[X] QUARTERLY REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 2001
[ ] 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: ___________
UNITED NATIONAL FILM CORPORATION
(Exact name of Small Business Issuer as specified in its charter)
Colorado
84-1092589
(State or other jurisdiction of
(I.R.S. Employer Identification No.)
incorporation or organization)
6363 Christie Avenue
Emeryville, CA 94608
(Address of Principal Executive Offices)
(510) 653-7020
(Issuer's telephone number)
Check whether the issuer: (1) filed all reports required
to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 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 such
filing requirements for the past 90 days.
Yes X
No
The number of shares outstanding of the issuer's Common Stock,
$.001 par
value, as of March 31, 2001 was 6,626,983 shares.
UNITED NATIONAL FILM CORPORATION
INDEX
Page Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated
Balance Sheet as of March 31, 2001
2
(unaudited)
Consolidated
Statements of Operations (unaudited) for the
period ended
March 31, 2001
3
Consolidated
Statements of Cash Flows (unaudited) for the
period ended
March 31, 2001
4
Notes to the financial statements 5-6
Item 2. Management's discussion and analysis of financial
condition
and results of operations
6
PART II - OTHER INFORMATION 6
Item 1 Legal Proceedings 6
Item 2 Changes in Securities 6
Item 3 Defaults Upon Senior Securities 6
Item 4 Submission of Matters to a Vote of Security Holders 7
Item 5 Other Information 7
Item 6. Exhibits and Reports on Form 8-K 7
Signature
7
PART 1 FINANCIAL INFORMATION
The condensed consolidated interim financial statements included
herein
have been prepared by the Company, without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been
condensed or omitted pursuant to such rules and regulations, although
the
Company believes that the disclosures made are adequate to make
the
information disclosed not misleading. It is suggested that
the condensed
consolidated interim financial statements be read in conjunction
with the
consolidated financial statement and the notes thereto included
in the
Company Annual Report on Form 10-K for the year ended June 30,
2000.
The accompanying consolidated interim financial statements have
been
prepared, in all material respects, in conformity with the standards
of
accounting measurements set forth in Accounting Principles Board
Opinion
No. 28 and reflect, in the opinion of management, all adjustments,
which
are of a normal recurring nature, necessary to summarize fairly
the
financial position and results of operations for such periods.
The results
of operations for such interim periods are not necessarily indicative
of
the results to be expected for a full year.
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
March 31, March 31,
2001 2000
ASSETS
CURRENT ASSETS:
Cash
$ 141
4,771
TOTAL CURRENT ASSETS
$ 141
4,771
FILM COSTS AND PRODUCTION RIGHTS 64,500 64,500
Total 64,641 69,271
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts Payable
0 12,000
Accrued Expenses
$ 10,400
5,000
Note payable
50,000 50,000
TOTAL CURRENT LIABILITIES
60,400 67,000
LOAN FROM SHAREHOLDER
8,750 3,500
PAYMENT OF EXPENSES BY SHAREHOLDER
3,652
0
STOCKHOLDERS' EQUITY:
Preferred stock - $.01 par,
3,000,000 shares
authorized, 100,000 Series A shares
issued and outstanding and 21,500
Series B issued and outstanding
1,215 1,215
Common stock - $.001 par,
30,000,000 shares
Authorized, 6,626,983 shares
issued and outstanding
6,626 6,187
Paid in capital 205,313 205,313
Accumulated deficit (221,315) (203,793)
TOTAL STOCKHOLDERS' EQUITY (8,161) (10,187)
$ 64,641
69,271
See notes to financial statements
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF OPERATIONS
Three Months ended Three Months
ended
March 31,2001
March 31, 2000
REVENUE $ 0 $ 0
COST OF REVENUES 0 0
GROSS PROFIT 0 0
EXPENSES:
General and Administrative
4,379
0
NET LOSS
4,379
0
BASIC LOSS PER SHARE
0
0
WEIGHTED AVERAGE SHARES OUTSTANDING
6,626,983
6,391,983
See notes to financial statements
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF CASH FLOWS
Three months ended March 31,
2001
2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)
$(4,379)
0
Changes in operating assets and liabilities:
Decrease (increase)
in accounts
0
0
Total adjustments:
0
0
NET INCREASE (DECREASE) IN CASH 23 3,859
CASH AT BEGINNING OF PERIOD 118 912
CASH AT END OF PERIOD
$ 141
4,771
See notes to financial statements
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION AND BUSINESS DESCRIPTION
United National Film Corp. ("the Company") is a Colorado corporation.
The
Company is engaged in the acquisition and development of properties
for, and the production of, television series, television specials, made-for-home
television motion pictures and feature length motion pictures for domestic
and international distribution.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Accounting Estimates - The preparation of financial statements
in
conformity with generally accepted accounting principles requires
managementto make estimates and assumptions that effect 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.
B. Film Costs and Program Rights - Film costs and program rights
("project
cost") which include acquisition and development costs such as
story rights,scenario and scripts, direct production costs including salaries
and costs of talent, production overhead and post-production costs are
deferred and amortized by the "individual-film-forecast-computation method"
as required by Statement of Financial Standards No. 53.
C. Fair Value of Financial Instruments - The carrying amounts reported
in
the balance sheet for cash, accounts and notes payable and accrued
expenses approximate fair value based on the short term maturity
of these instruments.
D. Cash Equivalents - The Company considers all highly liquid temporary cash investments, with an original maturity of three months or less when purchased,to be cash equivalents.
E. Revenue Recognition - The Company derived revenues primarily
from
providing production services to third parties and exploiting projects
originally developed by the Company in which it retains an ownership
interest. Revenues from being a provider of contract production
services
are recognized using the percentage of completion method, recognizing
revenue relative to the proportionate progress on such contracts
as
measured by the ratio which project costs incurred by the Company
to date
bear to the total anticipated costs of each project. Amounts advanced
under such contracts are deferred and not recognized as revenue until obligations
under such contracts are performed.
3. RELATED PARTY TRANSACTIONS
None.
4. NOTES PAYABLE
Pursuant to the acquisition of the screenplay titled, "Molly and
Lawless
John", a note was issued for $50,000 which was due on January 15,
1999. The payment date on this note has been indefinitely extended by the
holder of
the note.
5. LOANS DUE TO SHAREHOLDER
In April 1999, a non-interest bearing loan was made to the Company
from the Chief Executive Officer in the amount of $1,500. This note
remains
outstanding. In January 2001, the president of the company
loaned the company $750. The loan is non-interest bearing and is
to be paid out of future revenues. The president of the company also
paid the following costs on behalf of the company:
Office expense: $ 84.03
Telephone
233.64
Web site fee 134.85
Printing and mail 213.74
Advertising/Promo 47.16
Travel
3,097.38
Fees
525.38
Bank costs
45.05
6. STOCK ISSUED.
None.
7. GENERAL
Reference is made to the financial statements included in the Company's
Annual Report (Form 10-K) filed with the Securities and Exchange
Commission for the year ended June 30, 2000.
The Company began its operation in February 1998. The financial
statements for the period ended December 31, 1999 are unaudited but include
all adjustments which, in the opinion of management, are necessary
for a
fair presentation of the results of operations for the period then
ended.
All such adjustments are of a normal recurring nature. The
results of
the Company's operations for any interim period are not necessarily
indicative of the results of the Company's operations for a full
fiscal year.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The Company is a development stage enterprise with no expenses incurred
during the period. The Company is engaged in active negotiations
with a
potential funding source from Ireland for one or more of its screenplays.
In addition, the Company is continuing to seek funding for the
distribution of its children's animation film, "Snappy Sings",
an educational short. The
Company is exploring the licensing of film rights to Internet broadcasting
companies and has discussed through third parties the suitability
of
several films in the Western genre to which the Company has access.
The company has been approached by a suitor company that is requesting
a merger and reverse take-over of the company. A preliminary terms
sheet has been issued by the suitor company. However, no terms sheet has
been agreed upon or signed by the company. Active negotiations continue
with the suitor company and any definitive agreement will be subject to
shareholder approval.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company has initiated legal proceedings to cancel certain stock certificates. The basis of the lawsuit is the failure of the recipients of the stock certificates to deliver consideration for the shares. Settlement negotiations relating to the lawsuit are in progress. The company is hopeful that the lawsuit will be settled during the next fiscal year.
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.
(a) Exhibits
none
(b) Reports on Form 8-K.
None.
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.
UNITED NATIONAL FILM CORP.
By: /s/ Deno Paoli
President
Date: April 11, 2001