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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JULY 31, 2004.
OR
/ / 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: 0-9060
ROCKY MOUNTAIN MINERALS, INC.
(Exact name of Registrant as specified in its Charter)
Wyoming 83-0221102
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
2480 North Tolemac Way, Prescott, AZ 86305
(Address of principal executive offices and Zip Code)
(928) 778-1450 www.rockymountainminerals.com
(Registrant's telephone number) (Internet Website)
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 such filing requirements for the past 90 days:
Yes / X / No / /
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
Class Outstanding at July 31, 2004
Common stock, $.001 par value 100,712,039 shares
ROCKY MOUNTAIN MINERALS, INC.
INDEX TO FORM 10-Q
PART 1. FINANCIAL INFORMATION:
Item 1. Financial Statements PAGE
Balance Sheet, October 31, 2003 (audited)
and July 31, 2004 (unaudited) . . . . . . . . . 1- 2
Statements of Operations for the
Nine Months and Three Months
ended July 31, 2004 and 2003 (unaudited). . . . 3
Statements of Cash Flows for the Nine Months
Ended July 31, 2004 and 2003 (unaudited). . . . 4
Notes to Financial Statements (unaudited). . . 5 - 6
Item 2. Management's Discussion and Analysis
of Financial Condition and
Results of Operations . . . . . . . . . . . . 6 - 12
PART II. OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K . . . . . . 12 - 13
Signatures . . . . . . . . . . . . . 13
PART I. FINANCIAL INFORMATION
ITEM 1. ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
BALANCE SHEET
ASSETS
(Amounts in thousand, except per share data)
October 31, July 31,
2003 2004
(Audited) (Unaudited)
ASSETS
Current Assets:
Cash $ 4 $ 3
Assets held for sale 150 150
_______ _______
Total current assets 154 153
Investment in joint venture 358 358
TOTAL ASSETS $ 512 $ 511
See accompanying notes.
(1)
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
BALANCE SHEET
LIABILITIES AND STOCKHOLDERS' EQUITY
(Amounts in thousands, except per share data)
October 31, July 31,
2003 2004
(Audited) (Unaudited)
Total liabilities
Accounts payable $ 5 $ 23
Due to shareholder - 22
Registration costs 40 40
Stockholders' equity:
Preferred Stock; $.05 par value,
$.015 cumulative dividends,
convertible; 44,000,000 shares
authorized, 44,000,000 shares
issued and outstanding 2,200 2,200
Common Stock; $.001 par value,
250,000,000 shares authorized
100,712,039 shares issued and
outstanding 101 101
Capital in excess of par value 3,721 3,721
Deficit accumulated during the
development stage (5,555) (5,596)
_________ _________
Total stockholder's equity 467 426
_________ _________
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 512 $ 511
See accompanying notes.
(2)
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
For the Nine Months For the Three Months
Ended July 31, Ended July 31,
2003 2004 2003 2004
Revenues:
Interest $ - - $ - -
______ _______ ______ ______
- - - -
-
Costs and expenses:
General and administrative 86 41 31 12
Write-down of assets
held for sale 268 --- 268 ---
______ _______ ______ ______
Net loss (Note 2) $ (354) (41) (299) (12)
Loss per share (Note 3): $ * $ * $ * $ *
====== ====== ====== ======
*Less than $0.01 per share.
See accompanying notes.
(3)
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
For the Nine Months Ended July 31,
2003 2004
Cash flows from operating activities:
Net loss $ (86) $ (41)
Adjustments to reconcile net
loss to net cash used in
operating activities:
Depreciation, depletion
and amortization - -
Changes in assets and liabilities:
Accounts receivable - -
Deposits - -
Accounts payable 1 18
Due to shareholder - 22
________ ________
Net cash used in operating
activities (85) (1)
________ ________
Cash flows from investing activities:
Proceeds from sale of assets held
for sale 7 -
________ ________
Net cash provided by
investing activities 7 -
________ ________
Cash flows from financing activities:
- -
________ ________
Net cash from financing activities - -
________ ________
Decrease in cash (78) (1)
Cash at beginning of period 94 4
________ ________
Cash at end of period $ 16 $ 3
===== =====
See accompanying notes.
(4)
ROCKY MOUNTAIN MINERALS, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
The accompanying financial statements of the Company have been prepared in
accordance with accounting principles generally accepted in the United States
of America for interim financial information and with the instructions to Form
10-Q. Certain notes and other information have been condensed or omitted from
the interim financial statements presented in this report. Accordingly, they
do not include all of the information and footnotes required by accounting
principles generally accepted in the United States of America for complete
financial statements. In the opinion of management, the financial statements
reflect all adjustments considered necessary for a fair presentation. The
results of operations for the nine months ended July 31, 2004 and July 31,
2003 are not necessarily indicative of the results to be expected for the
full year. For further information, refer to the financial statements and
footnotes thereto included in the Company's annual report on Form 10-K for
the year ended October 31, 2003 as filed with the Securities and Exchange
Commission.
Note 1: Organization
Rocky Mountain Minerals, Inc (variously the "Company", the "Registrant"
and "RMMI") was incorporated in Wyoming on May 19, 1978 and is considered
to be a mining company in the exploratory stage and a development stage
company as defined by SFAS No. 7, and since inception, has been engaged in
the assessment of resource exploration properties.
Note 2: Income Taxes
No provision for income taxes is required for the period ended July 31,
2004 or 2003, because (a) in management's opinion, the current year will
result in a net operating loss, (b) there are no previous earnings to
which the current year's estimated loss may be carried back, and
(c) there are no recorded income tax deferrals to be eliminated.
Note 3: Loss per Share/Common Stock
Loss per share is based on the weighted average number of shares of
common stock outstanding during the three months ended July 31, 2004 and
2003 of 100,712,039 shares and 88,701,000 shares, respectively, and
during the nine months ended July 31, 2004 and 2003 of 100,712,039
shares and 86,719,000 shares, respectively.
Note 4: Investment in Joint Venture
During the quarter the Company entered into an agreement with Octanex
NL and Strata Resources NL whereby an aggregate of 10 million shares
(5)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
of Common stock in RMMI, previously issued by RMMI to Octanex and Strata,
were reconveyed to RMMI. As consideration for the reconveyance, RMMI's
25% share of the initial net cash proceeds of the BHP Permit Sale
Transaction, up to a limit of (US)$150,000, were offset against seismic
acquisition obligations of RMMI to Octanex/Strata pursuant to the Farmin
Agreement. (See Item 2 Oil & Gas Exploration Activities).
Note 5: Related Party Transactions
Mr E Geoffrey Albers is a director and shareholder of Great Missenden
Holdings Pty Ltd. For the quarterly period ending July 31, 2004, Great
Missenden Holdings granted a loan to the Company of $22,000. At July 31,
2004 an aggregate amount of $22,000 remained payable to Great Missenden
Holdings Pty Ltd on three months notice, bearing interest at 10% per
annum.
The Company also has the use of premises in Australia at 25th Floor,
500 Collins Street, Melbourne, Victoria. The office space is taken
on a nonexclusive basis, with no rent payable, but the usage of the
premises is included in the charges Mr E Geoffrey Albers makes in
respect to the administration of the Company.
With regard to the interest in the Exmouth Joint Venture, Mr. E.
G. Albers is a director and shareholder in each of Octanex NL and
Strata Resources NL. All of these companies, with RMMI, are the
holders of the Exmouth Joint Venture.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
CRITICAL ACCOUNTING POLICIES
The Company has identified the accounting policies described below
as critical to its business operations and the understanding of the
Company's results of operations. The impact and any associated risks
related to these policies on the Company's business operations is
discussed throughout this section where such policies affect the
Company's reported and expected financial results. The preparation
of this Quarterly Report requires the Company to make estimates and
assumptions that affect the reported amount of assets and liabilities
of the Company, revenues and expenses of the Company during the
reporting period and contingent assets and liabilities as of the
date of the Company's financial statements. There can be no assurance
that the actual results will not differ from those estimates.
UNDEVELOPED MINERAL INTERESTS AND OIL AND GAS
PROPERTIES:
The Company utilized the "successful efforts" method of accounting
for undeveloped mineral interests and oil and gas properties.
Capitalized costs were charged to operations at the time the
(6)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
Company determined that no economic reserves existed. Costs of
carrying and retaining undeveloped properties were charged to
expense when incurred. Proceeds from the sale of undeveloped
properties were treated as a recovery of cost. Proceeds in excess
of the capitalized cost realized in the sale of any such properties,
if any, were to be recognized as gain to the extent of the excess.
IMPAIRMENT OF LONG-LIVED ASSETS:
The Company evaluates the potential impairment of long-lived
assets in accordance with Statement of Financial Accounting
Standards No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets. The Company quarterly reviews the amount of
recorded long-lived assets for impairment. If the carrying amount
of a long-lived asset is not recoverable from its undiscounted cash
flows, the Company will recognize an impairment loss in such period.
INVESTMENT IN JOINT VENTURE
The Company's investment in Joint Venture reflects its 25%
interest in two petroleum exploration permits, offshore Western
Australia and the residual interests arising from the transaction
previously referred to with BHP Billiton, including the deferred
consideration and the royalty interest. The capitalized cost
reflects the issue of preferred and common stock at the market
price at the date of stock issuance. In addition, the Company
recorded an estimate of $40,000 for the costs to register the
restricted stock.
RESULTS OF OPERATIONS
BACKGROUND
The Company began operations on May 19, 1978 and is considered
to be a mining and oil and gas royalty company in the exploratory
stage and has had no significant revenues. In 1984 the Company
ceased gold extraction operations at its Rochester, Montana mining
property. During 1988, with the receipt of funding from a stock
purchase agreement, it resumed mineral exploration both at
Rochester and elsewhere in North America and Australia. Despite
detailed geologic investigations by the Company and by leading
gold exploration companies, there was insufficient encouragement
from results to warrant further investigations at Rochester and
elsewhere. The Company later became involved in waste management
activities. Subsequent to October 31, 1991, and following the
sale of the waste management interests, the Company has had
limited receipts and expenditures.
General and administrative expenses decreased for the three
and nine months ending July 31, 2004 as compared to the three
and nine months ended July 31, 2003 primarily due to the
Company's lower level of activity in evaluating various business
opportunities during 2004.
(7)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
In May 2002 and April 2003 the Company sold thirteen patented
mining claims in the Rochester Mining District to Independent
Milling, LLC. The net consideration received by the Registrant
was $82,192. An additional 310 acres of patented mining claims
owned by the Registrant in the Rochester District are also being
held for sale.
The Company plans to seek out further oil and gas exploration
and production properties in the Rocky Mountain region of the U.S.
and also in Australia. The Company has a representative office
in Melbourne, Australia and Prescott, Arizona.
PLAN OF OPERATION
GENERAL
The Registrant is focused on exploration and development of
oil and natural gas resources. Our core business is directed at
the acquisition of interests in oil and gas prospects in the
offshore areas of Australia's territorial waters. We rely on
the considerable experience in the oil and gas industry of our
directors and our consultants to identify and conduct initial
analyses of properties in which we may acquire an interest. We
devote essentially all of our resources to the identification
of high quality oil and gas properties and seek to keep our
overheads at a minimum level through the retention of carefully
selected consultants, contractors and service companies.
We use proven technologies to evaluate prospects before acquiring
a working interest. Generally, we expect to invest in projects
at different levels of participation. We plan to maintain as
high a percentage of participation as can be prudently managed.
We will focus on areas considered to have significant near term
potential for oil or medium term potential for gas, or which
can be farmed out and/or developed in conjunction with other
industry players. We intend to consistently minimize our
financial outlay requirements, wherever possible, through
promoted farm-out transactions to provide maximum leverage
for shareholders at minimal cost.
OIL AND GAS EXPLORATION ACTIVITIES
In April 2003 the Registrant by way of a farmin agreement
("Farmin Agreement") subsequently approved by the Western
Australian Offshore Petroleum Authority (the "Designated
Authority") acquired a 25% interest in the Exmouth Joint
Venture which held two petroleum exploration permits,
WA-322-P and WA-329-P, granted and authorized by the Australian
government in the North West Shelf area of the Carnarvon Basin,
offshore Western Australia, from two Australian public
companies. Mr. E.G. Albers, a member of the Registrant's board,
is also a shareholder and director of these companies. The
area represented by the permits is approximately 356,000 acres,
and the project is known as the Exmouth Joint Venture. In
agreeing to earn a 25% interest in the project, the Registrant
issued 5,000,000 shares of Restricted Common Stock and
19,091,550 shares of Restricted $0.015 Cumulative Convertible
Preferred Stock. The Registrant estimates registration costs
to be $40,000. In October 2003, the Registrant issued an
additional 10,000,000 shares of Restricted Common Stock,
when taken with the previous issue aforesaid, to meet a
(8)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
$969,550 funding requirement associated with the interest.
The initial exploration program has consisted of acquiring
and interpreting existing open-file seismic data including
2D and 3D seismic data sets, and the planned shooting of
new seismic surveying. All subsequent costs above $969,550
relating to the Joint Venture were agreed be shared by the
Exmouth Joint Venture participants in accordance with their
interests as governed by the Joint Venture Operation
Agreement.
In early 2004 the Exmouth Joint Venturers entered into
and subsequently settled an agreement with a subsidiary of
BHP Billiton Petroleum Limited ("BHP Billiton") for the sale
of the whole of the participating interest in WA-322-P to
BHP Billiton. In return BHP Billiton has agreed to the
acquisition and processing of a 55 kms2 of 3D seismic in
the Exmouth Joint Venture's adjacent permit, WA-329-P, as
well as a cash reimbursement, a deferred cash payment
contingent upon BHP Billiton drilling a well in WA-329-P,
and the grant of an overriding royalty interest with
respect to revenue from any future production from WA-322-P,
less applicable petroleum resource rent tax, depending on
the level of aggregate production.
The Exmouth Joint Venture has acquired an extensive
body of existing geological data available in relation to
WA-329-P, including a large amount of seismic data,
together with pertinent existing reports and basic data
collected by previous operators in the area. This data
includes the 800 kms2 reprocessed, combined Swell and Baylis
3-D seismic data set. In addition, BHP Billiton will, at
their cost, acquire and process a new 55 kms2 2-D seismic
program on behalf of the Exmouth Joint Venture in WA-329-P
as part of the terms of their acquisition of WA-322-P,
with the possibility that a further 80 kms2 of ingress data
in WA-329-P, if shot, will be made available to the
Exmouth Joint Venturers.
In July 2004 the Company entered into an agreement
with Octanex NL and Strata Resources NL whereby the 10
million shares of Common stock in RMMI previously issued
by RMMI to Octanex and Strata were agreed to be reconveyed
to RMMI. As consideration for the reconveyance, RMMI's
25% share of the initial net cash proceeds of the BHP
permit sale transaction up to a limit of (US) $150,000,
were offset against existing seismic acquisition obligations
of RMMI to Octanex/Strata pursuant to the Farmin Agreement.
All subsequent Year 2 seismic commitment costs in WA-329-P
are to be shared pro rate between the Exmouth Joint Venture
participants. However, as a result of the transaction
with BHP Billiton it is expected that there will be no
further seismic costs to be born by the Exmouth Joint
Ventures in relation to the year 2 seismic commitment for
WA-329-P, provided that the Designated Authority accepts
the proposition put forward that 55 kms of new 3D seismic
meets the WA-329-P permit commitment of 750 kms of 2D
seismic. A decision from the Designated Authority in
relation to this proposition and the suspension and
extension of Permit WA-329-P remains outstanding.
Exploration permit WA-329-P is currently in Permit Year 2,
ending on September 21, 2004. The work commitment for Permit
Year 2 comprises the acquisition of 750 KMS of 2D seismic,
although this program is currently the subject of a detailed
submission to the Designated Authority to vary this to 55
kms2 of 3D seismic.
(9)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
BHP Billiton is contractually committed to the Exmouth Joint
Venturers to shoot the 55 kms2 of 3D seismic for the benefit
of the Exmouth Joint Venturers in WA-329-P. In addition, BHP
Billiton has also indicated that they will shoot a further 80
kms2 in WA-329-P as ingress data which, if shot, will also be
made available to the Exmouth Joint Venturer. Costs associated
with the shooting of 3D seismic data are usually in the order
of (AUD) $10-12,000 per km2 depending on size of shoot,
weather and other environmental factors. The Exmouth Joint
Venturer has suggested to the Designated Authority (the body
responsible for administering permits on behalf of the
Australian government) that it accept the shooting of 55 kms2
of new 3D seismic in full satisfaction of the 750 kms of 2D
data (or alternatively have suggested 1,100 kms of such data
produced in a 2D format) as fulfilling the Year 2 work
commitment in WA-329-P. BHP Billiton have recently advised,
following extensive tendering by them, that due to a longer
than anticipated environmental approvals process (caused by
the need to "refer" the Environmental Plan pursuant to the),
that the "window of opportunity" allowing their contractor
to acquire 3D seismic survey over part of WA-329-P and other
adjacent areas, was lost. BHP advised that the next available
opportunity to acquire the survey under the existing contract
is in the January to March 2005 timeframe.
As a result, BHP Billiton has sought Designated Authority
approval to suspend the Permit Year 2 work programme conditions
in WA-322-P for a period of 6-months, together with a
corresponding extension of such permit term, allowing BHP
Billiton to fulfil the Year 2 work commitment in that permit.
Because the 3D shoot in WA-322-P and WA-329-P would be shot
as one, and as a consequence of the environmental outcome for
our contractual agent in WA-329-P, BHP Billiton, the Exmouth
Joint Venture have sought similar approvals in relation to
WA-329-P. Accordingly, Octanex N.L., on behalf of the Exmouth
Joint Venturers, has sought Designated Authority approval to
suspend the Permit Year 2 work program conditions in WA-329-P
for a further period of 6-months, together with a corresponding
extension of the permit term, thus allowing BHP Billiton to
shoot the 55 kms 3D seismic survey on our behalf and enable
the Exmouth Joint Venturers time to fulfil the Year 2 work
commitment. If approved by the Designated Authority, this
would extend the Year 2 end date to March 21, 2005 in both
WA-322-P and WA-329-P. Year 3 would end on March 21, 2006.
LIQUIDITY AND CAPITAL RESOURCES
Since ceasing milling operations at its Rochester, Montana
property in 1984, the Registrant has evaluated this and other
mineral properties, as well as having pursued waste management
activities. The waste management assets have been sold and
the Registrant has its Rochester property on the market for
sale and anticipates receiving approximately $150,000 for the
remaining property.
(10)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
FUNDING
Management plans to use the funds from the sale of the
Rochester property to fund the Company's evaluation of oil
and gas exploration and production opportunities. Plans for
additional funding of these activities include attempting
to obtain external funding, either through the sale of the
Company's common or preferred stock.
When the Company requires further funds for its programs,
then it is the Company's intention that the additional funds
would be raised in a manner deemed most expedient by the
Board of Directors at the time, taking into account budgets,
share market conditions and the interest of industry in
co-participation in the Company's programs. When additional
funds for exploration are required, it is the Company's plan
that they could be raised by any one or a combination of the
following manners: stock placements, pro-rata issue to
stockholders, and/or a further issue of stock to the public.
Should these methods not be considered to be viable, or in
the best interests of stockholders, then it would be the
Company's intention to meet its obligations by either
partial sale of the Company's interests or farm out, the
latter course of action being part of the Company's overall
strategy. Should funds be required for appraisal or
development purposes the Company would, in addition, look
to project loan finance.
The Company relies upon certain of its directors to
perform the day to day administrative functions of the
Company as well as those actions and decisions taken by
the board of directors. As the Company's capital resources
are limited, the board plans to remunerate certain of its
directors by the issue of common stock in lieu of cash payments.
Specifically, during the fourth quarter, the Company will
issue 3,000,000 shares of Common stock to each of Ernest
Geoffrey Albers and to William Ray Hill Jr., for their
services in relation to the period from November 1, 2002
to July 31, 2004 (21 months) and a further 2,000,000 shares
to each of them for the period from August 1, 2004 to
October 31, 2005 (14 months).
In addition, the Company has and will accept advances to
enable it to meet its expenditure requirements and in return
would issue October 31, 2006 convertible notes with an interest
coupon of 10% per annum, convertible into shares of Common
Stock on the basis of 5,000 shares of Common stock for every
$1,000.00 convertible note or part thereof.
ITEM 3. CONTROLS AND PROCEDURES
As required by Rule 13a-15 under the Securities Exchange
Act of 1934 (the "Exchange Act"), we carried out an
evaluation of the effectiveness of the design and operation
of our disclosure controls and procedures as of July 31, 2004.
This evaluation was carried out under the supervision and
with the participation of our Chief Executive. Based upon
that evaluation, our Chief Executive and Financial Officer
concluded that our disclosure controls and procedures are
effective in timely alerting management to material information
relating to us required to be included in our periodic SEC
filings. There have been no significant change in our internal
controls subsequent to the date we carried out our evaluation.
(11)
ROCKY MOUNTAIN MINERALS, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
Disclosure controls and procedures are controls and other
procedures that are designed to ensure that information
required to be disclosed in our reports filed or submitted
under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms.
Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that
information required to be disclosed in our reports filed
under the Exchange Act is accumulated and communicated to
management, including our Chief Executive, to allow timely
decisions regarding required disclosure.
FORWARD LOOKING INFORMATION
This quarterly report contains certain statements that
may be deemed forward-looking statements within the meaning
of Section 27 of the Securities Act of 1933, as amended
(Securities Act), and Section 21E of the United States
Securities Exchange act of 1934, as amended (Exchange Act).
Readers of this quarterly report are cautioned that such
forward-looking statements are not guarantees of future
performance and that actual results, developments and business
decisions may differ from those envisaged by such
forward-looking statements.
All statements, other than statements of historical facts,
so included in this quarterly report that address activities,
events or developments that the Registrant intends, expects,
projects, believes or anticipates will or may occur in the
future, including, without limitation: statements regarding
the Registrant's business strategy, plans and objectives
and statements expressing beliefs and expectations
regarding the ability of the Registrant to secure the
leases necessary to facilitate anticipated drilling
activities and the ability of the Registrant to attract
additional working interest owners to participate in the
exploration and development of oil and gas reserves, are
forward-looking statements within the meaning of the Act.
These forward-looking statements are and will be based
on management's then-current views and assumptions
regarding future events.
PART II. OTHER INFORMATION
ROCKY MOUNTAIN MINERALS, INC.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
LIST OF EXHIBITS
31.1 Certification pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
32.1 Certification pursuant to 18 U.S.C. Section 1350,
as adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
(12)
REPORTS ON FORM 8-K
There were no reports filed by the Registrant on Form 8-K
for the quarter ended July 31, 2004.
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.
ROCKY MOUNTAIN MINERALS, INC.
(Registrant)
Date: September 10, 2004 By: /s/ W. Ray Hill
W. Ray Hill
Chief Executive Officer and
Chief Financial Officer
(13)
EXHIBIT 31.1
CERTIFICATION PURSUANT TO
SECURITIES EXCHANGE ACT OF 1934: RULES 13a-14, 13a-15,
15d-14, and 15d-15
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, W. Ray Hill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Rocky
Mountain Minerals, Inc.
2. Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading
with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly
present in all material respects the financial condition, results
of operations and cash flows of the registrant as of, and for, the
periods presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-14
and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant is made known
to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report my conclusions about the
effectiveness of the disclosure controls and procedures based on
my evaluation as of the Evaluation Date;
5. I have disclosed, based on my most recent evaluation, to the
registrant's auditors and the audit committee of registrant's
board of directors (or persons performing the equivalent functions):
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management
or other employees who have a significant role in the registrant's
internal controls; and
6. I have indicated in this quarterly report whether there were
significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the
date of my most recent evaluation, including any corrective
actions with regard to significant deficiencies and material
weaknesses.
Dated: September 13, 2004 By: /s/ W. Ray Hill
W. Ray Hill
Chief Executive Officer and
Chief Financial Officer
EXHIBIT 32.1
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 Quarterly Report of Rocky Mountain
Minerals, Inc. (the "Company") on Form 10-Q for the period ended
July 31, 2004 as filed with the Securities and Exchange Commission
on the date hereof (the "Report"), I, W. Ray Hill, Chief
Executive Officer and Chief Financial Officer of The Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(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 result of
operations of the Company.
September 13, 2004
By: /s/ W. Ray Hill
W. Ray Hill
Chief Executive Officer and
Chief Financial Officer