For the Quarter Ended September 30, 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.)
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 September 30, 2001 was 7,496,983 shares.
UNITED NATIONAL FILM CORPORATION
INDEX
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, 2001. 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)
September 30, September 30,
2001 2000
ASSETS
CURRENT ASSETS:
Cash
$ 40
135
TOTAL CURRENT ASSETS
$ 40
135
FILM COSTS AND PRODUCTION RIGHTS
0 64,500
Total
40 64,670
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts Payable and Accrued Expenses
30,886 10,400
Note payable
50,000 50,000
TOTAL CURRENT LIABILITIES
80,886 60,400
LOAN FROM SHAREHOLDER
15,308 13,500
PAYMENT OF EXPENSES BY SHAREHOLDER
0
0
STOCKHOLDERS' EQUITY:
Preferred stock - $.01 par,
3,000,000 shares
authorized, 100,000 Series A shares
issued and outstanding (in 2000
only) and 21,500 Series B issued
and outstanding
215 1,215
Common stock - $.001 par,
30,000,000 shares
Authorized, 7,496,983 shares
issued and outstanding
7,496 6,867
Paid in capital
469,318 455,918
Accumulated deficit
(573,183) (472,830)
TOTAL STOCKHOLDERS' EQUITY
(96,154) ( 8,830)
Total
$ 40
64,670
See notes to financial statements
2
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF OPERATIONS
Three Months ended Three Months
ended
September 30,2001 September 30, 2000
REVENUE
$
0 $
0
COST OF REVENUES
0
0
GROSS PROFIT
0
0
EXPENSES:
General and Administrative
508
5,891
NET LOSS
508
5,891
BASIC LOSS PER SHARE
0
..0008
WEIGHTED AVERAGE SHARES OUTSTANDING
7,156,983
6,866,983
See notes to financial statements
3
UNITED NATIONAL FILM CORP.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF CASH FLOWS
Three months ended September 30,
2001
2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)
$( 508)
0
Changes in operating assets and liabilities:
Decrease (increase)
in accounts
0
0
Total adjustments:
413
892
NET
INCREASE (DECREASE) IN CASH
(95) ( 892)
CASH AT BEGINNING OF PERIOD
135 1,027
CASH AT END OF PERIOD
$ 40
135
See notes to financial statements
4
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 management to make estimates and
assumptions that affect 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 stated at the lower of cost or market and
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. Principles of Consolidation:
The consolidated financial statements include the accounts of the Company
and its wholly-owned subsidiary. All significant intercompany balances
and transactions have been eliminated.
e. Revenue Recognition:
The business of the Company is to derive 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. Revenue from licensing company-owned projects is recognized
when the film is delivered and available for showing, costs are determinable,
the fee is known and collectibility is reasonably assured.
f. Net Loss Per Common Share:
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128 (SFAS 128), Earnings Per Share,
which established new standards for computation of earnings per share.
SFAS 128 requires the presentation on the face of the income statement
of basic earnings per share and diluted earnings per share.
Basic earnings per share is computed by dividing the net income (loss)
available to common shareholders by the weighted average number of outstanding
common shares. The calculation of diluted earnings per share is similar
to basic earning per share except the denominator includes dilutive common
stock equivalents such as stock options and convertible debentures. Common
stock options and the common shares underlying the convertible preferred
stock are not included as their effect would be anti-dilutive.
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
A director of the company loaned the Company an additional $ 450 during
this reporting period to pay overhead expenses.
6. STOCK ISSUED.
On September 12, 2001 the Company issued a total of 530,000 shares
of common stock that included 10,000 shares to each of the Company directors
and 500,000 shares to Art Stashower in lieu of legal fees relating to the
on-going settlement negotiations with former officers and directors.
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, 2001. 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 more than one suitor company, each of whch is requesting an ownership take-over of the company. A preliminary terms sheet has been issued by one suitor company. However, no terms sheet has been agreed upon or signed by the company. Active negotiations continue with the suitor companies 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 common
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.
On September 12, 2001 the Company issued a total of 530,000 shares
of common stock that included 10,000 shares to each of the Company directors
and 500,000 shares to Art Stashower in lieu of legal fees relating to the
on-going settlement negotiations with former officers and directors.
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
Chief Executive Officer
Date: February 4, 2003