553 ( 3,106) Cash and Cash Equivalents at beginning of period 273,172 328,202 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 290,725 $ 325,096 =========== =========== WINCO PETROLEUM CORPORATION NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) CONDENSED FINANCIAL STATEMENTS - ------------------------------ 1. The accompanying, unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X and do not include all principles for completed financial statements. In the opinion of Winco Petroleum Corporation the accompanying, unaudited, condensed financial statements contain all adjustments (consisting of normal adjustments) necessary to present fairly the financial position as of December 31, 1999 and the results of operations and changes in financial position for the three months then ended. Operating results for the three months ended December 31, 1999 are not necessarily indicative of the results that may be expected for the fiscal year ending September 30, 2000. These statements should be read in conjunction with the financial statements and notes thereto included in Form 10-K for the fiscal year ended September 30, 1999. INVESTMENTS IN OIL AND GAS PROPERTIES - ------------------------------------- 2. Depreciation and depletion of the full cost pool is computed using a unit-of-production method based on proved reserves as determined by the Company and independent engineers. A provision of $6,522 was made for the three months ended December 31, 1999. Reserve for depreciation and depletion was $121,991 and $93,887 on December 31, 1999 and September 30, 1999, respectively. EARNINGS PER SHARE - ------------------ 3. Earnings per common share were computed by dividing net income by the weighted average number of shares of common stock outstanding during the three month period ended December 31, 1999 and 1998. The weighted average number shares outstanding for the periods ending December 31, 1999 and 1998 was 41,152,606. WINCO PETROLEUM CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- During the three months ended December 31, 1999, the Company's working capital increased $4,445. Working capital increased as a result of the Company's normal operations. The Company's working capital at December 31, 1999 was $316,933. The Company intends to utilize funds to purchase producing properties. The Company may also participate in oil and gas development programs through sharing arrangements with industry participants. The Company will consider those arrangements which are financially feasible under current conditions. RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 1999 - ------------------------------------------------------------------ During the three months ended December 31, 1999, oil and gas sales increased $46,650 from the comparable period in 1998. Due to low oil prices the Company restricted production and sales in 1998. Beginning in the quarter ended December 31, 1999, higher oil prices allowed the Company to improve production from its wells. There was a corresponding increase in lease operating expenses of $35,055 between the same periods. Interest income decreased from the comparable period in 1998 due to some cash available for investment, being moved to another bank on a non-interest basis. Due to net operating loss carryforward and tax credits available for financial and tax reporting purposes, the Company does not expect any significant income tax effects in the current year. General and administrative expense increased from the comparable quarter in 1998, primarily as a result of increasing oil and gas operations. WINCO PETROLEUM CORPORATION PART II ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULTS UPON SENIOR SECURITIES None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS None ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K None SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. WINCO PETROLEUM CORPORATION /s/ CECIL O'BRATE ---------------------------------------------- Cecil O'Brate, President Dated: January 19, 2001