UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10QSB
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 2001
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from n/a to n/a
000-30041
Commission file number
CAMBRIDGE CREEK COMPANIES, LTD.
Exact name of small business issuer as specified in its charter
NEVADA #76-0609436
State or other jurisdiction of I.R.S. Employer
incorporation or organization Identification Number
Suite #676, 141-757 West Hastings Street,
Vancouver, British Columbia,
Canada V6C 1A1
Address of principal executive offices
(604) 681-7806
Issuer's telephone number, including area code
Suite 37 B3 1410 Parkway Blvd., Coquitlam, B.C., Canada V3E 3J7
Former name, former address and former fiscal year, if changed since last report
Check whether the issuer (1) 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 issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. (1) Yes (X ) No ( )
(2) Yes (X) No ( )
ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PROCEEDING FIVE YEARS Not
applicable
APPLICABLE ONLY TO CORPORATE ISSUERS
1
State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practicable date:
August 31, 2001 - 2,500,000 common shares
DOCUMENTS INCORPORATED BY REFERENCE
Form 10 SB
Forms 8K12g3 and 8K filed by Apache Motor Corporation
Transitional Small business Issuer Format Yes (X) No ( )
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets at August 31, 2001 and at February 28, 2001
Statements of Operations for the Three and Six Months Ended August 31, 2001
Statement of Changes in Stockholders' Equity for the Six Months Ended August 31,
2001
Statement of Cash Flows for the Six Months Ended August 31, 2001
Notes to Financial Statements
Item 2. Management's Discussion and Analysis of Results of Operations and
Financial Condition
PART II - OTHER INFORMATION
SIGNATURE
2
Cambridge Creek Companies, Ltd.
A Development Stage Company
Balance Sheets
Unaudited-Prepared by Management
U.S. Dollars
August 31, 2001 February 1, 2028
2001 2001
ASSETS
Licenses $ - $ -
Total Assets $ - $ -
LIABILITIES
Current
Accounts payable and accrued liabilities $ 2,700 $ 2,700
Total Liabilities 2,700 2,700
STOCKHOLDERS' EQUITY
Common Stock
Authorized
25,000,000 shares of common stock with a par value of $0.001 each
Issued and outstanding
2,500,000 shares of common stock 2,500 2,500
Additional paid in capital 155 155
Other comprehensive income
Deficit accumulated during the development stage ( 5,355) ( 5,355)
Total Stockholders' Equity (Deficit) ( 2,700) ( 2,700)
Total Liabilities and Stockholders' Equity $ - $ -
See accompanying notes
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Cambridge Creek Companies, Ltd.
A Development Stage Company
Statements of Operations
Three and Six Months Ended August 31
Unaudited-Prepared by Management
U.S. Dollars
Three Months Six Months
August 31, 2001 2000 August 31, 2001 2000
Revenue $ - - $ - -
Expenses
Professional fees - - - -
Value of Director's uncompensated services - - - -
Amortization - - - -
Rent, office and administration - - - -
License written off - - - -
Transfer agent's fees - - - -
TOTAL expenses
Net income (loss) for period $ - - $ - -
Net income (loss) per share $ (0.000) $ (0.000) $ (0.000) $ (0.000)
Weighted average number
of shares outstanding 2,500,000 2,500,000 2,500,000 2,500,000
See accompanying notes
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Cambridge Creek Companies, Ltd
A Development Stage Company
Statement of Changes in Stockholders' Equity
Six Months Ended August 31, 2001
Unaudited-Prepared by Management
U.S. Dollars
Additional Compre- Accumu- Total
Paid in hensive lated Stockholder
Shares Amount Capital Income Deficit Equity (Deficit)
Balance
Date of incorporation
May 27, 1999 - $ - $ - $ - $ - $ -
Issuance of common
stock for organizational
expense 500,000 500 155 - - 655
Issuance of common
stock for a license 2,000,000 2,000 - - - 2,000
Note 3
Net loss for the period - - - - (3,855) (3,855)
Balance-February 28
2000 2,500,000 2,500 155 - (3,855) (3,855)
Net loss for the year - - - - (1,500) (1,500)
Balance-February 28
2001 2,500,000 2,500 155 - (5,355) (2,700)
Net loss for the period - - - - - -
Balance-August 31
2001 2,500,000 2,500 155 - (5,355) (2,700)
See accompanying notes
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Cambridge Creek Companies, Ltd.
A Development Stage Company
Statement of Cash Flows
Six Months Ended August 31, 2001
Unaudited-Prepared by Management
U.S. Dollars
August 31,2001 August 31,2001
Operating Activities
Net income (loss) $ - $ -
Adjustments to reconcile net income (loss) to net
cash used by operating activities - -
Changes in operating assets and liabilities - -
Net cash provided by (used by) operating activities - -
Investing Activities - -
Financing Activities - -
Effect of foreign currency translation on cash - -
Inflow (outflow) of cash - -
Cash, beginning of period - -
Cash, end of period $ - $ -
Non Cash Financing Activities $ - $ -
Supplemental information
Interest paid $ - $ -
Shares issued for services $ - $ -
Corporate income taxes paid $ - $ -
See accompanying notes
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Cambridge Creek Companies, Ltd.
Notes to Financial Statements
Six Months Ended August 31, 2001
Unaudited-Prepared by Management
U.S. Dollars
1. ORGANIZATION AND BASIS OF PRESENTATION The Company was incorporated May 27,
1999 under the laws of the State of Nevada, is a development stage company and
has had no operations other than organizational and administrative activities.
Effective September 4, 2001 the Company was acquired by and merged with Apache
Motor Corporation (formerly Vitaminoverrun.com Corp.), also a Nevada
corporation. As a result of the merger and subsequent to September 4, 2001, the
Company no longer exists as a separate entity.
2. LICENSES The Company acquired a license to market and distribute a product.
This license was cancelled. As a replacement for this license, the Company was
granted rights to market and distribute vitamins, minerals, nutritional
supplements and other health and fitness products. The original license was
granted to the Company by a partnership for consideration of 2,000,000 common
shares valued at $2,000.00. These shares were paid evenly to the ten partners.
The replacement license was granted by the same partnership. The general manager
of that partnership was, at the time, the spouse of a (former) director and
officer of the Company. All costs of acquiring the licenses have been written
off. The license referred to above was acquired on July 1, 1999 for a term of
three years. To date, no sales have occurred.
3. BASIS OF ACCOUNTING PRESENTATION These unaudited financial statements
have been prepared by management in accordance with generally accepted
accounting principles in the United States for interim financial information,
are condensed and do not include all disclosures required for annual financial
statements. The organization and business of the Company, accounting policies
followed by the Company and other information are contained in the notes to the
Company's audited financial statements filed as part of the Company's Form
10-SB. In the opinion of the Company's management, these financial statements
reflect all adjustments necessary to present fairly the Company's financial
position at August 31, 2001 and the results of its operations for the six months
then ended. The results of operations for the six months ended August 31, 2001
are not necessarily indicative of the results to be expected for the entire
fiscal year (see also Note 1 above).
4.COMMON STOCK During the six months ended August 31, 2001 there were no
additional shares of common stock issued.
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Item 2. Management's Discussion and Analysis or Plan of Operation.
The following discussion should be read in conjunction with the accompanying
unaudited financial statements for the three and six months ended August 31,
2001 prepared by management and the audited financial statements for the period
from the date of incorporation May 27, 1999 to February 28, 2000 as presented in
the Company's Form 10 SB and for the year ended February 28, 2001 as presented
in the Company's Form 10K SB.
Special Note Regarding Forward Looking Statements Certain statements in this
report and elsewhere (such as in other filings by the Company with the
Securities and Exchange Commission ("SEC"), press releases, presentations by the
Company of its 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. Actual
results may materially differ from any forward-looking statements. Factors that
might cause or contribute to such differences include, among others, competitive
pressures and constantly changing technology and market acceptance of the
Company's products and services. The Company undertakes no obligation to
publicly release the result of any revisions to these forward-looking
statements, which may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
The Company's Services
The Company's operations currently consist of activities in investigating
business opportunities. No planned principal activities have yet begun. The
Company is actively seeking further opportunities, either by starting up a
business, acquiring an existing business, by merging with a business or through
some other method.
Subsequent Events
Effective September 4, 2001 the Company was acquired by and merged with Apache
Motor Corporation (formerly Vitaminoverrun.com Corp.)
Results of Operations
Comparison of the three and six months ended August 31, 2001 with the
comparative prior period.
No revenue was recorded during the three or six month periods ended August 31,
2001 and no revenue was recorded during the same periods of the prior year. Net
(loss) for the six months ended August 31, 2001 and 2000 was $nil. The Company
incurred $0 in expenditures during these periods. To date, the company has
generated no revenues.
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Comparison of Financial Position at August 31, 2001 with February 28, 2001 The
Company's working capital position remained deteriorated at August 31, 2001 with
current liabilities of $2,700 in excess of current assets of $nil. At February
28, 2001 the Company had a working capital deficit of $2,700.
Liquidity and Capital Resources
The Company may not be successful in its efforts to raise equity financing and
/or attain profitable operations. There is doubt regarding the Company's ability
to continue as a going concern. (see also Note 1 above)
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
No change since previous filing.
Item 2. Changes in Securities.
Options Granted Date Exercise Price Expiry Date
None
Common Stock Issued Date Consideration
None
Item 3. Defaults Upon Senior Securities.
No change since previous filing.
Item 4. Submission of Matters to a Vote of Security Holders.
No change since previous filing.
Item 5. Other Information.
No change since previous filing.
Item 6. Exhibits and Reports on form 8-K.
Form 8-K-12g3 filed by Apache Motor Corporation September 26, 2001
SIGNATURES
In accordance with the requirements of the Exchange Act, The registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
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August 31, 2001 Cambridge Creek Companies, Ltd.
(Registrant)
By: /s/ Douglas Roe
--------------------------------
Douglas Roe
President and Director
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