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Golden Opportunity Development Corp · 10QSB · For 3/31/00

Filed On 5/12/00 12:29pm ET · SEC File 0-27691 · Accession Number 1083162-0-6

  As Of               Filer                 Filing     As/For/On Docs:Pgs

 5/12/00  Golden Opportunity Developm..Corp 10QSB       3/31/00    2:16

Quarterly Report -- Small Business · Form 10-QSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10QSB       Form 10QSB (March 2000)                               14     40K 
 2: EX-27       Financial Data Schedule                                2±     4K

10QSB · Form 10QSB (March 2000)
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (RTF, XML, et al.) Exhibits and Reports on Form 8-K Financial Statements Index to Exhibits Management's Discussion and Analysis or Plan of Operation Signatures
1	1st Page
3	Item 1. Financial Statements
8	Item 2. Management's Discussion and Analysis or Plan of Operation
12	Item 6. Exhibits and Reports on Form 8-K
13	Signatures
14	Index to Exhibits

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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 March 31, 2000.                          

  [  ]  Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transitionperiod from ______to______.                       

Commission file number:000-27691                              
---------       

GOLDEN OPPORTUNITY DEVELOPMENT CORPORATION
 -------------------------------------------
 (Exact name of small business issuer as specified in its charter)

Louisiana                                     87-00067813 
-----------                                   ------------  
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)                                                

 268 West 400 South, Suite 300, Salt Lake City, Utah 84101
 ---------------------------------------------------------
      (Address of principal executive office)       (Zip Code)

(801) 575-8073
--------------------------
 (Issuer's telephone number)

         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 the past 90 days.              

Yes XX           No   

         The number of outstanding  shares of the issuer's common stock,  $0.001
par value (the only class of voting stock), as of March 31, 2000 was 255,423.   

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 TABLE OF CONTENTS

PART I

ITEM 1.  FINANCIAL STATEMENTS..................................................1

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

 PART II

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

SIGNATURES.....................................................................7

INDEX TO EXHIBITS..............................................................8

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ITEM 1.           FINANCIAL STATEMENTS                                          

As used herein,  the term  "Company"  refers to Golden  Opportunity  Development
Corporation,  a Louisiana  corporation,  and its  subsidiaries  and predecessors
unless otherwise indicated. Consolidated, unaudited, condensed interim financial
statements  including a balance  sheet for the  Company as of the quarter  ended
March 31, 2000 and  statements of  operations,  and statements of cash flows for
the  interim  period up to the date of such  balance  sheet  and the  comparable
period of the  preceding  year are attached  hereto as Pages F-1 through F-4 and
are incorporated herein by this reference.                                      

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Golden Opportunity Development Corporation
 Condensed Balance Sheet

                                                        [Enlarge/Download Table]


                                                                          March 31, 2000              December 31,      
                                                                            (Unaudited)                   1999          
                                                                       ---------------------     ---------------------- 
                                                                                                                        
ASSETS                                                                                                                  

      Current Assets:                                                $                         $                        
            Cash and cash equivalents                                                 13,348                     10,027 
            Deposits                                                                   4,052                      4,052 
            Prepaid Expenses                                                           4,333                      4,333 
            Other                                                                          -                          - 
                                                                       ---------------------     ---------------------- 
                 Total current assets                                                 21,733                     18,412 

      Property and Equipment (net of depreciation)                                 2,546,419                  2,556,526 

TOTAL ASSETS                                                         $             2,568,152   $              2,574,938 
                                                                       =====================     ====================== 

LIABILITIES AND STOCK HOLDERS' EQUITY                                                                                   
      Current Liabilities:                                                                                              

            Accounts payable                                         $                24,249   $                 30,126 
            Accounts payable-related party                                           316,799                    215,908 
            Taxes payable                                                                969                          - 
            Current portion of Long Term Obligations                                  20,961                     27,098 
                                                                       ---------------------     ---------------------- 
                 Total current liabilities                                           362,978                    273,132 

      Long Term Obligations (net of current portion)                               1,803,908                  1,808,938 
                                                                       ---------------------     ---------------------- 

TOTAL LIABILITIES                                                                  2,166,886                  2,082,070 

      Stockholders' equity                                                                                              

            Common stock $.001 par value shares,  10,000,000 shares                                                     
            authorized;255,423 shares issued and outstanding                                                            
            on March 31, 2000 andDecember 31, 1999,                                      255                        255 
            Additional paid in capital                                             1,041,330                  1,041,330 
            Retained Earnings (Deficit)                                             (640,319)                  (548,717)
                                                                       ---------------------     ---------------------- 
                 Total stockholders' equity                                          401,266                    492,868 
                                                                       ---------------------     ---------------------- 

TOTAL LIABILITIES AND EQUITY                                         $             2,568,152   $              2,574,938 
                                                                       =====================     ====================== 

 See notes to financial statements

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Golden Opportunity Development Corporation
Unaudited Condensed Statements of Operations

                                                        [Enlarge/Download Table]

                                                   Three Months Ended            Three Months Ended  
                                                     March 31, 2000                March 31, 1999    
                                                     --------------                --------------    
                                                                                                     
REVENUE                                                                                              

      Hotel Revenue                        $                    67,636   $                    87,001 
      Lease Revenue                                             13,320                         1,039 
                                              ------------------------     ------------------------- 
            Total Revenue                                       80,956                        88,040 

EXPENSES                                                                                             

      Hotel Direct Costs                                       123,038                        76,135 
      Selling, general and administrative                       10,440                         3,479 
      Depreciation                                              10,424                        10,740 
      Interest Expense                                          28,656                        28,002 
                                              ------------------------     ------------------------- 
                 Total Operating Expenses                      172,558                       118,356 
                                              ------------------------     ------------------------- 

NET LOSS                                   $                   (91,602)  $                   (30,316)
                                              ========================     ========================= 

BASIC AND DILUTED LOSS PER                                                                           
COMMON SHARE                               $                     (0.36)  $                     (0.30)
                                              ------------------------     ------------------------- 

BASIC AND DILUTED WEIGHTED                                                                           
AVERAGE SHARES OUTSTANDING                                     255,423                       100,000 
                                              ========================     ========================= 

 See notes to financial statements

 F-2

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Golden Opportunity Development Corporation
Unaudited Condensed Statements of Cash Flows

                                                        [Enlarge/Download Table]


                                                                             Three Months           Three Months    
                                                                             Ended March            Ended March     
                                                                               31, 2000               31, 1999      
                                                                          ------------------     ------------------ 
                                                                                                                    
CASH FLOWS FROM OPERATION ACTIVITIES                                                                                

     Net loss                                                          $             (91,602)  $            (30,316)
     Adjustments to reconcile net loss to net cash provided (used) by                                               
     operating activities:                                                                                          
          Depreciation and amortization                                               10,107                 10,740 
     Changes in operating assets and liabilities (net of effect from                                                
     acquisitions)                                                                                                  
          Deposits                                                                         -                      - 
          Accounts Payable                                                            (5,877)               (45,633)
          Accounts Payable-Related Parties                                           100,891                 46,011 
          Accrued Expenses                                                               969                 36,951 
               Total adjustments                                                     106,089                 48,069 
NET CASH PROVIDED (USED) BY OPERATING                                                                               
ACTIVITIES                                                                            14,487                 17,753 
                                                                          ------------------     ------------------ 

CASH FLOWS PROVIDED BY INVESTING ACTIVITIES                                                                         
     Purchase of additional leasehold improvements                                         -                 (8,100)
                                                                          ------------------     ------------------ 

CASH FLOWS FROM FINANCING ACTIVITIES                                                                                

     Contributed Capital                                                                   -                      - 
     Common Stock Issued for Debt                                                          -                      - 
     Common Stock Issued for Cash                                                          -                      - 
     Proceeds from Notes                                                                   -                      - 
     Payments of Notes                                                               (11,167)                (7,672)
                                                                          ------------------     ------------------ 
NET CASH PROVIDED (USED) BY FINANCING                                                                               
ACTIVITIES                                                                           (11,167)                (7,672)
                                                                          ------------------     ------------------ 
NET INCREASE (DECREASE) IN CASH EQUIVALENTS                                            3,321                  1,981 

CASH AND CASH EQUIVALENTS AT BEGINNING OF                                                                           
PERIOD                                                                                10,027                  6,468 
                                                                          ------------------     ------------------ 
CASH AND CASH EQUIVALENTS AT END OF PERIOD                             $              13,348   $              8,449 
                                                                          ==================     ================== 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW                                                                                
INFORMATION                                                                                                         
     Cash paid during the period for interest                          $              28,656   $             28,002 
                                                                          ------------------     ------------------ 

 See notes to financial statements

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Golden Opportunity Development Corporation
NOTES TO CONSOLIDATED UNAUDITED CONDENSED FINANCIAL STATEMENTS
March 31, 2000

1.  Basis of Presentation                                                       

The accompanying consolidated unaudited condensed financial statements have been
prepared by management in accordance  with the  instructions in Form 10-QSB and,
therefore,  do not include all information  and footnotes  required by generally
accepted  accounting  principles and should,  therefore,  be read in conjunction
with the Company's  Annual Report to  Shareholders on Form 10-KSB for the fiscal
year ended December 31, 1999.  These  statements do include all normal recurring
adjustments which the Company believes  necessary for a fair presentation of the
statements. The interim operations results are not necessarily indicative of the
results for the full year ended December 31, 2000.                              

2.  Related Party Transaction                                                   

During the quarter  ended March 31, 2000,  the Company's  parent and/or  related
entities  advanced $ 100,891 to cover operating  deficiencies.  The total amount
payable owed to related parties at March 31, 2000 was $ 316,799.                

3.  Additional footnotes included by reference                                  

Except as indicated in Notes above, there have been no other material changes in
the information  disclosed in the notes to the financial  statements included in
the Company's Annual Report on Form 10-KSB for the year ended December 31, 1999.
Therefore, those footnotes are included herein by reference.                    

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

General                                                                         

As used  herein  the term  "Company"  refers to Golden  Opportunity  Development
Corporation,  its subsidiaries and  predecessors,  unless the context  indicates
otherwise.  The Company was  incorporated  in  Louisiana  on May 7, 1997 for the
purpose of engaging in any lawful activity for which  corporations may be formed
under the Business Corporation Law of Louisiana.                                

The Company is  currently  engaged in the business of  operating  and  acquiring
hospitality property.  The Company currently owns a 134 unit motel, a restaurant
facility and four  adjacent  office retail  buildings in Baton Rouge,  Louisiana
(the "Motel").  The Motel is located next to the Mississippi River, three blocks
from a river boat dock, at 427 Lafayette  Street,  Baton Rouge,  Louisiana.  The
Company is also actively seeking to acquire other hospitality properties.       

The Motel                                                                       

The Motel was  acquired on May 31, 1997 by San Pedro Ltd.  and the Smith  Family
Trust for the purpose of subsequently  transferring  the property to the Company
for a 100%  interest in the  Company.  The Company  acquired the Motel for a One
Million Nine Hundred Thousand Dollar  ($1,900,000) note.  Principal and interest
on the mortgage are payable in 359 monthly installments of Eleven Thousand Three
Hundred  Ninety-One Dollars and Forty-Six Cents ($11,391.46) until July 1, 2027,
when the  remaining  principal and interest is due in full.  These  payments are
made to the General  Lafayette  Inc.  c/o James A. Thom III,  M.D. and his wife,
Evelyn  M Thom  130 Main  Street,  Baton  Rouge,  Louisiana,  70081.  Additional
consideration  paid by the Company  for the  acquisition  of the Motel  included
75,000 shares of SynFuel Technology stock. No other liens or encumbrances on the
Motel  exist  other  than the note.  The Motel is  located in the Parish of East
Baton Rouge,  State of  Louisiana.  The  assessed  value of the property and the
Motel  when it was  acquired  by the  Company in May of 1997 was  $200,000.  The
current assessed value of the property and Motel remains approximately $200,000.

The Motel currently has an occupancy rate of  approximately  58% of its rentable
rooms.  However,  the Company expects this rate to increase once the renovations
are complete and the Motel becomes a Villager Lodge. The Motel generates average
monthly  rental  revenues of  approximately  Twenty-Two  Thousand  Five  Hundred
Forty-Five  Dollars ($22,545) and approximately Four Thousand Four Hundred Forty
Dollars  ($4,440)  are  generated  from  leases on other  property . The Motel's
current  occupancy  rate,  based  upon the  number  of  available  rooms,  is as
mentioned above, approximately 58%. The current number of available rooms is 74.
The Motel's low  occupancy  rate is due in part to the fact that the Motel is in
need of substantial  repairs  including repairs to sixty (60) rooms that are not
rentable. If these sixty (60) unrentable rooms are added into the calculation of
the Motel's  occupancy rate, the Motel would have an occupancy rate of only 32%.
The Company is in the process of renovating approximately one room a month until
it obtains  sufficient  financing to renovate the entire Motel.  At the time the
Company acquired the Motel,  approximately 40 rooms were rentable out of a total
of 134 rooms.  The  neighborhood  in which the Motel is located  was  considered
economically depressed prior to the Company's acquisition of the Motel. However,
the neighborhood  over the last couple of years has been in the process of being
revitalized. The Company suspects that the Motel's poor condition was the result
of the  Motel's  prior  inability  to generate  sufficient  revenues to make the
necessary  upgrades,  repair and improvements to properly maintain the property.
The Motel's  inability to generate  sufficient  revenues  historically  was most
likely the result of the formerly depressed local economy.  The Company has been
unable to find adequate financing to fully renovate the Motel to date.          

The Company's  current  plans are to renovate the Motel in  compliance  with the
requirements of the Villager Franchise Systems,  Inc. uniform franchise offering
circular.  The Company has retained the services of an architectural firm in its
effort to begin renovations and thereby,  comply with requirements of becoming a
Villager Lodge Extended Stay Living Franchise. In July, 1999, the Company signed
a Franchise  Agreement  with  Villager  Lodge.  The Company is in the process of
obtaining the necessary  financing to begin  operations as a Villager Lodge. The
Company expects                                                                 

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that the  source  of such  financing  will be bank or  institutional  financing,
equity offerings and/or private  placements.  As mentioned above, the Company is
currently  financing  renovations  on a room by room basis with  operating  cash
flows.  The  Company  expects  that  initial  costs  to  renovate  the  Motel in
compliance  with the Villager Lodge  franchise  agreement will be  approximately
$2,000 per room  during the first year of  operation  as a Villager  Lodge.  The
Company  expects that after the first year of  operations  as a Villager  Lodge,
additional renovations will need to be made at a cost of approximately $2,000 to
$3,000 per room.                                                                

Villager Lodge is a national  chain with over ninety (90)  locations  throughout
the country. Villager Lodge has a toll free 800 number for national reservations
and directory assistance for Villager Lodge locations nation wide. Additionally,
Villager Lodge maintains a national advertising campaign and an Internet website
upon which potential  guests can view the Villager Lodge national  directory and
make  reservations  at any Villager  Lodge nation  wide.  Villager  lodge has an
Internet web site located at http://www.villager.com.                           

The estimated  minimal initial costs to begin  operations as a Villager Lodge is
$250,000. The Company believes that it will need an additional $250,000 to fully
complete the renovation  requirements  for the Village Lodge.  The completion of
renovations  and the  successful  retention of the Villager  Lodge  franchise is
expected to significantly  increase the Motel's rental revenues.  However, there
is no guarantee that the Company will obtain the necessary financing to make the
renovations  required under the Licensing  Agreement with Villager Lodge. In the
event the Company does not obtain the necessary  financing,  the Company may not
be able to operate as a Villager Lodge  franchisee.  In the event the Company is
unable to comply with the requirement of the Villager Lodge Franchise  Agreement
because of a lack of  financing,  the Company will continue to operate its Motel
as the General  Lafayette Inn.  Villager Lodge has agreed to release the Company
from any liability  under the Franchise  Agreement,  if the Company is unable to
obtain sufficient financing.                                                    

Results of Operations                                                           

Revenues                                                                        

Revenues for the quarter  ended March 31, 2000  decrease to $80,956 from $88,040
for the quarter ended March 31, 1999, a decrease of 8%. The decrease in revenues
was attributable to a decrease in occupancy.                                    

Losses                                                                          

Net losses for the  quarter  ended  March 31,  2000  increased  to $91,602  from
$30,316  for the  quarter  ended March 31,  1999,  an  increase of $61,286.  The
increase in losses is  attributable  to to an increase in repair  expenses and a
decrease in rental revenues.                                                    

The Company expects to continue to incur losses at least through fiscal 2000 and
there  can  be  no   assurance   that  the  Company  will  achieve  or  maintain
profitability or that its revenue growth can be sustained in the future.        

Expenses                                                                        

General and administrative  expenses for quarters ended March 31, 2000 and March
31,  1999,  were  $10,440  and $3,479,  respectively.  The reason for the $6,961
increase is primarily attributable to audit costs incurred to meet the reporting
requirements of the Securities Exchange Act of 1934.                            

Depreciation and amortization expenses for the quarters ended March 31, 2000 and
March 31, 1999 were $10,424 and $10,740 , respectively.  The decrease was due to
recalculation  of  depreciation  lifes and slight  adjustments  in  amortization
schedules and valuations.                                                       

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The Company expects  increases in expenses  through 2000 as the Company steps up
its effort to acquire  additional  properties  and works towards  finalizing its
efforts to begin operating as a Villager Lodge franchisee.                      

For the  quarters  ended March 31, 2000 and March 31, 1999,  the Motel's  direct
operating costs were $123,038 and $76,135 respectively,  an increase of $46,903.
This increase is primarily  attributable to expenses  relating to needed repairs
and increase in general  maintenance to improve the facility in  anticipation of
operation as a Villager Lodge franchisee.                                       

Liquidity and Capital Resources                                                 

The Company has  expended  significant  resources  on  renovating  the Motel and
maintenance  because of the age and poor condition of the facility.  The Company
anticipates  spending substantial amounts of capital in an effort to comply with
the requirement of becoming a Villager Lodge franchise.                         

Cash flow used by operations  were $14,487 for the quarter ended March 31, 2000,
compared to cash flow  provided for  operations of $17,753 for the quarter ended
March 31, 1999. This decrease in cash flows used in operating activities for the
quarter ended March 31, 2000 is primarily attributable to the increase in losses
due to the factors previously discussed.                                        

Cash flow used by investing  activities  were $0 for the quarter ended March 31,
2000,  compared  to cash flow used by  investing  activities  of $8,100  for the
quarter  ended March 31,  1999.  This  decrease in cash flows used by  investing
activities for the quarter ended March 31, 2000 is primarily attributable to not
performing capital expenditures as was done in the previous period.             

Cash flow used in financing  activities  was $11,167 for the quarter ended March
31, 2000,  compared to net cash flows used of $7,672 for the quarter ended March
31, 1999. The Company's cash flow used in financing  activities increased due to
the fact  that the  Company  was able to  retire  more debt than it could in the
previous year.                                                                  

The Company has funded its cash needs from inception through March 31, 2000 with
revenues generated from its operations and advances from its Parent Company.  In
addition,  the Company may issue additional  shares of its common stock pursuant
to a private placement or registered offering,  if necessary to raise additional
capital.                                                                        

Capital Expenditures                                                            

The Company made $0 and $8,100 in capital  expenditures on property or equipment
for the quarters ended March 31, 2000 and 1999, respectively.                   

The Company has a working capital  deficiency at March 31, 2000 in the amount of
$341,245.  However,  $316,799 of this working capital  deficiency is owed to the
Company's  parent.  The Company intends to fund the Motel's  operations over the
course  of the next  year with  long  term  bank  financing,  increasing  rental
revenues from increased occupancy rates and/or equity financing in the form of a
private placement offering.                                                     

During  2000 the  Company  expects  to spend up to  $500,000  or more in capital
improvements on renovations to the Motel.  Anticipated capital expenditures will
depend upon  financing that is being sought for  renovations.  It is anticipated
that the cost to make the initial  renovations in each room of the Motel will be
approximately  $2,000 or $250,000 total. These initial  renovations will include
new paint, new carpeting,  new door locks and replacing  certain  fixtures.  The
Company  anticipates  spending an additional $2,000 to $3,000 per room after the
initial renovations are made on new furnishings and updating the exterior of the
building.  The Company anticipates the source of these expenditures to come from
equity offerings,  bank financing, or loans from insiders and control persons of
the  Company.  In the event that the  Company is unable to obtain the  necessary
amount of capital, the Company may choose not to operate as a Villager Lodge and
may operate as an independent motel until financing is obtained.                

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Income Tax Expense (Benefit)                                                    

The Company has an income tax benefit  resulting  from net  operating  losses to
offset future operating profit.                                                 

Impact of Inflation                                                             

The Company  believes that  inflation has had a negligible  effect on operations
over the past three years. The Company believes that it can offset  inflationary
increases in the cost of materials and labor by  increasing  sales and improving
operating efficiencies.                                                         

Known Trends, Events, or Uncertainties                                          

Lodging Industry  Operating Risks. The Company is subject to all operating risks
common to the lodging  industry.  These risks include,  among other things,  (i)
competition  for guests from other  hotels,  a number of which may have  greater
marketing and financial resources than the Company,  (ii) increases in operating
costs due to inflation  and other  factors,  which  increases  may not have been
offset in recent years,  and may not be offset in the future,  by increased room
rates, (iii) dependance on business and commercial travelers and tourism,  which
business may fluctuate and be seasonal,  (iv) increase in energy costs and other
expenses of travel which may deter travelers, and (v) adverse effects of general
and local economic and weather conditions.                                      

Capital  Requirements and Availability of Financing.  The Company's  business is
capital  intensive,  and it will have  significant  capital  requirements in the
future.  The Company's  leverage could affect its ability to obtain financing in
the future to  undertake  remodeling  or  refinancings  on terms and  subject to
conditions  deemed  acceptable  to the Company.  In the event that the Company's
cash  flow  and  working  capital  are  not  sufficient  to fund  the  Company's
expenditures  or to service  its  indebtedness,  it would be  required  to raise
additional  funds  through  the  sale  of  additional  equity  securities,   the
refinancing of all or part of its indebtedness or the sale of assets.  There can
be no  assurances  that any of these  sources of funds would be  available in an
amount sufficient for the Company to meet its obligations. Moreover, even if the
Company were able to meet its obligations, its leveraged capital structure could
significantly  limit its  ability to finance  its  remodeling  program and other
capital  expenditures to compete  effectively or to operate  successfully  under
adverse economic conditions.  Additionally, financial and operating restrictions
contained in the Company's existing indebtedness may limit the Company's ability
to secure  additional  financing,  and may prevent the Company from  engaging in
transactions that might otherwise be beneficial to the Company and to holders of
the Company's  common stock.  The Company's  ability to satisfy its  obligations
will  also be  dependant  upon  its  future  performance,  which is  subject  to
prevailing economic conditions and financial,  business and other factors beyond
the Company's control.                                                          

General Real Estate Investment  Risks. The Company's  investments are subject to
varying  degrees of risk  generally  incident to the ownership of real property.
Real  estate  values and income from the  Company's  current  properties  may be
adversely  affected  by changes in  national or local  economic  conditions  and
neighborhood characteristics, changes in interest rates and in the availability,
cost and terms of mortgage funds, the impact of present or future  environmental
legislation and compliance with environmental laws, the ongoing need for capital
improvements,  changes in governmental rules and fiscal policies,  civil unrest,
acts of God, including  earthquakes and other natural disasters which may result
in  uninsured  losses),  acts of war,  adverse  changes in zoning laws and other
factors which are beyond the control of the Company.                            

Value and  Illiquidity of Real Estate.  Real estate  investments  are relatively
illiquid.  The  ability of the  Company  to vary its  ownership  of real  estate
property in response to changes in economic and other conditions is limited.  If
the Company must sell an investment,  there can be no assurance that the Company
will be able to  dispose  of it in the time  period it desires or that the sales
price of any investment will recoup the amount of the Company's investment.     

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Property Taxes.  The Company's  property is subject to real property taxes.  The
real  property  taxes on this  property may increase or decrease as property tax
rates  change  and  as  the  property  is  assessed  or   reassessed  by  taxing
authorities.  If property  taxes  increase,  the Company's  operations  could be
adversely affected.                                                             

Risks of  Remodeling  /  Expansion  Strategy.  The  Company  intends to pursue a
strategy of growth  through the remodeling of the Motel and may pursue a similar
strategy in acquiring  future  properties.  There can be no  assurance  that the
Company will obtain adequate  financing for the renovations nor can there be any
assurance that  renovations  undertaken by the Company will be  profitable.  The
construction of renovations  that are not profitable  could adversely affect the
Company's  profitability.  The  Company  may in the  future  require  additional
financing in order to continue its renovation plans.  There is no assurance that
such  additional  financing,  if  any,  will  be  available  to the  Company  on
acceptable terms.                                                               

Investment in Single Industry/Property. The Company is subject to risks inherent
in  investments  in a single  industry/property.  The  effects on the  Company's
revenues  resulting  from a  downturn  in the  lodging  industry  would  be more
pronounced than if the Company had  diversified  its investments  outside of the
lodging industry.                                                               

Year 2000. The Year 2000 problem is a result of computer  programs being written
using two digits to define the applicable  year. If not corrected,  any programs
or equipment that have time sensitive  components could fail or create erroneous
results.  The Company has  completed  a review of its  existing  systems and has
upgraded 100% of its existing system with hardware and software that purports to
be Year 2000 compliant.                                                         

The Company  believes that it is fully year 2000 complaint.  The cost associated
with the  updating  of the  Company's  computer  systems was not  material.  The
Company only uses a single personal computer for it day to day operations and as
of the date of the filing of this 10-QSB,  the Company has not  experienced  any
year 2000 related computer problems.                                            

The  Company  currently  has  limited  information   concerning  the  year  2000
compliance status of its clients and associates.  However, even if the Company's
client's are not Year 2000  compliant the Company does not  anticipate  that any
such  noncompliance  will  have a  material  adverse  effect  on  the  Company's
business, financial condition, results of operations or cash flows.             

 PART II

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K                              

(a)  Exhibits Exhibits required to be attached by Item 601 of Regulation S-B are
     listed in the Index to  Exhibits  on page 10 of this Form  10-QSB,  and are
incorporated herein by this reference.                                

(b)  Reports on Form 8-K. No reports were filed on Form 8-K during the quarter. 

[THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY]

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SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 12th day of May 2000.                                          

Golden Opportunity Development Corporation                                      

By:    /s/ Richard Surber                                May 12, 2000           
------------------------------                                                  
Richard Surber                                                    

Its:   President, Chief Executive Officer and                                   
Director                                                        

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 INDEX TO EXHIBITS

Exhibit                                                                         
No.       Page No.    Description                                               
-------   --------    -----------                                               
2(i)         *      Articles of  Incorporation of the Company dated May 7, 1997.
                    (Incorporated  by reference  filed with the  Company's  Form
10-SB/A-2 on May 2, 2000).              

2(ii)        *      Amended Articles of Incorporation of the Company dated April
                    26,  1999.   (Incorporated   by  reference  filed  with  the
Company's Form 10-SB/2 on May 2, 2000). 

2(iv)        *      By-laws of the Company.  (Incorporated  by  reference  filed
           with the Company's Form 10- SB/A-2 on May 2, 2000).

27           9      Financial Data Schedule "CE".                               

Material Contracts                                                              

Exhibit                                                                         
No.       Page No.    Description                                               
-------   --------    -----------                                               
6(i)        *       Management  Agreement  between the  Company and  Diversified
                    Holdings,  I, Inc.  dated April 30, 1999.  (Incorporated  by
                    reference  filed with the Company's Form  10-SB/A-2on May 2,
2000).                                  

6(ii)       *       Franchise   Agreement   between  the  Company  and  Villager
                    Franchise  Systems,  Inc.  (Incorporated  by reference filed
          with the Company's Form 10-SB/A-2 on May 2, 2000).

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Dates Referenced Herein and Documents Incorporated By Reference

		Referenced-On Page
This 10QSB Filing	Date	First	Last	Other Filings

	5/7/97	8	14
	5/31/97	8
	3/31/99	5	10
	4/26/99	14
	4/30/99	14
	12/31/99	4	7	10KSB, 10KSB/A
For The Period Ended	3/31/00	1	10
	5/2/00	14		10SB12G/A
Filed On / Filed As Of	5/12/00	13
	12/31/00	7		10KSB
	7/1/27	8

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Filing Submission - Alternative Formats (Word / Rich Text, HTML, Plain Text, SGML, XML, et al.)

Golden Opportunity Development Corp · 10QSB · For 3/31/00

Filed On 5/12/00 12:29pm ET · SEC File 0-27691 · Accession Number 1083162-0-6

Quarterly Report -- Small Business · Form 10-QSBFiling Table of Contents

10QSB · Form 10QSB (March 2000)Document Table of Contents

Dates Referenced Herein and Documents Incorporated By Reference

Quarterly Report -- Small Business · Form 10-QSB
Filing Table of Contents

10QSB · Form 10QSB (March 2000)
Document Table of Contents