SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15 (d) of Securities Exchange Act of 1934 For Period ended June 30, 2005 Commission File Number 333-114392 CAMERON INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) NEVADA 51-0477291 (State of Incorporation) (I.R.S. Employer Identification No.) 11677 Montana Avenue, Suite 13, Los Angeles, CA 90049 (Address of Principal Executive Offices) (Zip Code) (310) 476-4826 (Registrant's telephone number, including area code) Check whether the registrant (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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] There were 1,480,000 shares of Common Stock outstanding as of June 30, 2005. PART 1. FINANCIAL INFORMATION PRESENTATION OF UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS The unaudited consolidated financial statements have been prepared in accordance with rules of the Securities and Exchange Commission and, therefore, do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows, in conformity with generally accepted accounting principles. The information furnished in the opinion of management, reflects all adjustments necessary to present fairly, and not misleading, the financial position as of June 30, 2005 and results of operations and cash flows for the six months ended June 30, 2005 and 2004. The results of operations are not necessarily indicative of results, which may be expected for any other interim period, or for the year as a whole. 1 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Balance Sheets - -------------------------------------------------------------------------------- As of As of June 30, December 31, 2005 2004 ------- ------- ASSETS CURRENT ASSETS Cash $ 6,663 $ 3,791 ------- ------- TOTAL CURRENT ASSETS 6,663 3,791 ------- ------- TOTAL ASSETS $ 6,663 $ 3,791 ======= ======= LIABILITIES & STOCKHOLDERS' EQUITY TOTAL LIABILITIES $ -- $ -- STOCKHOLDERS' EQUITY Common stock, ($.001 par value, 50,000,000 shares authorized: 1,480,000 shares issued and outstanding as of June 30, 2005 and December 31, 2004) 1,480 1,480 Additional paid-in capital 4,320 4,320 Retained Earnings 2,872 -- Deficit accumulated during development stage (2,009) (2,009) ------- ------- TOTAL STOCKHOLDERS' EQUITY 6,663 3,791 ------- ------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 6,663 $ 3,791 ======= ======= See Notes to Financial Statements 2 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Statements of Operations - -------------------------------------------------------------------------------- December 30, 1999 Six Months Six Months Three Months Three Months (inception) Ended Ended Ended Ended through June 30, June 30, June 30, June 30, June 30, 2005 2004 2005 2004 2005 ----------- ----------- ----------- ----------- ----------- REVENUES Revenues $ 14,250 $ -- $ 13,250 $ -- $ 14,250 ----------- ----------- ----------- ----------- ----------- TOTAL REVENUES 14,250 -- 13,250 -- 14,250 GENERAL & ADMINISTRATIVE EXPENSES 11,378 120 8,172 -- 13,387 ----------- ----------- ----------- ----------- ----------- TOTAL GENERAL & ADMINISTRATIVE EXPENSES 11,378 120 8,172 -- 13,387 ----------- ----------- ----------- ----------- ----------- NET INCOME (LOSS) $ 2,872 $ (120) $ 5,078 $ -- $ 863 =========== =========== =========== =========== =========== BASIC EARNINGS (LOSS) PER SHARE $ 0.00 $ 0.00 $ 0.00 $ 0.00 =========== =========== =========== =========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 1,480,000 1,480,000 1,480,000 1,479,945 =========== =========== =========== =========== See Notes to Financial Statements 3 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Statement of Changes in Stockholders' Equity From December 30, 1999 (inception) through June 30, 2005 - -------------------------------------------------------------------------------- Deficit Accumulated Common Additional Stock During Common Stock Paid-in Subscription Development Retained Stock Amount Capital Receivable Stage Earnings Total ----- ------ ------- ---------- ----- -------- ----- Balance, December 30, 1999 -- $ -- $ -- $ -- $ -- $ -- $ -- Net lncome, December 31, 1999 -- -- -- ---------- ------- ------ ----- ------- ------- -------- BALANCE, DECEMBER 31, 1999 -- -- -- -- -- -- -- ========== ======= ====== ===== ======= ======= ======== Net lncome, December 31, 2000 -- -- -- ---------- ------- ------ ----- ------- ------- -------- BALANCE, DECEMBER 31, 2000 -- -- -- -- -- -- -- ========== ======= ====== ===== ======= ======= ======== Net lncome, December 31, 2001 -- -- -- ---------- ------- ------ ----- ------- ------- -------- BALANCE, DECEMBER 31, 2001 -- -- -- -- -- -- -- ========== ======= ====== ===== ======= ======= ======== Net lncome, December 31, 2002 -- -- -- ---------- ------- ------ ----- ------- ------- -------- BALANCE, DECEMBER 31, 2002 -- -- -- -- -- -- -- ========== ======= ====== ===== ======= ======= ======== Common stock issued on August 15, 2003 to directors for services @ $0.001 per share 1,000,000 1,000 -- -- 1,000 Common stock issued on September 1, through December 31, 2003 for cash @ $0.01 per share 470,000 470 4,230 (400) (4,300 Net loss, December 31, 2003 (1,053) (1,053) ---------- ------- ------ ----- ------- ------- -------- BALANCE, DECEMBER 31, 2003 1,470,000 1,470 4,230 (400) (1,053) 4,247 ========== ======= ====== ===== ======= ======= ======== Common stock issued on January 2, 2004 for cash @ $0.01 per share 10,000 10 90 100 Stock subscription receivable 400 400 Net loss Decmber 31, 2004 (956) (956) ---------- ------- ------ ----- ------- ------- -------- BALANCE, DECEMBER 31, 2004 1,480,000 $ 1,480 $4,320 $ -- $(2,009) $ -- $ 3,791 ========== ======= ====== ===== ======= ======= ======== Net loss, June 30, 2005 2,872 2,872 ---------- ------- ------ ----- ------- ------- -------- BALANCE, JUNE 30, 2005 1,480,000 $ 1,480 $4,320 $ -- $(2,009) $ 2,872 $ 6,663 ========== ======= ====== ===== ======= ======= ======== See Notes to Financial Statements 4 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Statements of Cash Flows - -------------------------------------------------------------------------------- December 30, 1999 Six Months Six Months Three Months Three Months (inception) Ended Ended Ended Ended through June 30, June 30, June 30, June 30, June 30, 2005 2004 2005 2004 2005 ------- ------- ------- ------- ------- CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $ 2,872 $ (120) $ 5,078 $ -- $ 863 Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Common stock issued for services -- -- -- -- 1,000 ------- ------- ------- ------- ------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 2,872 (120) 5,078 -- 1,863 CASH FLOWS FROM INVESTING ACTIVITIES NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- -- -- -- CASH FLOWS FROM FINANCING ACTIVITIES Common stock issued for cash -- -- -- 4,800 Stock subscription receivable -- -- -- -- ------- ------- ------- ------- ------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES -- -- -- -- 4,800 ------- ------- ------- ------- ------- NET INCREASE (DECREASE) IN CASH 2,872 (120) 5,078 -- 6,663 CASH AT BEGINNING OF PERIOD 3,791 4,747 1,585 4,627 -- ------- ------- ------- ------- ------- CASH AT END OF PERIOD $ 6,663 $ 4,627 $ 6,663 $ 4,627 $ 6,663 ======= ======= ======= ======= ======= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Interest paid $ -- $ -- $ -- $ -- $ -- ======= ======= ======= ======= ======= Income taxes paid $ -- $ -- $ -- $ -- $ -- ======= ======= ======= ======= ======= See Notes to Financial Statements 5 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Notes to Financial Statements As of June 30, 2005 NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS Cameron International, Inc (the Company) was incorporated under the laws of the State of Nevada on December 30, 1999. The Company is in the development stage. Its activities to date have been limited to capital formation, organization, set-up of a website, and development of its business plan and a target customer market. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A. BASIS OF ACCOUNTING The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a December 31, year-end. B. BASIC EARNINGS PER SHARE In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. SFAS No. 128 supersedes the provisions of APB No. 15, and requires the presentation of basic earnings (loss) per share and diluted earnings (loss) per share. The Company has adopted the provisions of SFAS No. 128 effective December 30, 1999 (inception). Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company. C. CASH EQUIVALENTS The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. D. INCOME TAXES Income taxes are provided in accordance with Statement of Financial Accounting Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carryforwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. 6 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Notes to Financial Statements As of June 30, 2005 NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) D. INCOME TAXES (CONTINUED) Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. NOTE 3. WARRANTS AND OPTIONS There are no warrants or options outstanding to acquire any additional shares of common. NOTE 4. GOING CONCERN The accompanying financial statements are presented on a going concern basis. The Company generated net income of $863 during the period from December 30, 1999 (inception) through June 30, 2005. The Company's minimal activity raises substantial doubt about the Company's ability to continue as a going concern. Because the Company is currently in the development stage and has minimal expenses, management believes that the company's current cash of $6,663 is sufficient to cover the expenses they will incur during the next twelve months. Management plans to raise additional funds through debt or equity offerings. Management has yet to decide what type of offering the Company will use or how much capital the Company will attempt to raise. There is no guarantee that the Company will be able to raise any capital through any type of offerings. NOTE 5. RELATED PARTY TRANSACTION The Company neither owns nor leases any real or personal property. A director provides office services without charge. Such costs are immaterial to the financial statements and accordingly, have not been reflected therein. The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities as they become available, such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution of such conflicts. 7 CAMERON INTERNATIONAL, INC. (A Development Stage Company) Notes to Financial Statements As of June 30, 2005 NOTE 6. STOCK TRANSACTIONS Transactions, other than employees' stock issuance, are in accordance with paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair value of the consideration received. Transactions with employees' stock issuance are in accordance with paragraphs (16-44) of SFAS 123. These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable. On February 2, 2004 the Company split its common stock ten for one (10:1) from 148,000 to 1,480,000 shares outstanding. All stock transactions have been retroactively restated to reflect the ten for one stock split. On August 15, 2003 the Company issued 1,000,000 shares of common stock to a director for services rendered valued at $0.001 per share. On September 1, through December 31, 2003 the Company issued 470,000 shares of common stock for cash at $0.01 per share. On January 2, 2004 the Company issued 10,000 shares of common stock for cash at $0.01 per share. As of June 30, 2005 the Company had 1,480,000 shares of common stock issued and outstanding. NOTE 7. STOCKHOLDERS' EQUITY The stockholders' equity section of the Company contains the following classes of capital stock as of June 30, 2005: * Common stock, $ 0.001 par value: 50,000,000 shares authorized; 1,480,000 shares issued and outstanding. 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. CERTAIN FORWARD-LOOKING INFORMATION Information provided in this Quarterly report on Form 10QSB may contain forward-looking statements within the meaning of Section 21E or Securities Exchange Act of 1934 that are not historical facts and information. These statements represent the Company's expectations or beliefs, including, but no limited to, statements concerning future and operating results, statements concerning industry performance, the Company's operations, economic performance, financial conditions, margins and growth in sales of the Company's products, capital expenditures, financing needs, as well assumptions related to the forgoing. For this purpose, any statements contained in this Quarterly Report that are not statement of historical fact may be deemed to be forward-looking statements. These forward-looking statements are based on current expectations and involve various risks and uncertainties that could cause actual results and outcomes for future periods to differ materially from any forward-looking statement or views expressed herein. The Company's financial performance and the forward-looking statements contained herein are further qualified by other risks including those set forth from time to time in the documents filed by the Company with the Securities and Exchange Commission, including the Company's most recent audited financials included in their SB-2 Registration Statement. CONDITION AND RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2005 Our current cash balance is $6,663. Revenues were $13,250 for the quarter ending June 30, 2005 and -0- for the same quarter ending 2004. Operating Expenses were $8,172 for the quarter ended June 30, 2005 and -0- for the same period in 2004. We are in the initial phase of our principal operations and minimal revenues have been generated to date. As of the date of this filing, we have taken the following steps: developed our business plan, begun our company's marketing, begun sales, secured the URL CameronAgency.com, initiated our website, and registered the securities sold in September 2003 through January 2004 with the Securities and Exchange Commission. The securities were registered for resale on behalf of the company's shareholders and at the company's expense. Our business plan includes a need for cash of $192,500 by the end of October 2005. We plan to raise this capital through the sale of equity securities during the months of September and October 2005, however, at this time we do not have any agreements with or commitments from any financial source to provide this capital. During 2005, after raising funding, we intend to hire the following employees, and execute the following portions of our business plan: We will hire one marketing manager at a cost of $20,000 who will create, develop, and implement marketing programs for our company and our clients. We will hire one search engine placement expert at a cost of $12,000. They will create search engine optimization strategy for our web site by drafting the text in a fashion whereby the programming will attract search engines to list the site. This is done by targeting keywords or phrases related to the marketing industry. We intend to hire one office employee/bookeeper at a cost of $15,000. We also plan to purchase computers, furniture, and equipment at a cost of $25,000. We will also incur website development costs of $90,000 which will include site design, page design, graphic design, and software programming. We plan to budget $15,000 for rent and other operating expenses such as utilities, phone, faxes and general business related expenses from November 2005 through May 2006. We plan to begin marketing the company by listing on search engines in December 2005 spending $20,000 through March 2006. 9 RISKS Investors in Cameron International, Inc. should carefully consider the following material risk factors associated with our plans and product: WE ARE A DEVELOPMENT STAGE COMPANY WITH A LIMITED OPERATING HISTORY. WE HAVE TAKEN INITIAL STEPS IN FURTHERANCE OF OUR PLAN OF OPERATION. WE EXPECT TO INCUR OPERATING LOSSES FOR THE FORESEEABLE FUTURE. We have begun our sales, however, we have not yet become profitable. While we expect sales to continue, we expect we will incur losses into the foreseeable future. We recognize that if we are unable to generate significant revenues from our business development, we will not be able to achieve profitability or continue operations. OUR FINANCIAL STATUS CREATES A DOUBT WHETHER WE WILL CONTINUE AS A GOING CONCERN. OUR INDEPENDENT AUDITORS HAVE ISSUED AN AUDIT OPINION FOR CAMERON INTERNATIONAL WHICH INCLUDES A STATEMENT DESCRIBING OUR GOING CONCERN STATUS. IF OUR BUSINESS PLAN FOR THE FUTURE IS NOT SUCCESSFUL, INVESTORS WILL LIKELY LOSE ALL OF THEIR INVESTMENT IN OUR STOCK. As described in Note 4 of our accompanying financial statements, our losses to date and our lack of any guaranteed sources of future capital create substantial doubt as to our ability to continue as a going concern. If our business plan does not work, we could remain as a start-up company with limited material operations, revenues, or profits. CAMERON INTERNATIONAL HAS MINIMAL SALES, NO PROVEN MARKET, AND UNKNOWN CONSUMER DEMAND. IN AN EXTREME CASE, WITHOUT SIGNIFICANT USER DEMAND FOR OUR SERVICES, THE COMPANY COULD HAVE CONTINUED NEGATIVE CASH FLOW AND BE UNABLE TO REMAIN IN BUSINESS. The lack of a proven market for our services means that the true market for this product may be minor or nonexistent. This could result in little or no product sales, possibly resulting in the loss of all of our shareholders' investment in our company and the cessation of our business. OUR BUSINESS STRATEGY REQUIRES US TO RAISE CASH OF $192,500. WITHOUT THIS FUNDING, WE COULD REMAIN AS A DEVELOPMENT STAGE COMPANY WITH LIMITED OPERATIONS, REVENUES, OR PROFITS AND MAY BE ONLY PARTIALLY SUCCESSFUL OR COMPLETELY UNSUCCESSFUL IN IMPLEMENTING OUR BUSINESS PLAN, RESULTING IN OUR SHAREHOLDERS LOSING PART OR ALL OF THEIR INVESTMENT. We require new funding of $192,500 in order to complete our business plan. We have not determined a source of this funding. We currently have no funding commitments from any individuals or entities. We intend to use funding we receive to provide cash for our business plan during the next twelve months as we do not anticipate cash flows from sales to begin until the second quarter of 2006. If we use equity capital as a source of 10 funding, potential new shareholders may be unwilling to accept either the likely dilution of their per share value or the high level of risk involved with our unproven services. Without this funding, we may be only partially successful or completely unsuccessful in implementing our business plan, and our shareholders may lose part or all of their investment. WE HAVE OBTAINED A LISTING FOR TRADING OF OUR SHARES ON THE OTC ELECTRONIC BULLETIN BOARD. HOWEVER THERE HAS BEEN NO PUBLIC TRADING ACTIVITY AND OUR INVESTORS SHOULD BE AWARE THEY PROBABLY WILL BE UNABLE TO SELL THEIR SHARES AND THEIR INVESTMENT IN OUR SECURITIES IS NOT LIQUID. We have obtained a listing for trading on the OTC Electronic Bulletin Board (symbol CMRN), however there has been no trading activity, and there is no guarantee of trading volume or trading price levels sufficient for investors to sell their stock, recover their investment in our stock, or profit from the sale of their stock. OUR SOLE DIRECTOR/OFFICER BENEFICIALLY OWNS 68% OF THE OUTSTANDING SHARES OF OUR COMMON STOCK. IF HE CHOOSES TO SELL HIS SHARES IN THE FUTURE, IT MIGHT HAVE AN ADVERSE EFFECT ON THE PRICE OF OUR STOCK. Due to the controlling amount of his share ownership in our company, if our sole director/officer decides to sell his shares in the public market, the market price of our stock could decrease and all shareholders suffer a dilution of the value of their stock. If our director/officer decides to sell any of his common stock, he will be subject to Rule 144 under the 1933 Securities Act. Rule 144 restricts the ability of our director or officer (affiliate) to sell shares by limiting the sales of securities made under Rule 144 during any three-month period to the greater of: (1) 1% of the outstanding common stock of the issuer; or (2) the average weekly reported trading volume in the outstanding common stock reported on all securities exchanges during the four calendar weeks preceding the filing of the required notice of the sale under Rule 144 with the SEC. OUR DIRECTOR/OFFICER BENEFICIALLY OWNS 68% OF THE OUTSTANDING SHARES OF OUR COMMON STOCK. HE WILL CONTROL AND MAKE CORPORATE DECISIONS THAT MAY DIFFER FROM THOSE THAT MIGHT BE MADE BY THE OTHER SHAREHOLDERS. Due to the controlling amount of his share ownership in our company, our sole director/officer will have a significant influence in determining the outcome of all corporate transactions, including the power to prevent or cause a change in control. His interests may differ from the interests of the other stockholders and thus result in corporate decisions that are disadvantageous to other shareholders. THE CURRENT OFFICER, STEPHEN SAMUELS, THE SOLE OFFICER AND DIRECTOR OF THE COMPANY, CURRENTLY DEVOTES APPROXIMATELY TWO TO FOUR HOURS PER WEEK TO COMPANY MATTERS, AND AT THE SAME TIME, HE IS INVOLVED IN OTHER BUSINESS ACTIVITIES. CAMERON'S NEEDS FOR HIS TIME AND SERVICES COULD CONFLICT WITH HIS OTHER BUSINESS ACTIVITIES. THIS POSSIBLE CONFLICT OF INTEREST COULD RESULT IN HIS INABILITY TO PROPERLY MANAGE CAMERON'S AFFAIRS, RESULTING IN CAMERON REMAINING A START-UP COMPANY WITH LIMITED OPERATIONS, REVENUES, AND PROFITS. 11 We have not formulated a plan to resolve any possible conflicts that may arise. While Cameron has not formally adopted a plan to resolve any potential or actual conflicts of interest that exist or that may arise, Mr. Samuels has verbally agreed to limit his role in all other business activities and devote full time services to Cameron after we raise sufficient capital through the sale of securities through a private placement and are able to provide officers' salaries per our business plan. CONTROLS AND PROCEDURES Cameron's chief executive officer and chief financial officer evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-14c under the Securities and Exchange Act of 1934, as amended) within 90 days of the filing date of this Form 10-Q (the Evaluation Date). Based on that evaluation, he concluded that, as of the Evaluation Date, Cameron had sufficient procedures for recording, processing, summarizing and reporting information that is required to be disclosed in its reports under the Securities and Exchange Act of 1934, as amended. Since the Evaluation Date, there have not been any significant changes to Cameron's internal controls or other factors that could significantly affect these controls, including any corrective actions with regard to significant deficiencies and material weaknesses. 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 INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 31 302 Certification of Chief Executive and Chief Financial Officer 32 906 Certification of Chief Executive and Chief Financial Officer 12 SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Company has duly caused this disclosure statement to be signed on its behalf by the undersigned, thereunto duly authorized. CAMERON INTERNATIONAL, INC. Date: 08/11/05 By: /s/ Stephen Samuels ------------------------------------ Stephen Samuels, President 13