Form: 10QSB

Optional form for quarterly and transition reports of small business issuers

August 14, 2002

Documents

10QSB: Optional form for quarterly and transition reports of small business issuers

Published on August 14, 2002



U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2002

[ ] 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 000-25809

SICLONE INDUSTRIES, INC.
(Exact name of small business issuer as specified in its charter)

NEVADA 87-0429748
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)

6269 JAMESTOWN COURT, SALT LAKE CITY, UTAH 84121
(Address of principal executive offices)

801-566-6627
(Issuer's telephone number)

NOT APPLICABLE
(Former name, address and fiscal year, if changed since last report)

Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the issuer was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes [ X] No [
]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:

Check whether the registrant has filed all documents and reports required to be
filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the
distribution of securities under a plan confirmed by a court. 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 June 30, 2002: 23,810,000 shares of common stock., $0.001 par
value.

Transitional Small Business Format: Yes [ ] No [ X ]






FORM 10-QSB
SICLONE INDUSTRIES, INC.

INDEX

Page

PART I.. Financial Information

Item I. Financial Statements (unaudited) 3

Balance Sheets - June 30, 2002 and December 31, 2001
(unaudited) 4

Statements of Operations (unaudited) for the Three Months and
Six Months Ended June, 2002 and 2001, and for the Period from
November 1, 1985 (Inception) through June 30, 2002 5

Statement of Stockholders Equity (Deficit) 6

Statements of Cash Flows (unaudited) for the Three Months and
Six Months Ended June 30, 2002 and 2001, and for the Period
from November 1, 1985 (Inception) through June 30, 2002 10

Notes to Financial Statements 11

Item 2. Management's Discussion and Analysis of Financial
Condition 12

PART II. Other Information

Item 6. Exhibits and Reports on Form 8-K 13

Signatures 13


(Inapplicable items have been omitted)


2

PART I.
FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

In the opinion of management, the accompanying unaudited financial statements
included in this Form 10-QSB reflect all adjustments (consisting only of normal
recurring accruals) necessary for a fair presentation of the results of
operations for the periods presented. The results of operations for the periods
presented are not necessarily indicative of the results to be expected for the
full year.


3




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Balance Sheets


ASSETS
------

June 30, December 31,
2002 2001
---------- ----------
(Unaudited)

CURRENT ASSETS

Cash. . . . . . . . . . . . . . . . . . . . . . . . . $ 387 $ 347
---------- ----------

Total Current Assets . . . . . . . . . . . . . . . 387 347
---------- ----------

TOTAL ASSETS. . . . . . . . . . . . . . . . . . . $ 387 $ 347
========== ==========


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
-------------------------------------------------------

CURRENT LIABILITIES

Accounts payable. . . . . . . . . . . . . . . . . . . $ 9 $ 147
Accounts payable - related party. . . . . . . . . . . 19,212 15,712
---------- ----------

Total Current Liabilities . . . . . . . . . . . . 19,221 15,859
---------- ----------

STOCKHOLDERS' EQUITY (DEFICIT)

Preferred stock: 5,000,000 shares authorized at
$0.001 par value; -0- shares issued and outstanding. - -
Common stock: 30,000,000 shares authorized
at $0.001 par value; 23,810,000 shares issued and
outstanding. . . . . . . . . . . . . . . . . . . . . 23,810 23,810
Additional paid-in capital. . . . . . . . . . . . . . 583,693 583,693
Deficit accumulated during the development stage. . . (626,337) (623,015)
---------- ----------

Total Stockholders' Equity (Deficit) . . . . . . . (18,834) (15,512)
---------- ----------

TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) . . . . . . . . . . . . . . . . $ 387 $ 347
========== ==========


The accompanying notes are an integral part of these financial statements.


4




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)

From
Inception on
November 1,
For the Six Months For the Three Months 1985 through
Ended June 30, Ended June 30, June 30,
------------------ -------------------
2002 2001 2002 2001 2002
-------- -------- -------- --------- ----------

REVENUES . . . . . . . $ - $ - $ - $ - $ -

EXPENSES . . . . . . . (3,322) (2,406) (1,324) (741) (30,834)

LOSS FROM DISCONTINUED
OPERATIONS. . . . . . - - - - (595,503)
-------- -------- -------- --------- -----------

NET LOSS . . . . . . . $(3,322) $(2,406) $(1,324) $ (741) $(626,337)
======== ======== ======== ========== ==========

BASIC LOSS PER SHARE . $ (0.00) $ (0.00) $ (0.00) $ (0.00)
======== ======== ======== ==========


The accompanying notes are an integral part of these financial statements.


5




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)


Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
---------------------
Shares Amount Capital Stage
----------- -------- --------- ----------


Balance, November 1, 1985 . . . . . - $ - $ - $ -

Issuance of 500,000 shares of
common stock to Officers and
Directors for cash on
November 1, 1985 at
$0.02 per share. . . . . . . . . . 500,000 500 9,500 -

Cancellation of 140,000 shares
on February 7, 1986. . . . . . . . (140,000) (140) 140 -

Cancellation of 300,000 shares
on October 1, 1986 . . . . . . . . (300,000) (300) 300 -

Issuance of 1,000,000 shares
of common stock to the public
offered March 26, 1986 at
$0.10 per share. . . . . . . . . . 1,000,000 1,000 99,000 -

Deferred offering costs offset
against additional paid-in capital - - (18,678) -

Issuance of 10,700,000 shares
of common stock October 10,
1986 at $0.05 per share. . . . . . 10,700,000 10,700 483,251 -

Issuance of 50,000 shares
for promotional services at
$0.001 per share . . . . . . . . . 50,000 50 - -

Accumulated losses from
formation on November 1, 1985
through December 31, 1987. . . . . - - - (502,196)
----------- -------- --------- ----------

Balance, December 31, 1987. . . . . 11,810,000 $11,810 $573,513 $(502,196)
----------- -------- --------- ----------


The accompanying notes are an integral part of these financial statements.


6




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)


Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
-------------------
Shares Amount Capital Stage
---------- ------- -------- ----------

Balance, December 31, 1987 . . 11,810,000 $11,810 $573,513 $(502,196)

Net loss for the year ended
December 31, 1988. . . . . . - - - (92,783)
---------- ------- -------- ----------

Balance, December 31, 1988 . . 11,810,000 11,810 573,513 (594,979)

Cash contributed to additional
paid-in capital . . . . . . . - - 10,180 -

Net loss for the year ended
December 31, 1989. . . . . . - - - (524)
---------- ------- -------- ----------

Balance, December 31, 1989 . . 11,810,000 11,810 583,693 (595,503)

Net loss for the year ended
December 31, 1990. . . . . . - - - -
---------- ------- -------- ----------

Balance, December 31, 1990 . . 11,810,000 11,810 583,693 (595,503)

Net loss for the year ended
December 31, 1991. . . . . . - - - (758)
---------- ------- -------- ----------

Balance, December 31, 1991 . . 11,810,000 $11,810 $583,693 $(596,261)
---------- ------- -------- ----------


The accompanying notes are an integral part of these financial statements.


7




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)


Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
-------------------
Shares Amount Capital Stage
---------- ------- -------- ----------

Balance, December 31, 1991. . . 11,810,000 $11,810 $583,693 $(596,261)

Net loss for the year ended
December 31, 1992 . . . . . . - - - (651)
---------- ------- -------- ----------

Balance, December 31, 1992. . . 11,810,000 11,810 583,693 (596,912)

Issuance of 1,000,000 shares
of common stock to officer for
cash June 7, 1993 at $0.001
per share. . . . . . . . . . . 1,000,000 1,000 - -

Net loss for the year ended
December 31, 1993 . . . . . . - - - (2,513)
---------- ------- -------- ----------

Balance, December 31, 1993. . . 12,810,000 12,810 583,693 (599,425)

Net loss for the year ended
December 31, 1994. . . . . . . - - - -
---------- ------- -------- ----------

Balance, December 31, 1994. . . 12,810,000 12,810 583,693 (599,425)

Issuance of 11,000,000 shares
of common stock to officer for
cash at $0.001 per share . . . 11,000,000 11,000 - -

Net loss for the year ended
December 31, 1995. . . . . . . - - - (438)
---------- ------- -------- ----------

Balance, December 31, 1995. . . 23,810,000 $23,810 $583,693 $(599,863)
---------- ------- -------- ----------


The accompanying notes are an integral part of these financial statements.


8




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)

Deficit
Accumulated
Additional During the
Common Stock Paid-in Development
-------------------
Shares Amount Capital Stage
---------- ------- -------- ----------


Balance, December 31, 1995 . 23,810,000 $23,810 $583,693 $(599,863)

Net loss for the year ended
December 31, 1996 . . . . . - - - (1,256)
---------- ------- --------- ----------

Balance, December 31, 1996 . 23,810,000 23,810 583,693 (601,119)

Net loss for the year ended
December 31, 1997 . . . . . - - - (1,373)
---------- ------- --------- ----------

Balance, December 31, 1997 . 23,810,000 23,810 583,693 (602,492)

Net loss for the year ended
December 31, 1998 . . . . . - - - (770)
---------- ------- --------- ----------

Balance, December 31, 1998 . 23,810,000 23,810 583,693 (603,262)

Net loss for the year ended
December 31, 1999 . . . . . - - - (9,343)
---------- ------- --------- ----------

Balance, December 31, 1999 . 23,810,000 23,810 583,693 (612,605)

Net loss for the year ended
December 31, 2000 . . . . . - - - (5,451)
---------- ------- --------- ----------

Balance, December 31, 2000 . 23,810,000 23,810 583,693 (618,056)

Net loss for the year ended
December 31, 2001 . . . . . - - - (4,959)
---------- ------- --------- ----------

Balance, December 31, 2001 . 23,810,000 23,810 583,693 (623,015)

Net loss for the six months
ended June 30, 2002
(unaudited) . . . . . . . . - - - (3,322)
---------- ------- --------- ----------

Balance, June 30, 2002
(unaudited) . . . . . . . . 23,810,000 $23,810 $583,693 $(626,337)
========== ======= ========= ==========


The accompanying notes are an integral part of these financial statements.


9




SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)


From
Inception on
November 1,
For the Six Months 1985 through
Ended June 30, June 30,
------------------
2002 2001 2002
-------- -------- ----------

OPERATING ACTIVITIES:

Net loss . . . . . . . . . . . . . . . . . . $(3,322) $(2,406) $(626,337)
Adjustments to reconcile net loss to net
cash (used) by operating activities:
Shares issued for services . . . . . . . . - - 50
Changes in operating assets and liabilities:
Increase in accounts payable and
accounts payable - related party. . . . . 3,362 1,991 19,221
-------- -------- ----------

Net Cash Provided (Used) by
Operating Activities. . . . . . . . . . 40 (415) (607,066)
-------- -------- ----------

INVESTING ACTIVITIES:. . . . . . . . . . . . . - - -
-------- -------- ----------

FINANCING ACTIVITIES:

Additional capital contributed . . . . . . . - - 10,180
Stock offering costs . . . . . . . . . . . . - - (18,678)
Issuance of common stock . . . . . . . . . . - - 615,951
-------- -------- ----------

Net Cash Provided by Financing Activities. - - 607,453
-------- -------- ----------

INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS. . . . . . . . . . . . . . . 40 (415) 387

CASH AT BEGINNING OF PERIOD. . . . . . . . . . 347 740 -
-------- -------- ----------

CASH AT END OF PERIOD. . . . . . . . . . . . . $ 387 $ 325 $ 387
======== ======== ==========

CASH PAID FOR

Interest . . . . . . . . . . . . . . . . . . $ - $ - $ -
Income taxes . . . . . . . . . . . . . . . . $ - $ - $ -


The accompanying notes are an integral part of these financial statements.


10

SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Notes to Financial Statements

NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION

The accompanying unaudited condensed financial statements have
been prepared by the Company 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 in
accordance with such rules and regulations. The information
furnished in the interim condensed financial statements include
normal recurring adjustments and reflects all adjustments, which,
in the opinion of management, are necessary for a fair
presentation of such financial statements. Although management
believes the disclosures and information presented are adequate
to make the information not misleading, it is suggested that
these interim condensed financial statements be read in
conjunction with the Company's most recent audited financial
statements and notes thereto included in its December 31, 2001
Annual Report on Form 10-KSB. Operating results for the six
months ended June 30, 2002 are not necessarily indicative of the
results that may be expected for the year ending December 31,
2002.

NOTE 2 - GOING CONCERN

The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern
which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. However, the
Company has little cash and has experienced losses from
inception. Without realization of additional adequate financing,
it would be unlikely for the Company to pursue and realize its
objectives. The Company intends to seek a merger with an existing
operating company. In the interim, an officer of the Company has
committed to meeting its operating expenses.


11

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF
OPERATION

FORWARD-LOOKING STATEMENT NOTICE

When used in this report, the words "may," "will," "expect," "anticipate,"
"continue," "estimate," "project," "intend," and similar expressions are
intended to identify forward-looking statements within the meaning of Section
27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act
of 1934 regarding events, conditions, and financial trends that may affect the
Company's future plans of operations, business strategy, operating results, and
financial position. Persons reviewing this report are cautioned that any
forward-looking statements are not guarantees of future performance and are
subject to risks and uncertainties and that actual results may differ materially
from those included within the forward-looking statements as a result of various
factors. Such factors are discussed under the "Item 6. Management's Discussion
and Analysis of Financial Condition or Plan of Operations," and also include
general economic factors and conditions that may directly or indirectly impact
the Company's financial condition or results of operations.

THREE MONTH AND SIX MONTH PERIODS ENDED JUNE 30, 2002 AND 2001

The Company had no revenue from continuing operations for the three month and
six month periods ended June 30, 2002 and 2001.

General and administrative expenses for the three month periods ended June 30,
2002 and 2001, were $1,324 and $741, respectively. Expenses consisted of general
corporate administration, legal and professional expenses, and accounting and
auditing costs. General and administrative expenses for the six month periods
ended June 30, 2002 and 2001, were $3,322 and $2,406, respectively.

As a result of the foregoing factors, the Company realized a net loss of $1,324
for the three months ended June 30, 2002 as compared to a net loss of $741 for
the same period in 2001. For the six month periods ended June 30, 2002 and 2001,
the Company realized net losses of $3,322 and $2,406, respectively.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2002, the Company had cash in hand of $387 compared to $347 at
December 31, 2001. For the period ended June 30, 2002, the Company had
liabilities consisting of $9 in accounts payable and $19,212 in accounts payable
to a related party for total current liabilities of $19,221. For the period
ended December 31, 2001, the company had total liabilities of $15,859 consisting
of $147 in accounts payable and $15,712 payable to a related party.

Management believes that the Company has sufficient cash and short-term
investments to meet the anticipated needs of the Company's operations through at
least the next 12 months. However, there can be no assurances to that effect,
as the Company has no significant revenues and the Company's need for capital
may change dramatically if it acquires an interest in a business opportunity
during that period. The Company may accept loans from officers, seek equity
financing or other debt financing arrangements if necessary. The Company's
current operating plan is to (i) handle the administrative and reporting
requirements of a pubic company, and (ii) search for potential businesses,
products, technologies and companies for acquisition. At present, the Company
has no understandings, commitments or agreements with respect to the acquisition
of any business venture, and there can be no assurance that the Company will
identify a business venture suitable for acquisition in the future. Further,
there can be no assurance that the Company would be successful in consummating
any acquisition on favorable terms or that it will be able to profitably manage
any business venture it acquires.


12

PART II. OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

Reports on Form 8-K: No reports on Form 8-K were filed by the Company during
the quarter ended June 30, 2002.




EXHIBITS:

EXHIBIT NUMBER TITLE LOCATION


99.1 Certification of Chief Executive Officer Attached

99.2 Certification of Chief Financial Officer Attached



SIGNATURES

In accordance with the Exchange Act, the registrant caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.

SICLONE INDUSTRIES, INC.


Date: August 13, 2002 By: /s/ Bradley S. Shepherd
-----------------------------
Bradley S. Shepherd,
President and Chief Financial Officer


13