UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT TO THE 1934
ACT REPORTING REQUIREMENTS
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
Commission File No. 000-31030
DREW RESOURCES, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State of organization) (I.R.S. Employer Identification No.)
2743 W. 37th Avenue Vancouver, BC V6N 2T5
(Address of principal executive offices)
Registrant's telephone number, including area code (604) 738-4041
Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days. No X
There are 5,300,000 shares of common stock outstanding as of May
17, 2001.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DREW RESOURCES INC.
(An Exploration Stage Company)
CONSOLIDATED BALANCE SHEETS
March 31, 2001, and December 31, 2000
(Unaudited)
(Stated in US Dollars)
ASSETS March 31, December
31,
2001 2000
Current
Cash $ 85 $ 148
Accounts receivable 461 -
--------- ---------
$546 $ 148
========= =========
LIABILITIES
Current
Accounts payable $ 9,065 $ 5,038
Related party loan payable - Note 3 18,400 8,400
--------- ---------
27,465 13,438
--------- ---------
STOCKHOLDERS' DEFICIT
Preferred stock, $0.001 par value
1,000,000 shares authorized, none
outstanding
Common stock, $0.001 par value
50,000,000 shares authorized
5,300,000 shares outstanding 28,000 28,000
Deficit accumulated during the
exploration stage (54,919) (41,290)
--------- ---------
(26,919) (13,290)
--------- ---------
$ 546 $ 148
========= =========
SEE ACCOMPANYING NOTES
DREW RESOURCES INC.
(An Exploration Stage Company)
CONSOLIDATED STATEMENTS OF LOSS AND DEFICIT
ACCUMULATED DURING THE EXPLORATION STAGE
for the three month periods ended March 31, 2001 and 2000,
for the period December 16, 1998 (Date of Incorporation) to March
31, 2001
(Unaudited)
(Stated in US Dollars)
December 16,
Three months Three months 1998, (Date of
Ended Ended Incorporation) to
March 31, March 31, March 31,
2001 2000 2001
General and Administrative Expenses
Bank charges $ 63 $ 18 $ 292
Consulting fees 8,500 - 11,868
Filing Fees 220 221 4,579
Office - - 74
Organization costs - - 3,000
Professional fees 4,846 450 20,786
Property acquisition costs - - 11,600
Travel - - 2,720
---------- ---------- ----------
Net loss for the period 13,629 689 54,919
Deficit, beginning of period 41,290 25,645 -
---------- ---------- ----------
Deficit, end of period $ 54,919 $ 26,334 $ 54,919
========== ========== ==========
Loss per share $ - $ -
========== ==========
Weighted average number of
shares outstanding 5,300,000 2,500,000
========== ==========
SEE ACCOMPANYING NOTES
DREW RESOURCES INC.
(An Exploration Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
for the the three month periods ended March 31, 2001 and 2000,
and for the period December 16, 1998 (Date of Incorporation) to
March 31, 2001
(Unaudited)
(Stated in US Dollars)
December 16,
Three months Three months 1998, (Date of
Ended Ended Incorporation) to
March 31, March 31, March 31,
2001 2000 2001
Cash Flows from Operating
Activities
Net loss for the period $(13,629) $ (689) $(54,919)
Add item not involving cash:
Organization costs - - 3,000
Changes in non-cash working
capital
balances related to operations
Accounts receivable (461) - (461)
Accounts payable 4,027 550 9,065
Related party loan payable 10,000 - 18,400
----------- ---------- -----------
(63) (139) (24,915)
----------- ---------- -----------
Cash Flows from Financing
Activity
Capital stock issued - - 25,000
----------- ---------- -----------
Net change in cash during the
period (63) (139) 85
Cash, beginning of the period 148 1,315 -
----------- ---------- -----------
Cash, end of the period $ 85 $ 1,176 $ 85
=========== ========== ===========
Non-cash Transactions - Note 4
SEE ACCOMPANYING NOTES
DREW RESOURCES INC.
(An Exploration Stage Company)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
for the period December 16, 1998 (Date of Incorporation) to March 31, 2001
(Unaudited)
(Stated in US Dollars)
Deficit
Accumulated
Additional During the
Common Shares Paid-in Exploration
# Par Value Capital Stage Total
Net loss for the period - $ - $ - $ (1,000) $ (1,000)
------------ --------- --------- ---------- -----------
Balance, as at
December 31, 1998 - - - (1,000) (1,000)
Capital stock issued
pursuant
to offering memorandum 5,000,000 5,000 20,000 - 25,000
for
cash - at $0.005
Net loss for the year
- as restated - - - (24,645) (24,645)
------------ --------- --------- ---------- -----------
Balance, as at
December 31, 1999 5,000,000 5,000 20,000 (25,645) (645)
Capital stock issued to
acquire 100% of Buffton,
Inc. - at $0.01 - Note 5 300,000 300 2,700 - 3,000
Net loss for the year - - - (15,645) (15,645)
------------ --------- --------- ---------- -----------
Balance, as at
December 31, 2000 5,300,000 5,300 22,700 (41,290) (13,290)
Net loss for the period - - - (13,629) (13,629)
------------ --------- --------- ---------- -----------
Balance, as at
March 31, 2001 5,300,000 $ 5,300 $22,700 $(54,919) $(26,919)
============ ========= ========= ========== ===========
SEE ACCOMPANYING NOTES
DREW RESOURCES INC.
(An Exploration Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2001
(Unaudited)
(Stated in US Dollars)
Note 1 Interim Reporting
While the information presented in the accompanying
interim three months financial statements is unaudited,
it includes all adjustments which are, in the opinion of
management, necessary to present fairly the financial
position, results of operations and cash flows for the
interim periods presented. All adjustments are of a
normal recurring nature. It is suggested that these
interim financial statements be read in conjunction with
the company's December 31, 2000 annual financial
statements.
Note 2 Mineral Property
Deer Creek Property
By a letter agreement dated October 30, 2000, the company
entered into a 20 year lease agreement of 4 unpatented
mineral claims located in Lemhi County, Idaho for the
following advance royalty payments and performance
requirements:
Advance Royalty:
- $5,000 upon signing (paid);
- $5,000 on or before November 3, 2001;
- $10,000 on or before November 3, 2002;
- $20,000 on or before November 3, 2003;
- $50,000 on or before November 3, 2004; and
- $50,000 on each November 3 thereafter.
Performance Requirement:
The company must pay federal and state mining claim
maintenance fees for any year in which this agreement is
maintained in good standing after June 1.
The lessor has retained a 3% net smelter return.
Note 3 Related Party Transactions
Related party loans payable as at March 31, 2001, consist
of $18,400 (December 31, 2000: $8,400) advanced for
working capital purposes. This amount is due to the
president of the company, is non-interest bearing,
unsecured and has no specific terms for repayment.
Note 4 Non-cash Transactions
Investing and financing activities that do not have a
direct impact on current cash flows are excluded from the
statement of cash flows. On December 9, 2000, the
company acquired 100% of the outstanding shares of
Buffton, Inc. by issuing 300,000 common shares at a value
of $3,000. This transaction was excluded form the
statement of cash flows.
ITEM 2. MANAGEMENT'S PLAN OF OPERATION
Plan of Operation
The Company has no material unused sources of liquid assets. The
Company intends to raise $250,000 through financings with
accredited investors to fund an exploration program at Deer
Creek, to make an advance royalty payment of $5,000 due October
31, 2001, pursuant to the Deer Creek option agreement and for
general working capital. The Company's operating expenses are
kept to a minimum and will be absorbed by management until the
private placement can be arranged. At this time, the Company has
not entered into any agreements for financings and there can be
no assurance that obligations can be met in the future. The
Company intends to raise an additional $250,000 from accredited
investors who are known to the Company's management. In the
event the Company fails to raise the additional $250,000, the
Company will have three options: (1) winding down operations; (2)
seeking a lesser amount of money; or (3) finding other properties
more attractive to raising investment capital.
The following is the Company's focus over the next 12 months:
* Spring 2001 - Begin a work program at Deer Creek.
* Summer 2001 - Conduct an initial exploration program. The
Company had originally planned to raise approximately
$250,000 in additional funds by February 2001. We were
unable to raise any funds and have held off any activities
to raise additional until late summer of 2001.
* Balance of 2001 - The Company will seek to acquire or option
at least one additional early stage exploration project in
North America as part of a diversification strategy to
lessen the reliance of the Company on one particular
property for the subsequent exploration season in 2001/02.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings and, to the best of its knowledge, no such action has
been threatened by or against the Company.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
No issues of securities and no changes in the existing securities
took place during the period covered by this report. At the end
of the quarter there were 5,300,000 shares of common stock
outstanding.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No such matters were submitted during the most recent quarter.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
EXHIBITS
2. Agreement and Plan of Reorganization (incorporated
by reference to the amended Form 10-SB and amended
Form 8-K filed with the SEC on March 30, 2001)
3.1 Articles of Incorporation (incorporated by
reference to the amended Form 10-SB and amended
Form 8-K filed with the SEC on March 30, 2001)
3.2 By-Laws as amended on April 18, 2001 (incorporated
by reference to the amended Form 10-SB filed with
the SEC on April 25, 2001).
10 Letter Agreement for Deer Creek Property
(incorporated by reference to the amended Form 10-
SB and amended Form 8-K filed with the SEC on March
30, 2001).
10.1 Letter of Nov. 9, 2000 to C.P. Costin from G.
Eliopulos re. lease of Deer Creek property
(incorporated by reference to the amended Form 10-
SB filed with the SEC on April 25, 2001.)
16. Letter re change in certifying accountant
(incorporated by reference to the amended Form 10-
SB and amended Form 8-K filed with the SEC on
March 30, 2001).
Reports on Form 8-K: None
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
Drew Resources, Inc.
By: /s/ Shane Lowry
Shane Lowry, President
Date: May 17, 2001