U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 2006
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-12809
GOLDEN CHIEF RESOURCES, INC.
----------------------------
(Exact name of small business issuer as specified in its charter)
State of Kansas 48-0846635
--------------- ----------
(State or other jurisdiction of (IRS Employer
incorporation or organization) I. D. Number)
896 N. Mill Street, Suite 203, Lewisville, Texas 75057
------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (972) 219-8585
Check whether the issuer (1) filed all reports required to be filed by Sections
13 or 15(d) of the Securities Exchange Act during the past 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.
Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
There were 267,636,360 shares of common stock, No Par Value,
outstanding as of March 31, 2006.
Transitional Small Business Disclosure Format (check one); Yes [ ] No [X]
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Golden Chief Resources Inc.
Balance Sheets
(Unaudited)
March 31, September 30,
2006 2005
A S S E T S ------------- -------------
- -----------
Current assets:
- ---------------
Cash $ 1,560 $ 7,093
Accounts receivable 3,340 --
Advances to related parties -- 20,768
------------- -------------
Total current assets 4,900 27,861
------------- -------------
Property & equipment
- --------------------
Producing oil & gas property, net of depletion 157,312 --
Furniture & fixtures, net of depreciation 24,750 --
------------- -------------
Total 182,062 --
------------- -------------
Other assets
- ------------
Non-producing oil & gas properties 95,000 254,304
Montgomery pipeline 34,789 34,789
------------- -------------
Total 129,789 289,093
------------- -------------
Total assets $ 316,751 $ 316,954
============= =============
L I A B I L I T I E S and S T O C K H O L D E R S' D E F I C I T
- ----------------------------------------------------------------------
Current liabilities
- -------------------
Accounts payable $ 15,424 $ 19,108
Accounts payable - related party 6,350 --
Stock payable -- 365,724
------------- -------------
Total current liabilities 21,774 384,832
------------- -------------
Stockholders' deficit
- ---------------------
Common stock, no par value
authorized 500,000,000 shares; 267,636,360
and 243,019,960 issued and outstanding
in 2006 & 2005, respectively
Additional paid-in capital 5,206,231 4,713,558
Accumulated deficit (4,911,254) (4,781,436)
------------- -------------
Total stockholders' deficit 294,977 (67,878)
------------- -------------
Total liabilities and stockholders' deficit $ 316,751 $ 316,954
============= =============
2
Golden Chief Resources, Inc.
Statements of Operations
For Three and Six Month Periods Ended March 31, 2006 and 2005
(Unaudited)
Three Months Ended March 31, Six Months Ended March 31,
------------------------------ ------------------------------
2006 2005 2006 2005
------------- ------------- ------------- -------------
Revenue
Oil and gas production $ 3,341 $ -- $ 6,905 $ --
------------- ------------- ------------- -------------
Cost of Revenues
Lease operating expenses 13,731 -- 29,862 --
Depletion 1,010 -- 1,991 --
------------- ------------- ------------- -------------
Total Cost of Revenues 14,741 -- 31,853 --
General & administrative expenses 51,145 23,147 104,870 958,871
------------- ------------- ------------- -------------
Total Operating Expenses 65,886 23,147 136,723 958,871
------------- ------------- ------------- -------------
Net loss ($ 62,545) ($ 23,147) ($ 129,818) ($ 958,871)
============= ============= ============= =============
Basic & Diluted Net Loss Per Share $ (0.00) (0.00) $ (0.00) $ (0.00)
============= ============= ============= =============
Weighted Average Shares Outstanding 256,594,096 241,488,822 256,452,039 199,335,616
============= ============= ============= =============
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Golden Chief Resources Inc.
Statement of Changes in Stockholders' Equity
For the Six Month Periods Ended March 31, 2006
(Unaudited)
Additional Total
Common Stock Paid in Accumulated Stockholders'
Shares Capital Deficit Equity
------------ ------------ ------------ ------------
Balance September 30, 2005 243,019,960 $ 4,713,557 $ (4,781,436) $ (67,879)
------------ ------------ ------------ ------------
Shares issued for:
Cash 740,000 18,500 18,500
Stock payable 10,174,400 175,610 175,610
Net loss (67,273) (67,273)
------------ ------------ ------------ ------------
Balances December 31, 2005 253,934,360 $ 4,907,667 $ (4,848,709) $ 58,958
Shares issued for:
Cash 5,400,000 60,000 60,000
Furniture & fixtures 2,500,000 25,000 25,000
Stock payable 5,802,000 213,564 213,564
Net loss (62,545) (62,545)
------------ ------------ ------------ ------------
Balances March 31, 2006 267,636,360 $ 5,206,231 $ (4,911,254) $ 294,977
============ ============ ============ ============
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Golden Chief Resources, Inc.
Statements of Cash Flows
For the Six Month Periods Ended March 31, 2006 & 2005
(Unaudited)
2006 2005
--------- ---------
Cash Flows from Operating Activities
Net Loss $(129,818) $(958,871)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 250
Depletion 1,992 --
Stock Issued for Services -- 935,000
Change in
Accounts receivable (3,340) --
Advances to related parties 20,768
Accounts payable (3,685) (26,649)
Realted party accounts payable 6,350
Accrued expenses -- (5,000)
--------- ---------
Net cash used in operating activities (107,483) (55,520)
--------- ---------
Cash Flows from Financing Activities
Proceeds of stock sales 101,950 49,000
--------- ---------
Net cash provided by financing activities 101,950 49,000
--------- ---------
Net decrease in cash (5,533) (6,520)
Cash - beginning of period 7,093 6,745
--------- ---------
Cash - end of period $ 1,560 $ 225
========= =========
Supplementary Disclosure
Cash Paid for Interest $ -- $ --
Cash Paid for Taxes $ -- $ --
Non-cash transactions:
- ----------------------
Shares Issued for:
Investing activities
Acquisition of furniture and fixtures $ 25,000 $ --
Acquisition of oil & gas properties $ -- $ 129,789
Financing activities
Shares issued for stock payable $ 212,614
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Golden Chief Resources, Inc.
Notes to Financial Statements
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Golden Chief Resources, Inc.
have been prepared in accordance with accounting principles generally accepted
in the United States of America for interim financial statements and with the
instructions to Form 10-QSB and Regulation S-B for the three and six month
periods ended March 31, 2006 and 2005 and reflect, in the opinion of management,
all adjustments, which are of a normal and recurring nature, necessary for a
fair presentation of the results for such periods. The foregoing financial
statements do not include all information and footnotes required by accounting
principles generally accepted in the United States of America for complete
financial statements. However, except as disclosed herein, there has been no
material change in the information disclosed in the notes to financial
statements for the year ended September 30, 2005 included in Golden Chief's
Annual Report on Form 10-KSB filed with the Securities and Exchange Commission.
The interim unaudited financial statements should be read in conjunction with
the annual financial statements and accompanying notes. Operating results for
the three months ended March 31, 2006 are not necessarily indicative of the
results that may be expected for the year ending September 30, 2006.
New Accounting Standards
In December 2004, the FASB issued SFAS No.123R, "Accounting for Stock-Based
Compensation" ("SFAS No. 123R"). SFAS No.123R establishes standards for the
accounting for transactions in which an entity exchanges its equity instruments
for goods or services. This Statement focuses primarily on accounting for
transactions in which an entity obtains employee services in share-based payment
transactions. SFAS No.123R requires that the fair value of such equity
instruments be recognized as expense in the historical financial statements as
services are performed. Prior to SFAS No.123R, only certain pro forma
disclosures of fair value were required. Golden Chief adopted SFAS No. 123R as
of October 1, 2005. The adoption of this standard had no effect on the financial
statements of Golden Chief.
NOTE 2 - ACCOUNTING POLICIES
Property and equipment are carried at cost. Depreciation of property and
equipment is provided using the straight-line method at rates based on the
following estimated useful lives:
Estimated
Classification Useful Life
--------------------- -----------
Furniture and fixtures 10 Years
Computer equipment 5 Years
The cost of asset additions and improvements that extend the useful lives of
property and equipment are capitalized. Routine maintenance and repair items are
charged to current operations. The original cost and accumulated depreciation of
asset dispositions are removed from the accounts and any gain or loss is
reflected in the statement of operations in the period of disposition.
Accumulated depreciation as of March 31, 2006 amounted to $250.
NOTE 3 - COMMON STOCK
During the three months ending December 31, 2005, Golden Chief issued: 1,842,000
shares of common stock for cash of $41,000.
During the three months ending March 31, 2006, Golden Chief issued:
o 2,850,000 shares of common stock for cash of $60,000.
o 2,500,000 shares for the acquisition of furniture and fixtures valued
at $25,000.
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NOTE 4 - SUBSEQUENT EVENT
Subsequent to March 31, 2006, Golden Chief raised $15,000 from the sale of
1,500,000 common shares to existing shareholders.
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations.
General:
During the current quarter the Company raised $60,000 from existing shareholders
who purchased 2,850,000 shares of our common stock. We continued production of
the Lindley lease in Kansas and were able to recognize revenue from the lease
during the quarter.
During the quarter ending March 31, 2005, Golden Chief raised $40,000 from
existing shareholders who purchased 1,800,000 shares of our common stock for
approximately $0.025 per share. The proceeds were used to satisfy certain
obligations and begin the audit for the year ending September 30, 2004. We also
acquired a small natural gas pipeline located in Montgomery County, Kansas from
a related party for the issuance of 2,000,000 shares of common stock valued at
$36,000.
Capital Resources:
During the current quarter, our capital resources were extremely limited. Our
prospects will depend entirely on its ability to secure future financing and
develop additional producing oil & gas properties.
Assets as of March 31, 2006 amounted to $316,571, consisting primarily of the
producing and non-producing oil & gas leases and the Montgomery County gas
pipeline.
Results of Operations:
During the three months ended March 31, 2006, oil & gas production revenues
amounted to $3,341, roughly the same as the prior quarter and an increase of
$3,341 over the comparable period in the prior year. Lease operating expenses
and depletion for the three months ended March 31, 2006 amounted to $14,741
resulting in a loss on oil & gas operations of $11,400 for the quarter and
$24,948 for the six months ended March 31,2005.
General & administrative expenses amounted to $51,145 for the three months ended
March 31, 2006, an increase of $27,998 from the comparable period in the prior
year. Our net loss for the three months ended March 31, 2006 amounted to
$62,545, an increase of $39,398 over the comparable quarter of the prior year
and resulting in a loss from operations of $129,818 for the six month period
ended March 31, 2006. Our net loss from operations for the six month period
ended March 31, 2005 amounted to $958,871, the reduction to the current period
results primarily from reduced stock issued for services.
Liquidity
Golden Chief used cash in its operating activities in the amount of $107,483, an
increase of $51,963 over the comparable period of the prior year. The increase
primarily resulted from an increase in cash payments for operating expenses and
the loss on oil & gas operations. Cash was increased by $60,000 from financing
activities from the proceeds of the issuance of common stock.
Subsequent Events:
None
Disclosure Regarding Forward-Looking Statements:
Where this Form 10-QSB includes "forward-looking" statements within the meaning
of Section 27A of the Securities Act, we desire to take advantage of the "safe
harbor" provisions thereof. Therefore, we are including this statement for the
express purpose of availing ourselves of the protections of such safe harbor
provisions with respect to all of such forward-looking statements. The
forward-looking statements in this Form 10-QSB reflect our current views with
respect to future events and financial performance. These forward-looking
statements are subject to certain risks and uncertainties that could cause
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actual results to differ from those anticipated. In this Form 10-QSB, the words
"anticipates," "believes, "expects," "intends," "future" and similar expressions
identify forward-looking statements. We undertake no obligation to publicly
revise these forward-looking statements to reflect events or circumstances that
may arise after the date hereof. All subsequent written and oral forward-looking
statements attributable to us or persons acting on our behalf are expressly
qualified in their entirety by this section.
PART II. OTHER INFORMATION
Item 2. Changes in Securities
There were no changes in securities during the current quarter.
ITEM 3. CONTROLS AND PROCEDURES.
a) Evaluation of Disclosure Controls and Procedures. As of December 31,
2005, the Company's management carried out an evaluation, under the
supervision of the Company's Chief Executive Officer and Chief
Financial Officer of the effectiveness of the design and operation of
the Company's system of disclosure controls and procedures pursuant to
the Securities and Exchange Act, Rule 13a-15(e) and 15d-15(e) under
the Exchange Act). Based upon that evaluation, the Chief Executive
Officer and Chief Financial Officer concluded that the Company's
disclosure controls and procedures were not effective, as of the date
of their evaluation, for the purposes of recording, processing,
summarizing and timely reporting material information required to be
disclosed in reports filed by the Company under the Securities
Exchange Act of 1934. Our auditors proposed material adjustments
related to the issuance of stock for services, among others, which
have been recorded by the Company. The Company is working to improve
our accounting expertise to eliminate such adjustments in the future.
b) Changes in internal controls. There were no changes in internal
controls over financial reporting, known to the Chief Executive
Officer or Chief Financial Officer that occurred during the period
covered by this report that has materially affected, or is likely to
materially effect, the Company's internal control over financial
reporting.
Item 4. Submission of Matters to a Vote of Securities Holders
No matters have been submitted to a vote of the securities holders during the
current quarter.
Item 6. Exhibits and Reports on Form 8-K
There were no Exhibits or Reports on Form 8-K filed during the current quarter.
Exhibits
SIGNATURES
In accordance with Section 13 or 15 (d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
GOLDEN CHIEF RESOURCES, INC.
Date: May 15, 2006 /s/ M. H. MCILVAIN
----------------------------------
By: M. H. McIlvain, President &
Chief Financial Officer
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