SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended January 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 0-011013
COMSTOCK INDUSTRIES, INC.
--------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 65-1030375
- ---------- ---------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
1470 Egret Road, Homestead, FL 33035
- -------------------------------------------- --------
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: 305-470-9100
Check whether the issuer: (1) has filed all reports required to be
filed by Section 13 or 15(d) of the 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 the filing
requirements for at least the past 90 days:
YES [X] NO [ ]
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: As of
January 31, 2001, there were 8,185,885 shares of the Registrant's
$.0001 par value common stock outstanding.
Transitional Small Business Disclosure Format (check one):
YES [ ] NO [X]
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Balance Sheet
Statements of Operations
Statements of Cash Flows
Notes to Financial Statements
COMSTOCK INDUSTRIES, INC.
(A Development Stage Company)
Balance Sheet
ASSETS
January January
31, 31,
2001 2000
---- ---
------------- --------------
CURRENT ASSETS
Cash $ 0 $ 0
---- ----
Total Current Assets 0 0
---- ----
TOTAL ASSETS $ 0 $ 0
=== ===
LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT)
CURRENT LIABILITIES
Accounts Payable $ 0 $ 0
Loans to Shareholders 7,600 0
---- ----
Total Current Liabilities 7,600 0
---- ----
Total Liabilities $7,600 $0
---- ----
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock: 15,000,000 818,589 818,589
shares authorized
of $0.10 par value,
8,185,885 shares issued
and outstanding
Additional paid-in capital (698,879) (698,879)
Deficit accumulated during the (127,310) (119,710)
development ----------- -----------
stage
Total Stockholders' Equity 0 0
(Deficit) ---- ----
TOTAL LIABILITIES AND $ 0 $ 0
STOCKHOLDERS' === ===
EQUITY
The accompanying notes are an integral part of these financial
statements
COMSTOCK INDUSTRIES, INC.
(A Development Stage Company)
Statements of Operations
For the 9-month Period
Ended
January 31, January 31,
2001 2000
------------ ----------
REVENUES $ 0 $ 0
---- ----
EXPENSES
General and administrative expenses 7,600.00 0
---- ----
TOTAL OPERATING EXPENSES 7,600.00 0
---- ----
LOSS FROM DISCONTINUED OPERATIONS (Note 3) 7,600.00 0
---- ----
NET LOSS $ 7,600.00 $ 0
=== ===
BASIC NET LOSS PER SHARE $ 0 $ 0
OF COMMON STOCK === ===
BASIC WEIGHTED AVERAGE
NUMBER OF SHARES 8,185,885 8,815,885
OUTSTANDING ======== ========
The accompanying notes are an integral part of these financial
statements
COMSTOCK INDUSTRIES, INC.
(A Development Stage Company)
Statements of Cash Flows
S>
For the 9-month Period
Ended
January 31, January 31,
2001 2000
-------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss $ 7,600.00 $ 0
---- ----
Adjustments to reconcile net loss
to net cash used by operating
activities 0 0
---- ----
Increase in accounts payable 7,600.00 0
---- ----
Net Cash Used by Operating Activities 0 0
---- ----
CASH FLOWS FROM INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock for cash 0 0
---- ----
Contributed capital 0 0
---- ----
Net Cash Provided by Financing Activities 0 0
---- ----
NET INCREASE (DECREASE) IN CASH 0 0
---- ----
CASH AT BEGINNING OF PERIOD 0 0
---- ----
CASH AT END OF PERIOD $ 0 $ 0
=== ===
CASH PAID FOR:
Interest $ 0 $ 0
---- ----
Income Taxes $ 0 $ 0
---- ----
The accompanying notes are an integral part of these financial statements
COMSTOCK INDUSTRIES, INC.
(A Development Stage Company)
Notes to the Financial Statements
NOTE 1 - ORGANIZATION AND HISTORY
Comstock Industries, Inc. was organized under the
laws of the State of Nevada on April 3, 1928 as
Canadian Metals Syndicate, Inc. The name of the
Company was changed on August 17, 1983 to Comstock
Industries, Inc. On July 21, 2000, Comstock
Industries merged with and into Comstock Industries
Florida, Inc. for the purpose of changing its
jurisdiction from Nevada to Florida. Comstock
Industries, Inc. is considered a development stage
company as defined in SFAS No. 7.
a. Accounting Method
Comstock Industries, Inc.'s financial statements
are prepared using the accrual method of
accounting. Comstock Industries, Inc. has elected
an April 30 year end.
b. Cash and Cash Equivalents
Cash equivalents include short-term, highly liquid
investments with maturities of three months or less
at the time of acquisition.
c. Basic Loss Per Share
The computations of basic loss per share of common
stock are based on the weighted average number of
shares outstanding during the period of the
financial statements.
d. 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 and disclosure of contingent
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.
COMSTOCK INDUSTRIES, INC.
(A Development Stage Company)
Notes to the Financial Statements
NOTE 2 - GOING CONCERN
Comstock Industries, Inc.'s financial statements
are prepared using generally accepted accounting
principles applicable to a going concern which
contemplates the realization of assets and
liquidation of liabilities in the normal course of
business. However, Comstock Industries, Inc. does
not have significant cash or other material assets,
nor does it have an established source of revenues
sufficient to cover its operating costs and to
allow it to continue as a going concern. It is the
intent of Comstock Industries, Inc. to seek a
merger with an existing, operating company. Until
that time, shareholders of Comstock Industries,
Inc. have committed to meeting its minimal
operating needs.
NOTE 3 - DISCONTINUED OPERATIONS
Comstock Industries, Inc. has been inactive since
1983. Therefore, all revenues generated by
Comstock Industries, Inc. have been netted against
the expenses and are grouped into the discontinued
operations line on the statement of operations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATION
Special Note Regarding Forward-Looking Statements
Certain statements in this report and elsewhere (such as
in other filings by us with the Securities and Exchange
Commission ("SEC"), press releases, presentations by us or
our management and oral statements) may constitute
"forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Words
such as "expects", "anticipates", "intends", "plans",
"believes", "seeks", "estimates" and "should", and
variations of these words and similar expressions, are
intended to identify these forward-looking statements.
Our actual results could differ materially from those
anticipated in these forward-looking statements. Factors
that might cause or contribute to such differences
include, among others factors, competitive pressures, the
growth rate of industry and commerce, constantly changing
technology, and market acceptance of Comstock Industries,
Inc.'s products and services. We undertake no obligation
to publicly release the result of any revisions to these
forward-looking statements that we may make to reflect
events or circumstances after the date hereof or the
occurrence of unanticipated events.
Plan of Operation
The Company has not had any revenues from
operations during the 3-month period ended January 31,
2001. All of our activities during the 3-month period
ended January 31, 2001 were devoted to restructuring our
business plan and exploring financing alternatives to
obtain working capital.
We will be required to raise additional funds
during the next 12 months to meet our cash requirements.
We have not undertaken any product research and
development during the 3-month period ended January 31, 2001.
We do not expect to purchase or sell any plant or
significant equipment.
We do not expect any significant changes in our
number of employees.
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 EVENTS. None.
ITEM 6. EXHIBITS, LISTS AND REPORTS ON FORM 8-K:
(a) Exhibits.
Description Location
Exhibit
Number
27 Financial Data Schedule Filed Electronically Herewith
(b) Reports on Form 8-K. No reports on Form 8-K were
filed during the quarter ended January 31, 2001.
SIGNATURES
In accordance with the requirements of Section 13
or 15(d) of the Securities and Exchange Act of 1934,
Comstock Industries, Inc. caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
COMSTOCK INDUSTRIES, INC.
By: /s/ J. Antonio Martinez
J. Antonio Martinez, President
March 14, 2001