-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CGkQQFdjZjdj//jS/tN0C2z8eGp3gwih1Ib93BUjDe4I/K6qhEAtFm54dLUweJ+2 R+dX0/MBYKTU+fKbNgQTow== 0000013033-05-000001.txt : 20050310 0000013033-05-000001.hdr.sgml : 20050310 20050310154309 ACCESSION NUMBER: 0000013033-05-000001 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20050131 FILED AS OF DATE: 20050310 DATE AS OF CHANGE: 20050310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAMELOT CORP CENTRAL INDEX KEY: 0000013033 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 840691531 STATE OF INCORPORATION: CO FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-08299 FILM NUMBER: 05672402 BUSINESS ADDRESS: STREET 1: PMB 249 STREET 2: 6757 ARAPAHO RD. STE. 711 CITY: DALLAS STATE: TX ZIP: 75248 BUSINESS PHONE: (972)458-1767 MAIL ADDRESS: STREET 1: PMB 249 STREET 2: 6757 ARAPAHO RD., STE. 711 CITY: DALLAS STATE: TX ZIP: 75248 FORMER COMPANY: FORMER CONFORMED NAME: BOLYARD OIL & GAS LTD DATE OF NAME CHANGE: 19890824 10QSB 1 camelot10q013105.txt 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 January 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 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: 6,236,107, common stock, $0.01 par value. CAMELOT CORPORATION AND SUBSIDIARIES I N D E X Page No. Part I FINANCIAL INFORMATION (UNAUDITED): Item 1. Consolidated Balance Sheets 3 Consolidated Statements of Operations 5 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statements 7 Items 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II OTHER INFORMATION 9 2 CAMELOT CORPORATION AND SUBSIDIARIES PART I: FINANCIAL INFORMATION ITEM 1. Financial Statements CONSOLIDATED BALANCE SHEETS ASSETS January 31, 2005 April 30, 2004 (Unaudited) (Audited) CURRENT ASSETS Cash and cash equivalents $ 90 $ 90 Total current assets $ 90 $ 90 $ 90 $ 90 LIABILITIES AND STOCKHOLDERS' EQUITY January 31, 2005 April 30, 2004 (Unaudited) (Audited) CURRENT LIABILITIES Accounts payable $ 4,561 $ 3,611 Franchise Tax payable 86,300 86,300 Total current liabilities 90,861 89,911 STOCKHOLDERS' EQUITY Common stock, $.01 par value, 50,000,000 shares authorized, 6,236,106 shares issued at October 31, 2004 and 6,236,105 at April 30, 2004 62,361 62,361 Preferred stock, $.01 par value, 100,000,000 shares authorized, and nil shares issued and outstanding at October 31, 2004 and April 30, 2004 -- -- Additional paid-in capital 35,611,950 35,611,950 Accumulated deficit (32,928,385) (32,927,435) Less: treasury stock, at cost, 29,245 shares at October 31, 2004 and April 30, 2004 (2,836,697) (2,836,697) Total stockholders' equity (90,771) (89,821) $ 90 $ 90 See accompanying notes to these consolidated financial statements. 3 CAMELOT CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended January 31, 2005 2004 REVENUE $ -- $ -- COST OF SALES -- -- GROSS PROFIT (LOSS) -- -- OPERATING EXPENSES: General and administrative -- -- NET INCOME (LOSS) -- -- DIVIDENDS ON PREFERRED STOCK -- -- NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS $ -- $ -- 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) Nine Months Ended January 31, 2005 2004 REVENUE $ -- $ -- COST OF SALES -- -- GROSS PROFIT (LOSS) -- -- OPERATING EXPENSES: General and administrative 950 950 NET INCOME (LOSS) $ (950) $ 950 DIVIDENDS ON PREFERRED STOCK -- -- NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS $ (950) $ 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) Nine Months Ended January 31, 2005 2004 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ (950) $ (950) ADJUSTMENTS TO RECONCILE NET GAIN (LOSS) TO NET CASH FROM OPERATING ACTIVITIES: Accounts payable and accrued expenses 950 950 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, 2004. ITEM 2. Management Discussion and Analysis of Financial Condition and Results of Operations The Company's revenue for the period ended January 31, 2005 was $0 compared with $0 in the comparable quarter of 2004. Net loss for the nine month period was $950 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 2003. Net cash used by financing activities was $0 compared with $0 provided in 2003. Cash of $90 compares with $90 at April 30,2004. 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. 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: March 9, 2005 8 EX-31.1 2 camelot10q013105ex311.txt SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER EXHIBIT 31.1 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER I, Danny Wettreich, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Camelot Corporation; 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. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have; a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the controls and procedures, as of the end of the period covered by this report based on such evaluation; and d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 9, 2005 /s/ Danny Wettreich ----------------------- Danny Wettreich Chief Executive Officer EX-31.2 3 camelot10q013105ex312.txt SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER EXHIBIT 31.2 SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER I, Danny Wettreich, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Camelot Corporation; 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. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have; a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the controls and procedures, as of the end of the period covered by this report based on such evaluation; and d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrant's internal control over financial reporting; and 6. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 9, 2005 /s/ Danny Wettreich ------------------ Danny Wettreich Chief Financial Officer EX-32.1 4 camelot10q013105ex321.txt SECTION 906 CERTIFICATION OF CHIEF EXECUTIVE OFFICER EXHIBIT 32.1 CERTIFICATION PURSUANT TO RULE 13a-14(b) and 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the filing by Camelot Corporation (the "Company") of the Quarterly Report on Form 10-QSB for the period ending January 31, 2005 (the "Report"), I, Danny Wettreich, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 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) and 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 results of operation of the Company. /s/ Danny Wettreich --------------------------------- Danny Wettreich Chief Executive Officer Dated: March 9, 2005 EX-32.2 5 camelot10q013105ex322.txt SECTION 906 CERTIFICATION OF CHIEF FINANCIAL OFFICER EXHIBIT 32.2 CERTIFICATION PURSUANT TO RULE 13a-14(b) and 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the filing by Camelot Corporation (the "Company") of the Quarterly Report on Form 10-QSB for the period ending January 31, 2005 (the "Report"), I, Danny Wettreich, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 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) and 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 results of operation of the Company. /s/ Danny Wettreich --------------------------------- Danny Wettreich Chief Financial Officer Dated: March 9, 2005 -----END PRIVACY-ENHANCED MESSAGE-----