FORM 10-QSB/A SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Quarterly Report Under Section 13 or 15 (d) Of the Securities Exchange Act of 1934 For Quarter Ended December 31, 2000 ------------------- Commission File Number 33-30743 ---------- PIERCE INTERNATIONAL DISCOVERY, INC. ---------------------------------------- (Exact name of registrant as specified in its charter) NEVADA 84-1121360 - ------------------------------- -------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 6975 SOUTH UNION PARK CENTER, STE 600 SALT LAKE CITY UT 84047 ----------------------------------------- (Address of principal executive offices) Registrant's telephone number including area code (801) 256-9600 -------------- ---------------------------------------------- Former Address, 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 Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports) Yes X No ---- ---- and (2) has been subject to such filing requirements for the past 90 days. Yes X No ---- ---- 26,003,008 ----------------------------- (Number of shares of common stock the registrant had outstanding as of January 30, 2001) ---------------- INDEX Page PART I. Number -------- ITEM 1. Financial Statements (unaudited). . . . . . . . . . . . . 3 Balance Sheets-December 31, 2000 and June 30, 2000 . . . . . . . . . . . . . . . . . . . . . . 4 Statements of Operations For the three and six months ended December 31, 2000 and 1999. . . . . . . . . . . . . . . . 5 Statements of Cash Flows For the six months ended December 31, 2000 and 1999. . . . . . . . . . . . . . . . 6 Notes to the Financial Statements . . . . . . . . . . . . 7 ITEM 2. Plan of Operations. . . . . . . . . . . . . . . . . . . . 9 PART II. Other Information . . . . . . . . . . . . . . . . . . . . 9 Signatures. . . . . . . . . . . . . . . . . . . . . . . . 10 PART 1 ITEM 1 - FINANCIAL STATEMENTS The accompanying balance sheets of Pierce International Discovery, Inc. (a development stage company) at December 31, 2000 and June 30, 2000, the statements of operations and the statements of cash flows for the three and six months ended December 31, 2000 and 1999 have been prepared by the Company's management. They do not include all information and notes to the financial statements necessary for a complete presentation of the financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the quarter ended December 31, 2000 are not necessarily indicative of the results that can be expected for the year ending June 30, 2001. Pierce International Discovery, Inc. Balance Sheets December 31, June 30, 2000 2000 ------------ ------------ ASSETS ------- TOTAL ASSETS $ - $ - ============ ============ STOCKHOLDERS' EQUITY (DEFICIT) ----------------------------- STOCKHOLDERS' EQUITY (DEFICIT) - ------------------------------ Preferred Stock, 10,000,000 shares authorized, no par value; - - Common Stock 750,000,000 shares authorized, $.001 par value; 26,003,008 shares issued and outstanding, respectively 26,003 26,003 Additional Paid in Capital 1,269,364 1,269,364 Accumulated deficit during development stage (1,295,367) (1,295,367) ------------ ------------ Total Stockholders' Equity - - ------------ ------------ TOTAL STOCKHOLDERS' EQUITY (DEFICIT) $ - $ - ============ ============ The accompanying notes are an integral part of these financial statements 4 Pierce International Discovery, Inc. Statements of Operations (unaudited) For the Three For the Six Months Ended Months Ended December 31, December 31, 2000 1999 2000 1999 ---------- ---------- ---------- ---------- REVENUE $ - $ - $ - $ - - ------- ---------- ---------- ---------- ---------- EXPENSES - - - - - ------- ---------- ---------- ---------- ---------- NET LOSS-before other income - - - - OTHER INCOME-(loss) - ------------------- Net gain (loss) from transfer of assets for payment of liabilities - - - - ---------- ---------- ---------- ---------- INCOME (LOSS) $ - $ - $ - $ - ========== ========== ========== ========== Gain (Loss) Per Common Share Basic loss before other income $ - $ - $ - $ - Other income - - - - Net income - - - - ========== ========== ========== ========== Average Outstanding Shares Basic 26,003,008 26,003,008 26,003,008 26,003,008 The accompanying notes are an integral part of these financial statements 5 Pierce International Discovery, Inc. Statements of Cash Flows For the Six Months Ended December 31, 2000 and 1999 (unaudited) For the Six Months Ended December 31, 2000 1999 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES - -------------------- Net Profit (loss) $ - $ - Adjustments to reconcile net loss to cash provided by operating activities Depreciation - - Common shares issued for services - - Profit (loss) on transfer of assets for payment of debt - - Changes in accounts payable - - ---------- ---------- Net used in operations - - ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES - -------------------- Proceeds from sale of assets - - ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES - -------------------- Issuance of common shares for payment of debt - - Proceeds from issuance of common stock - - ---------- ---------- Net Increase (Decrease) In Cash - - Cash at beginning of period - - ---------- ---------- Cash at end of period $ - $ - ========== ========== SUPPLEMENTAL SCHEDULE OF NONCASH ACTIVITIES: - -------------------------------------------- Cash Paid for: Interest Taxes $ - $ - $ - $ - The accompanying notes are an integral part of these financial statements 6 Pierce International Discovery, Inc. Notes to the Financial Statements NOTE 1 - BACKGROUND AND ORGANIZATION The Company was incorporated under the laws of the State of Colorado on April 19, 1989. The Company was in the business of seeking mineral leases for potential development but has had no operations for several years. In 2000, the Company created, and later merged with, a Nevada subsidiary. The Company is now a Nevada Corporation. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents ------------------------- For the purposes of the statement of cash flows, the Company considers all highly liquid debt instruments with maturity of three months or less to be cash equivalents. Use of Estimates in Financial Statements ---------------------------------------- The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. In these financial statements, assets, liabilities and earnings involve extensive reliance on management's estimates. Actual results could differ from those estimates. Income Taxes ------------ The Company adopted Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" and has applied the provisions of the statement which resulted in no significant adjustment. Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" requires an asset and liability approach for financial accounting and reporting for income tax purposes. This statement recognizes (a) the amount of taxes payable or refundable for the current year and (b) deferred tax liabilities and assets for future tax consequences of events that have been recognized in the financial statements or tax returns. Deferred income taxes result from temporary differences in the recognition of accounting transactions for tax and financial reporting purposes. There were no temporary differences at June 30, 2000 and earlier years, accordingly, no deferred tax liabilities have been recognized for all years. Pierce International Discovery, Inc. Notes to the Financial Statements NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES-(Continued) Income Taxes-(continued) ------------------------ The Company had cumulative net operating loss carryforwards over $1,000,000 at June 30, 2000. No effect has been shown in the financial statements for the net operating loss carryforwards as the likelihood of future tax benefit from such net operating loss carryforwards is not presently determinable. Earnings Per Share ------------------ The computation of earnings per share of common stock is based on the weighted average number of shares outstanding during the period. NOTE 3 - REVERSE STOCK SPLIT In 1999, the shareholders of the Company authorized a 1 for 750 reverse stock split. All shareholders holding at least 100 shares were not to be reversed below that number. The financial statements have been restated to show the reverse stock split. - -------------------------------------------------------------------------- ITEM 2 - PLAN OF OPERATION - -------------------------------------------------------------------------- ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Liquidity and Capital Resources. The Registrant had approximately $0 as operating capital at December 31, 2000. The Registrant intends to raise additional funds as needed through private placements with accredited and sophisticated investors. Results of Operation. Due to the lack of operations during the quarter ended December 31, 2000, the registrant had net loss of $0, compared to net loss of $0 for the same period last year. Plan of Operations. The Company is currently in the process of looking for business opportunities to acquire or merge with. There is no guarantee that management will be successful in finding such an opportunity. The Company is also in the process of bringing all of its periodic reports current for filing with the Securities and Exchange Commission. During this process, the Company intends to raise operational capital through private placements. PART II OTHER INFORMATION 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 Security 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 Exchange Act of 1934, as amended, this report has been below by following persons on behalf of the Registrant and in the capacities and on the dates indicated: Pierce International Discovery, Inc. /s/ Lionel L. Drage ---------------------------------------- Lionel L. Drage, President and Director