SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[x] Quarterly report under Section 13, or 15 (d) of the Securities
Exchange Act of 1934
For the quarterly period ended October 31, 2005
[ ] Transition report under Section 13 or 15 (d) of the Exchange Act
For the transition period from __________ to________
Commission File No. 0-8299
CAMELOT CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Colorado 84-0691531
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
PMB 249 6757 Arapaho, Suite 711, Dallas, Texas 75248
(Address of principal executive office) (Zip Code)
(Former Address of principal executive office) (Zip Code)
Issuer's telephone number, including area code:(972) 612 1400
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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 past 90 days. x Yes o No
APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to
be filed by Section 12, 13, or 15 (d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. o Yes o No
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the act) [X} Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 6,236,106, common stock, $0.01
par value.
CAMELOT CORPORATION AND SUBSIDIARIES
I N D E X
Page No.
Part I FINANCIAL INFORMATION (UNAUDITED):
Item 1. Balance Sheets 3
Statements of Operations 4-5
Statements of Cash Flows 6
Notes to Financial Statements 7
Items 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
Part II OTHER INFORMATION 8
2
CAMELOT CORPORATION AND SUBSIDIARIES
PART I: FINANCIAL INFORMATION
ITEM 1. Financial Statements
CONSOLIDATED BALANCE SHEETS
ASSETS
October 31, 2005 April 30, 2005
(Unaudited) (Audited)
------------ ------------
CURRENT ASSETS
Cash and cash equivalents $ 90 $ 90
Total current assets $ 90 $ 90
$ 90 $ 90
LIABILITIES AND STOCKHOLDERS' EQUITY
October 31, 2005 April 30, 2005
(Unaudited) (Audited)
------------ ------------
CURRENT LIABILITIES
Accounts payable $ 7,529 $ 5,661
Franchise Tax payable 98,900 98,900
Total current liabilities 106,429 104,561
STOCKHOLDERS' EQUITY
Common stock, $.01 par value, 50,000,000
shares authorized, 6,236,106 shares
issued at October 31, 2005 and
6,236,106 at April 30, 2005 62,361 62,361
Preferred stock, $.01 par value,
100,000,000 shares authorized, and
nil shares issued and outstanding at
October 31, 2005 and April 30, 2005 -- --
Additional paid-in capital 35,611,950 35,611,950
Accumulated deficit (32,943,953) (32,942,085)
Less: treasury stock, at cost,
29,245 shares at October 31, 2005
and April 30, 2005 (2,836,697) (2,836,697)
Total stockholders' equity (106,339) (104,471)
$ 90 $ 90
See accompanying notes to these consolidated financial statements.
3
CAMELOT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended
October 31,
2005 2004
---------- ----------
REVENUE $ -- $ --
COST OF SALES -- --
GROSS PROFIT (LOSS) -- --
OPERATING EXPENSES:
General and administrative 1,218 950
NET INCOME (LOSS) (1,218) (950)
DIVIDENDS ON PREFERRED STOCK -- --
NET INCOME (LOSS) ATTRIBUTABLE TO
COMMON STOCKHOLDERS $ (1,218) $ (950)
INCOME (LOSS) PER SHARE:
Income (loss) from continuing operations $ * $ *
Loss from discontinued operations * *
Dividends on preferred stock * *
NET INCOME (LOSS) PER COMMON SHARE $ * $ *
WEIGHTED AVERAGE OF COMMON
STOCK OUTSTANDING 6,236,106 6,236,106
See accompanying notes to these consolidated financial statements.
4
CAMELOT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Six Months Ended
October 31,
2005 2004
---------- ----------
REVENUE $ -- $ --
COST OF SALES -- --
GROSS PROFIT (LOSS) -- --
OPERATING EXPENSES:
General and administrative 1,868 950
NET INCOME (LOSS) (1,868) (950)
DIVIDENDS ON PREFERRED STOCK -- --
NET INCOME (LOSS) ATTRIBUTABLE TO
COMMON STOCKHOLDERS $ (1,868) $ (950)
INCOME (LOSS) PER SHARE:
Income (loss) from continuing operations $ * $ *
Loss from discontinued operations * *
Dividends on preferred stock * *
NET INCOME (LOSS) PER COMMON SHARE $ * $ *
WEIGHTED AVERAGE OF COMMON
STOCK OUTSTANDING 6,236,106 6,236,106
See accompanying notes to these consolidated financial statements.
5
CAMELOT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six Months Ended
October 31,
2005 2004
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (1,868) $ (950)
ADJUSTMENTS TO RECONCILE NET GAIN (LOSS) TO
NET CASH FROM OPERATING ACTIVITIES:
Accounts payable and accrued expenses 1,868 950
Net cash used by operating activities -- --
CASH FLOW FROM INVESTING ACTIVITIES:
Net cash used by investing activities -- --
CASH FLOW FROM FINANCING ACTIVITIES:
Net cash provided by financing activities -- --
NET INCREASE (DECREASE) IN CASH -- --
CASH AT BEGINNING OF PERIOD 90 90
CASH AT END OF PERIOD $ 90 $ 90
See accompanying notes to these consolidated financial statements.
6
CAMELOT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
ITEM 1. Financial Statements and Principles of Consolidation
The accompanying condensed consolidated financial statements have been prepared
in accordance with the instruction to Form 10-QSB, and do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation have been included.
These statements should be read in conjunction with the audited financial
statements and notes thereto included in the Registrant's annual Form 10-KSB
filing for the year ended April 30, 2005.
ITEM 2. Management Discussion and Analysis of Financial Condition and Results
of Operations
The Company's revenue for the period ended October 31, 2005 was $0 compared with
$0 in the comparable quarter of 2004. Net loss for the three month period was
$1,218 compared with a loss for the previous year of $950. The Company is now
inactive.
Liquidity and Capital Resources
Net cash used by operating activities for the period was $0 compared with $0 in
2005. Net cash used by financing activities was $0 compared with $0 provided in
2004. Cash of $90 compares with $90 at April 30,2005.
The Company does not have any plans for capital expenditures. The Company has
negligible cash resources and will experience liquidity problems over the next
twelve months due to its lack of revenue unless it is able to raise funds from
outside sources. There are no known trends, demands, commitments, or events that
would result in or that is reasonably likely to result in the Company's
liquidity increasing or decreasing in a material way.
Item 3. Controls and Procedures
As of the end of the period covered by this quarterly report, our Chief
Executive Officer and Chief Financial Officer (the "Certifying Officer")
conducted evaluations of our disclosure controls and procedures. As defined
under Sections 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934
Act, as amended (the "Exchange Act") the term "disclosure controls and
procedures" means controls and other procedures of an issuer that are designed
to ensure that information required to be disclosed by the issuer in the reports
that it files or submits under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the SEC's rules
and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed by an issuer in the reports that it files or submits under the
Exchange Act is accumulated and communicated to the issuer 's management,
including the Certifying Officer, to allow timely decisions regarding required
disclosure. Based on this evaluation, the Certifying Officer has concluded that
our disclosure controls and procedures were effective to ensure that material
information is recorded, processed, summarized and reported by our management on
a timely basis in order to comply with our disclosure obligations under the
Exchange Act, and the rules and regulations promulgated thereunder.
7
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
NONE
Item 5. Exhibits and Reports on Form 8-K.
(a) Exhibits:
3(1) Articles of Incorporation:
Incorporated by reference to Registration Statement filed on
Form 10, June 23, 1976.
3(2) Bylaws: Incorporated by reference as immediately above.
(10) 1991 Incentive Stock Option Plan:
Incorporated by reference to proxy statement for 1991.
31(1) Certification of Chief Executive Officer Pursuant to
Rule 13a-14(a) or Rule 15d-14(a).
31(2) Certification of Chief Financial Officer Pursuant to
Rule 13a-14(a) or Rule 15d-14(a).
32(1) Certification of Chief Executive Officer Pursuant to Rule
13a-14(b) or Rule 15d-14(b) and 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
32(2) Certification of Chief Financial Officer Pursuant to Rule
13a-14(b) or Rule 15d-14(b) and 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
(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 thereto duly authorized.
CAMELOT CORPORATION
(Registrant)
By: /s/ Daniel Wettreich
-------------------------
DANIEL WETTREICH,
President
Treasurer and Principal
Financial Officer
Date: December 14, 2005
8