FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2001 Commission File Number: 0-9500 MOUNTAINS WEST EXPLORATION, INC. (Exact name of small business issuer as specified in its charter) New Mexico 85-0280415 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) P.O. Box 754, Trinidad, Colorado 81802 - -------------------------------- -------- (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code: 719-846-2623 Indicate by check mark whether the issuer (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 for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ ] No [X] The number of shares outstanding of the issuer's common stock, par value $.001 per share, at March 31, 2001, was 38,010,000 shares. PART I MOUNTAINS WEST EXPLORATION, INC. FINANCIAL STATEMENTS FOR THE THREE-MONTHS ENDED MARCH 31, 2001 (UNAUDITED) MICHAEL JOHNSON & CO., LLC Certified Public Accountants 9175 East Kenyon Ave., Suite 100 Denver, Colorado 80237 Michael B. Johnson C.P.A. Telephone: (303) 796-0099 Member: A.I.C.P.A. Fax: (303) 796-0137 Colorado Society of C.P.A.s ACCOUNTANTS REVIEW REPORT Board of Directors Mountains West Exploration, Inc. Trinidad, CO We have reviewed the accompanying balance sheet for Mountains West Exploration, Inc. for March 31, 2001 and the related statements of operations for the three-months ended March 31, 2001 and 2000, and cash flows for the three-months ended March 31, 2001 and 2000, included in the accompanying Securities and Exchange Commission 10-QSB for the period ended March 31, 2001. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. The review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States, 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 financial statements for them to be in conformity with accounting principles generally accepted in the United States. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2, conditions exist which raise substantial doubt about the Company's ability to continue as a going concern unless it is able to generate sufficient cash flows to meet its obligations and sustain its operations. Management's plans in regard to these matters are described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. In our opinion, the information set forth in the accompanying balance sheet as of March 31, 2001, is fairly stated in all material respects in relation to the balance sheet from which it has been derived. Michael Johnson & Co, LLC June 25, 2004 /s/Michael Johnson & Co. LLC MOUNTAINS WEST EXPLORATION, INC. Balance Sheets (Unaudited) March 31, December 31, 2001 2000 --------------- --------------- ASSETS Current Assets: Cash $ 7,137 $ 8,780 Loans - Shareholders 21,310 17,360 --------------- --------------- Total Current Assets 28,447 26,140 --------------- --------------- Fixed Assets: Office Equipment 14,466 14,470 Leases & Well Equipment 1,236 1,236 --------------- --------------- 15,702 15,706 Less: Accumulated Depreciaiton (11,893) (11,893) --------------- --------------- Total Fixed Assets 3,809 3,813 --------------- --------------- Other Assets: Undeveloped Property 1,540 1,540 Mineral Interest 15,483 15,483 --------------- --------------- Total Other Assets 17,023 17,023 --------------- --------------- TOTAL ASSETS $ 49,279 $ 46,976 =============== =============== LIABILITIES ANDSTOCKHOLDERS' EQUITY Current Liabilities: Accounts Payable 2,400 2,400 Current Portion - Long-Term Debt 2,343 2,343 --------------- --------------- Total Current Liabilities 4,743 4,743 --------------- --------------- Long-Term Debt: Long-Term Debt 32,657 32,657 --------------- --------------- Total Long-Term Debt 32,657 32,657 --------------- --------------- Stockholders Equity Common stock, no par value, 50,000,000 shares 1,555,777 1,555,777 authorized, 38,010,000 shares issued and outstanding Retained Earnings (Deficit) (1,543,898) (1,546,201) --------------- --------------- Total Stockholders' Equity (Deficit) 11,879 9,576 --------------- --------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 49,279 $ 46,976 =============== =============== See Accountants Review Report MOUNTAINS WEST EXPLORATION, INC. Statements of Operations (Unaudited) Three-Months Ended March 31, 2001 2000 ---- ---- Revenue: Oil and Gas Income $ 6,816 $ 10,098 ------------ ---------- Total Income 6,816 10,098 ------------ ---------- Cost of Goods Sold 271 75 ------------ ---------- Net Income 6,545 10,023 ------------ ---------- Costs and Expenses: Operating Expenses 1,494 3,837 Depreciation 5 15 Administation Expenses 1,877 2,215 ------------ ---------- Total Expenses 3,376 6,067 ------------ ---------- Other Income/Expenses: Interest Income 25 - Gain on Sale of Assets - 28,800 Interest Expense (891) (821) ------------ ---------- Total Other Income/Expense (866) 27,979 ------------ ---------- Net Profit from Operations $ 2,303 $ 31,935 ------------ ---------- Per Share Information: Weighted average number of common shares outstanding 38,010,000 38,010,000 ------------ ----------- Net Loss per common share * * ============ =========== * Less than $.01 See Accountants Review Report MOUNTAINS WEST EXPLORATION, INC. Stockholders' Equity (Deficit) March 31, 2001 (Unaudited) COMMON STOCKS Retained Total Earnings Stockholders' # of Shares Amount (Deficit) Equity ----------- ------ --------- ------ Balance - December 31, 2000 38,010,000 $1,555,777 $(1,546,201) $ 9,576 Net Profit for Period - - 2,303 2,303 ---------- ---------- ----------- ------- Balance - March 31, 2001 38,010,000 $1,555,777 $(1,543,898) $11,879 ========== ========== =========== ======= See Accountants Review Report MOUNTAINS WEST EXPLORATION Statements of Cash Flow (Unaudited) Indirect Method Three-Months Ended March 31, 2001 2000 ---- ---- Cash Flows from Operating Activities: Net Profit (Loss) $ 2,303 $ 31,935 (Increase) in loans - shareholders (3,946) - ------- -------- Net Cash Used in Operating Activities (1,643) 31,935 ------- -------- Net Increase in Cash & Cash Equivalents (1,643) 31,935 Beginning Cash & Cash Equivalents 8,780 - ------- -------- Ending Cash & Cash Equivalents $ 7,137 $ 31,935 ======= ======== SUPPLEMENTAL DISCLOSUE OF CASH FLOW INFORMATION Cash paid for interest $ 891 $ 821 ======= ======== Cash paid for Income Taxes $ - $ - ======= ======== See Accountants Review Report MOUNTAINS WEST EXPLORATION, INC. Notes to Financial Statements March 31, 2001 Note 1 - Presentation of Interim Information: In the opinion of the management of Mountains West Exploration, Inc., the accompanying unaudited financial statements include all normal adjustments considered necessary to present fairly the financial position as of March 30, 2001 and the results of operations for the three-months ended March 31, 2001 and 2000, and cash flows for the three-months ended March 31, 2001 and 2000. Interim results are not necessarily indicative of results for a full year. The financial statements and notes are presented as permitted by Form 10-QSB, and do not contain certain information included in the Company's audited financial statements and notes for the fiscal year ended December 31, 2000. Note 2 - Going Concern: The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company's ability to continue as a going concern is dependent upon its ability to develop additional sources of capital or locate a merger candidate and ultimately, achieve profitable operations. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties. Management is seeking new capital to revitalize the Company. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Cautionary and Forward Looking Statements In addition to statements of historical fact, this Form 10-QSB contains forward-looking statements. The presentation of future aspects of Mountains West Exploration, Inc., ("Mountains West Exploration, Inc.," the "Company" or "issuer") found in these statements is subject to a number of risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. Without limiting the generality of the foregoing, words such as "may," "will," "expect," "believe," "anticipate," "intend," or "could" or the negative variations thereof or comparable terminology are intended to identify forward-looking statements. These forward-looking statements are subject to numerous assumptions, risks and uncertainties that may cause Mountains West Exploration, Inc. actual results to be materially different from any future results expressed or implied by Mountains West Exploration, Inc. in those statements. Important facts that could prevent Mountains West Exploration, Inc. from achieving any stated goals include, but are not limited to, the following: Some of these risks might include, but are not limited to, the following: (a) volatility or decline of the Company's stock price; (b) potential fluctuation in quarterly results; (c) failure of the Company to earn revenues or profits; (d) inadequate capital to continue or expand its busi- ness, inability to raise additional capital or financ -ing to implement its business plans; (e) failure to commercialize its technology or to make sales; (f) rapid and significant changes in markets; (g) litigation with or legal claims and allegations by outside parties; (h) insufficient revenues to cover operating costs. There is no assurance that the Company will be profitable, the Company may not be able to successfully develop, manage or market its products and services, the Company may not be able to attract or retain qualified executives and technology personnel, the Company's products and services may become obsolete, government regulation may hinder the Company's business, additional dilution in outstanding stock ownership may be incurred due to the issuance of more shares, warrants and stock options, or the exercise of warrants and stock options, and other risks inherent in the Company's businesses. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the factors described in other documents the Company files from time to time with the Securities and Exchange Commission, including the Quarterly Reports on Form 10-QSB and Annual Report on Form 10-KSB filed by the Company in 2004 and any Current Reports on Form 8-K filed by the Company. The Company owns over small producing ownership interests in coal bed methane wells in Las Animas county, Colorado and has leases on 242 acres for coal bed methane in Colorado, none of which are explored or developed. The Company is currently considering developing these minerals itself as funds become available. Results of Operations for the Quarter Ended March 31, 2001 Compared to Same Period in 2000. The company had revenues in the quarter of $6,816 in 2001 compared to $10,098 in 2000. The cost of goods sold in the quarter was $271 and $75 in 2001 and 2000 respectively. The company incurred operating expenses of $1,494 in the quarter in 2001 and $3,837 in the quarter in 2000. The decrease in operating expenses was due to lower production revenues. The administration expenses in the quarter were $1,877 in 2001 compared to $2,215 in 2000. The company had net profit from operations of $2,303 in the quarter in 2001 and $3,135 in 2000. A net profit of $27,979 was realized in the quarter in 2000 due to an extraordinary gain on sale of $28,800 in lease assets in the quarter. The profit per share was nominal in the quarter in 2001 and 2000. The trend of net profits cannot be expected to continue in the future as operations expenses and revenues may be volatile. Changes in Financial Condition During the quarter the Company experienced an decrease in cash position due to the operating revenues vs. expenses of the Company. The Company's total debt remained about the same as year end. The Company's total liabilities are approximately $40,000. It is Management's belief that the Company will have revenue sufficient to cover operating expenses and administrative expenses during the remainder of the fiscal year. NEED FOR ADDITIONAL FINANCING The Company does not have capital sufficient to meet the Company's cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934. The Company will have to seek loans or equity placements to cover such cash needs. Lack of its existing capital may be a sufficient impediment to prevent it from accomplishing the goal of expanding its operations. There is no assurance, however, that without funds it will ultimately allow company to continue its business. The Company will need to raise additional funds to expand its business activities in the next twelve months. No commitments to provide additional funds have been made by management or other stockholders. Accordingly, there can be no assurance that any additional funds will be available to the Company to allow it to cover its expenses as they may be incurred. Irrespective of whether the Company's cash assets prove to be inadequate to meet the Company's operational needs, the Company might seek to compensate providers of services by issuances of stock in lieu of cash. GOING CONCERN The Company's auditor has issued a "going concern" qualification as part of his opinion in the Audit Report. There is substantial doubt about the ability of the Company to continue as a "going concern." The Company has limited business, limited capital, debt in excess of $39,000, $4,743 of which is current, $7,000 in cash, minimal other liquid assets, and no capital commitments. The effects of such conditions could easily be to cause the Company's bankruptcy. Management hopes to seek and obtain funding, via loans or private placements of stock for operations, debt and to provide working capital. Management has plans to seek capital in the form of loans or stock private placements in the next year. ITEM 3. CONTROLS AND PROCEDURES a. Evaluation of Disclosure Controls and Procedures: Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports the Company files and submits under the Exchange Act is recorded, processed, summarized and reported as and when required. b. Changes in Internal Control over Financial Reporting: There were no changes in the Company's internal control over financial reporting identified in connection with the Company evaluation of these controls as of the end of the period covered by this report that could have significantly affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to significant deficiencies and material weakness. 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 HOLDER NONE ITEM 5. OTHER INFORMATION NONE ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) 32 906 Sarbanes-Oxley Certification 31 302 Sarbanes-Oxley Certification (b) Reports on Form 8-K. NONE SIGNATURES In accordance with section 13 to 15 (d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Robert A. Doak, Jr. July 1, 2004 - - -------------------------------------------------------- Robert A. Doak, Jr. President, Chief Executive Officer and Chief Financial Officer