SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10QSB
Quarterly Report under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarter Ended Commission File Number
- - ----------------- ----------------------
September 30, 2002 000-31553
HOUSTON OPERATING COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 76-0307819
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(State of incorporation) (I.R.S. Employer
Identification No.)
11145 Rockland Dr., Littleton, 80127
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (720) 981-0523
Indicate by check mark 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 the filing
requirements for at least the past 90 days.
Yes X No
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Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
7,795,171 common shares as of September 30, 2002
FINANCIAL STATEMENTS
HOUSTON OPERATING COMPANY, INC.
HOUSTON OPERATING COMPANY, INC.
BALANCE SHEETS
(Unaudited)
September 30, December 31,
2002 2001
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ASSETS:
Current Assets:
Cash $ 450 $ 541
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Total Current Assets 450 541
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TOTAL ASSETS $ 450 541
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Accounts payable and accrued expenses $ 1,353 $ 1,353
Advances from shareholders' 1,896 1,896
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Total Current Liabilities 3,249 3,249
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Stockholders' Equity (Deficit):
Common stock, $.001 par value; 50,000,000
shares authorized; 7,795,171 shares issued
and outstanding, respectively 7,795 7,795
Additional paid-in capital 38,350 38,350
Retained deficit (48,944) (48,853)
---------------- -------------
Total Stockholders' Equity (Deficit) (2,799) (2,708)
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 450 $ 541
================ =============
See accountants reveiw report.
HOUSTON OPERATING COMPANY, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
September 30,
2002 2001
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REVENUES: $ - $ -
OPERATING EXPENSES:
Sales and marketing - -
General and administrative 62 -
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Total Operating Expenses 62 -
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Net Loss from Operations (62) -
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Other Income and expenses:
Interest income - -
Interest expense - -
Other - -
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- -
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Net Loss $ (62) $ -
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Weighted average number of
shares outstanding 7,795,171 2,795,171
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Basic and diluted net loss per share $ - $ -
========= ==========
See accountants review report.
HOUSTON OPERATING COMPANY, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
Nine Months Ended
September 30,
2002 2001
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REVENUES: $ - $ -
OPERATING EXPENSES:
Sales and marketing - -
General and administrative 91 -
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Total Operating Expenses 91 -
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Net Loss from Operations (91) -
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Other Income and expenses:
Interest income - -
Interest expense - -
Other - -
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- -
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Net Loss $ (91) $ -
========= ==========
Weighted average number of
shares outstanding 7,795,171 2,795,171
========= ==========
Basic and diluted net loss per share $ - $ -
========= ==========
See accountants review report.
HOUSTON OPERATING COMPANY, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended
September 30,
2002 2001
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Cash Flows From Operating Activities:
Net (Loss) $ (91) $ -
Adjustments to reconcile net loss to net cash
used in operating activities:
Stock issued for services - -
Changes in assets and liabilities:
Increase in Advances from Stockholders - -
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- -
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Net Cash Used in Operating Activities (91) -
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Cash Flow From Financing Activities:
Issuance of Common Stock - -
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Net Cash Provided By Financing Activites - -
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Increase (Decrease) in Cash (91) -
Cash and Cash Equivalents - Beginning of period 450 -
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Cash and Cash Equivalents - End of period $ 512 $ -
========= =========
Supplemental Cash Flow Information:
Interest paid $ - $ -
========= =========
Taxes paid $ - $ -
========= =========
See accountants reveiw report.
HOUSTON OPERATING COMOPANY, INC.
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited)
Additional
Common Stock Paid-In Accumulated
Shares Amount Capital Deficit Totals
------ ------ ------- ------- ------
Balance - December 31, 1997 2,795,171 $ 2,795 $ 28,820 $ (38,874) $ (7,259)
Net loss for period - - - (1,725) (1,725)
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Balance - December 31, 1998 2,795,171 2,795 28,820 (40,599) (8,984)
---------- ------- -------- ---------- ---------
Conversion of loan payable to additional paid-in
capital - - 9,530 - 9,530
Net loss for year - - - (1,000) (1,000)
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Balance - December 31, 1999 2,795,171 2,795 38,350 (41,599) (454)
---------- ------- -------- ---------- ---------
Stock issuance for cash 1,000,000 1,000 - - 1,000
Stock issuance for services 4,000,000 4,000 - - 4,000
Net loss for year - - - (7,254) (7,254)
---------- ------- -------- ---------- ---------
Balance - December 31, 2000 7,795,171 7,795 38,350 (48,853) (2,708)
---------- ------- -------- ---------- ---------
Net loss for period - - - (91) (91)
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Balance - September 30, 2002 7,795,171 $ 7,795 $ 38,350 $ (48,944) $ (2,799)
---------- ------- -------- ---------- ---------
See accountants reveiw report.
HOUSTON OPERATING COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
Note 1. Presentation of Interim Information
In the opinion of the management of Houston Operating Company, Inc., the
accompanying unaudited financial statements include all normal adjustments
considered necessary to present fairly the financial position as of September
30, 2002, and the results of operations for the nine months ended September 30,
2002 and cash flows for the nine months ended September 30, 2002. Interim
results are not necessarily indicative of results for a full year.
The financial statements and notes are presented as permitted by Form 10-Q, and
do not contain certain information which would be included in the Company's
audited financial statements and notes .
MANAGEMENT DISCUSSION & ANALYSIS RESULT OF OPERATION FOR THE QUARTER ENDED
SEPTEMBER 30, 2002 COMPARED TO QUARTER ENDED SEPTEMBER 30, 2001.
The Company had no revenues or operations for the period in 2002 or 2001. The
Company incurred $62 in expenses in the quarter in 2002 and no expenses in the
quarter in 2001. The net profit/loss for the quarter was ($62) in 2002 and $0 in
2001. Loss per share was nominal in 2002 and none in 2001 for the quarter.
RESULTS OF OPERATIONS FOR NINE MONTHS ENDED SEPTEMBER 30, 2002 COMPARED TO SAME
PERIOD IN 2001.
The Company had no revenues or operations for the nine month period in 2002 or
2001. The Company incurred $91 in miscellaneous expenses in the period in 2002
and no expenses in the period in 2001. The net loss for the nine month period
was ($91) in 2002 and $0 in 2001. Loss per share was nominal in 2002 and none in
2001 for the period.
LIQUIDITY AND CAPITAL RESOURCES
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 and Exchange Act of 1934. The Company will have to seek loans or
equity placements to cover such cash needs. In the event the Company isable to
complete a business combination during this period, lack of its existing capital
may be a sufficient impediment to prevent it from accomplishing the goal of
completing a business combination. There is no assurance, however, that without
funds it will ultimately allow registrant to complete a business combination.
Once a business combination is completed, the Company's needs for additional
financing are likely to increase substantially.
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.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULT UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
Appointment of New Directors and Resignation of Directors
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Reports on Form 8-K were made for the period for which
this report is filed.
Exhibit 99.14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: November 14, 2002
HOUSTON OPERATING COMPANY
/s/J.R. Nelson
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J.R. NELSON, President
EXHIBIT 99.14
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Amended Quarterly Report of Houston Operating Company
(the "Company") on Form 10-QSB for the period ending September 30, 2002 as filed
with the Securities and Exchange Commission on the date hereof (the "Report").
I, J.R. Nelson, President, CEO, and CFO of the company, certify, pursuant to 18
USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002, that to the best of my knowledge and belief.
(1) The Report fully complies with the requirements of Section 13(a)
or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of
operations of the Company.
/s/J.R. Nelson
--------------------------------
J.R. Nelson, President/CEO/CFO
Dated: 11/14/02