UNITED STATES 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 March 31, 2003 ------------------------------ ( ) 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 000-30415 --------- WESTERN GLORY HOLE, INC. -------------------------------------------------------------------- (Exact name of registrant as specified in charter) Nevada 87-0632495 - ------------------------------- -------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1981 East Murray Holiday Rd, Salt Lake City, Utah 84117 - ----------------------------------------------------- ----------------- (Address of principal executive offices) (Zip Code) 801-272-9294 ------------------- Registrant's telephone number, including area code ___________________________________ (Former name, former address, and former fiscal year, if changed since last report.) 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), Yes [x ] No [ ] and (2) has been subject to such filing requirements for the past 90 days. Yes [x ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the last practicable date Class Outstanding as of March 31, 2003 --------- -------------------------------- Common Stock, $0.001 742,500 -1- INDEX Page Number ------ PART I. ITEM 1.Financial Statements (unaudited).................................3 Balance Sheets...................................................4 March 31, 2003 and December 31, 2002 Statements of Operations For the three months ended March 31, 2003 and 2002..........5 and the period March 28, 1983 to March 31, 2003 Statements of Cash Flows For the three months ended March 31, 2003 and 2002...........6 and the period March 28, 1983 to March 31, 2003 Notes to Financial Statements....................................7 ITEM 2.Plan of Operations..............................................10 PART II. Signatures......................................................10 -2- PART I - FINANCIAL INFORMATION - -------------------------------------------------------------------------------- ITEM 1. FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The accompanying balance sheets of Western Glory Hole, Inc. ( development stage company) at March 31, 2003 and December 31, 2002, and the related statements of operations, and cash flows, for the three months ended March 31, 2003 and 2002 and the period March 28, 1983 to March 31, 2003, have been prepared by the Company's management in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the quarter ended March 31, 2003, are not necessarily indicative of the results that can be expected for the year ending December 31, 2003. -3- WESTERN GLORY HOLE, INC. ( Development Stage Company) BALANCE SHEETS March 31, 2003, and December 31, 2002 - -------------------------------------------------------------------------------- Mar 31, Dec 31, 2003 2002 -------- -------- ASSETS CURRENT ASSETS Cash $ -- $ -- -------- -------- Total Current Assets $ -- $ -- ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ -- $ -- -------- -------- Total Current Liabilities -- -- -------- -------- STOCKHOLDERS' EQUITY Common stock 100,000,000 shares authorized, at $0.001 par value; 742,500 shares issued and outstanding 743 743 Capital in excess of par value 50,984 49,088 Deficit accumulated during the development stage (51,726) (49,831) -------- -------- Total Stockholders' Equity (deficiency) -- -- -------- -------- $ -- $ -- ======== ======== The accompanying notes are an integral part of these financial statements. -4- WESTERN GLORY HOLE, INC. ( Development Stage Company) STATEMENTS OF OPERATIONS For the Three Months Ended March 31, 2003, and 2002 and the Period March 28, 1983 (Date of Inception) to March 31, 2003 - ------------------------------------------------------------------------------- Mar 31, Mar 31, Mar 28, 1983 to 2003 2002 Mar 31, 2003 --------- --------- --------------- REVENUES $ -- $ -- $ -- EXPENSES 1,895 1,634 51,726 --------- --------- --------------- NET LOSS $ (1,895) $ (1,634) $ (51,726) ========= ========= =============== NET LOSS PER COMMON SHARE Basic $ -- $ -- --------- --------- AVERAGE OUTSTANDING SHARES Basic 742,500 742,500 --------- --------- The accompanying notes are an integral part of these financial statements. -5-
WESTERN GLORY HOLE, INC. ( Development Stage Company) STATEMENT OF CASH FLOWS For the Three Months Ended March 31, 2003, and 2002 and the Period March 28, 1983 (Date of Inception) to March 31, 2003 - --------------------------------------------------------------------------------------------- Mar 28, 1983 Mar 31, Mar 31, to Mar 31, 2003 2002 2003 -------- -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (1,895) $ (1,634) $(51,726) Adjustments to reconcile net loss to net cash provided by operating activities Change in accounts payable -- -- -- Contributions to capital - expenses 1,895 1,634 11,726 Net Cash Used in Operations -- -- (40,000) -------- -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES -- -- -- -------- -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of common stock -- -- 40,000 -------- -------- -------- Net Increase (Decrease) in Cash -- -- -- Cash at Beginning of Period -- -- -- -------- -------- -------- Cash at End of Period $ -- $ -- $ -- ======== ======== ======== NON CASH FLOWS FROM OPERATING ACTIVITIES Contributions to capital - expenses - related party $ 11,726 -------- The accompanying notes are an integral part of these financial statements. -6-
WESTERN GLORY HOLE, INC. ( Development Stage Company) NOTES TO FINANCIAL STATEMENTS March 31, 2003 - -------------------------------------------------------------------------------- 1. ORGANIZATION The Company was incorporated under the laws of the State of Nevada on March 28, 1983 with the name of "L. Peck Enterprises, Inc." with authorized common stock of 2,500 shares at no par value. On May 27, 1999 the authorized capital stock was increased to 100,000,000 shares with a par value of $0.001 in connection with a name change to "Western Glory Hole, Inc". On May 27, 1999 the Company completed a forward common stock split of 225 shares for each outstanding share. This report has been prepared showing after stock split shares with a par value of $.001 from inception. The Company has been engaged in the activity of seeking and developing mining properties and was inactive after 1990. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Methods - ------------------ The Company recognizes income and expenses based on the accrual method of accounting. Dividend Policy - --------------- The Company has not adopted a policy regarding payment of dividends. Income Taxes - ------------ At March 31, 2003 the Company had a net operating loss carry forward of $51,726. The tax benefit of $15,518 from the loss carry forward has been fully offset by a valuation reserve because the use of the future tax benefit is undeterminable since the Company has no operations. The net operating loss will expire starting in 2005 through 2024. Basic and Diluted Net Income (Loss) Per Share - --------------------------------------------- Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise of the preferred share rights unless the exercise becomes antidilutive and then only the basic per share amounts are shown in the report. Financial Instruments - --------------------- The carrying amounts of financial instruments are considered by management to be their estimated fair values. -7- WESTERN GLORY HOLE, INC. ( Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Continued) March 31, 2003 - ------------------------------------------------------------------------------- 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Estimates and Assumptions - ------------------------- Management uses estimates and assumptions in preparing financial statements in accordance with accounting principles generally accepted in the United States of America. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements. Statement of Cash Flows - ----------------------- For the purposes of the statement of cash flows, the Company considers all highly liquid investments with a maturity of three months or less to be cash equivalents. Financial and Concentrations Risk - --------------------------------- The Company does not have any concentration or related financial credit risk. Revenue Recognition - ------------------- Revenue is recognized on the sale and delivery of a product or the completion of a service provided. Advertising and Market Development - ---------------------------------- The company expenses advertising and market development costs as incurred. Recent Accounting Pronouncements - -------------------------------- The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements. 3. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES Officer-directors have acquired 67% of the outstanding common stock of the Company and have made contributions to capital by payment of Company expenses of $11,726. -8- WESTERN GLORY HOLE, INC. ( Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Continued) March 31, 2003 - -------------------------------------------------------------------------------- 4. GOING CONCERN The Company intends to acquire interests in various business opportunities which, in the opinion of management, will provide a profit to the Company, however there is insufficient working capital for any future planned activity. Continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding and long term debt which will enable the Company to conduct operations for the coming year. -9- - -------------------------------------------------------------------------------- ITEM 2. PLAN OF OPERATIONS - -------------------------------------------------------------------------------- The Company's management is seeking and intends to acquire interests in various business opportunities which, in the opinion of management, will provide a profit to the Company but it does not have the working capital to be successful in this effort. Continuation of the Company as a going concern is dependent upon obtaining the working capital necessary for its planned activity. The management of the Company has developed a strategy, which they believe can obtain the needed working capital through additional equity funding and long term debt which will enable the Company to continue operations for the coming year. Liquidity and Capital Resources - ------------------------------- The Company will need additional working capital to finance its planned activity. Results of Operations - --------------------- The Company has had no operations during this reporting period. PART 2 - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 99.1 Certification, dated November 13, 2002, required by Section 906 of the Public Company Accounting Reform and Investor Protection Act of 2002 (18 U.S.C ss. 1350, as adopted). Attached hereto - -------------------------------------------------------------------------------- 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 there unto duly authorized. Western Glory Hole, Inc. [Registrant] S/ Fred Heferon --------------------------------------- Fred Hefferon- President & Treasurer May 2, 2003 -10- CERTIFICATION I, as Chief Executive Officer and Chief Financial Officer, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of the Company; 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 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, if any, and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and I(we) have: (a) designed such disclosure controls and procedures 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 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 ("Evaluation Date"); and (c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers, if any, and I have disclosed, based on our most recent evaluation, 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 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 for the registrant's auditors any material 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. The registrant's other certifying officers, if any, and I have indicated in this quarterly report whether or not there were any significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date:May 2, 2003 S/ Fred Heferon --------------------------------- Fred Heferon, CEO & CFO -11-