Arcland Energy Corp – ‘10-Q’ for 10/31/00

On:  Thursday, 12/14/00, at 5:08pm ET   ·   For:  10/31/00   ·   Accession #:  352912-0-6   ·   File #:  0-10315

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Quarterly Report   —   Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                      10±    40K 
 2: EX-27       Financial Data Schedule (Pre-XBRL)                     1      7K 

10-Q   —   Quarterly Report
Document Table of Contents

SECURITIES AND EXCHANGE COMMISSION          
Washington, DC 20549            

FORM 10-QSB         

Quarterly Report Pursuant to Section 13 or 15(d) of the         
Securities Exchange Act of 1934           

For the Quarter ended October 31, 2000          

Commission File No. 0-10315           
E-COMMERCE WEST CORP.         
(Name of Registrant as specified in its charter)          

Utah                            95-4091368        
(State or other jurisdiction of          (IRS Employer                    
Incorporation or organization)           Identification No.)            

83 Sherman St.            
Deadwood,  SD  57732              
(Address of principal executive offices)            

(605) 578-1299                       (605) 578-1298       
(Registrant's telephone number)         (Registrant's fax number)       

Securities registered pursuant to Section 12(g) of the Act:         
Common Stock,  $0.001 Par           

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) and (2) has been subject to       
such filing requirements for the past 90 days.                                  
[x] Yes    [ ] No                                                               

Indicate by check mark whether the registrant has filed all documents and       
reports required to be filed by Sections 12, 13 or 15(d) of the Securities      
Exchange Act of 1934 subsequent to the distribution of securities under a       
plan confirmed by a court.                                                      
[x] Yes    [ ] No                                                               

As of October 31, 2000 18,439,776 shares of registrant's $0.001 par value       
common stock were outstanding.                                                  

E-COMMERCE WEST CORP.                 

INDEX               

                                                Page
                                                Number

PART 1      FINANCIAL INFORMATION                                               

Item 1.     Consolidated Financial Statements                                   

Balance Sheets (unaudited)as of October 31, 2000    
and (audited)July 31, 2000                         3

Unaudited Statements of Operations                  
3 months ended October 31, 2000 and 1999           4

Unaudited Statements of Cash Flows                  
3 months ended October 31, 2000 and 1999           5

Notes to Financial Statements                      6

Item 2.     Management's Discussion and Analysis of                             
Financial Condition and Results of Operations        7  

PART 11     OTHER INFORMATION                                                   

Item 2.     Change in Securities                                10              

Item 6.     Exhibits and Reports on Form 8-K                    10              

E-COMMERCE WEST CORP. AND SUBSIDIARIES              
CONSOLIDATED BALANCE SHEETS             

ASSETS                              October 31, 2000  July 31, 2000             
                      (unaudited)      (audited)
Current Assets                                                                  
Cash and cash equivalents           $    6,002     $    31,120              
Marketable securities                    2,424          49,806              
Note Receivable - related party          2,956           2,962              
Inventories                                  -           8,655              
Prepaid legal expense                   79,162          91,663              
Prepaid expenses & other assets              -             282              

Total current assets                 90,544         184,488           

Fixed Assets                                                                    
Property and equipment, net             28,730          29,739              
Excess of cost over fair value of                                               
net assets acquired                    297,841         326,664              

Total assets                     $  417,115     $   540,891           

                        October 31, 2000   July 31, 2000
LIABILITIES AND SHAREHOLDERS'         (unaudited)      (audited)                
DEFICIT                                                                     

Current liabilities                                                             
Accounts payable                    $  100,342     $   113,436              
Accrued payroll & payroll taxes        234,227         207,654              
Note payable - related parties         174,159         174,504              
Deferred revenue                        16,032           8,860              
Accrued other                            5,198               -              
Net liabilities of discontinued                                             
operations                                  -          73,187             

Total current liabilities            529,958         577,641            

Commitments & contingencies                                                     

Shareholders' deficit                                                           
Preferred Stock, 100,000,000                                                
authorized; 1,100,000 Series A                                          
convertible shares issued and                                           
outstanding                            1,100           1,100            
Common Stock, $0.001 par value,                                             
150,000,000 shares authorized;                                          
18,439,776 and 18,146,225 shares                                        
issued and outstanding                18,440          18,146            
Additional Paid in Capital           7,362,450       7,327,764              
Accumulated deficit                 (7,494,833)     (7,350,363)             

Total shareholders' deficit      (   112,843)     (   36,750)           

Total liabilities & shareholders'                                       
deficit                          $  417,115      $  540,891           

    E-COMMERCE WEST CORP. AND SUBSIDIARIES
    CONSOLIDATED STATEMENT OF OPERATIONS

                                        3 Months Ended
                                         Oct. 31/00       Oct. 31/99
                                          (unaudited)      (unaudited)

Revenues                                        $ 39,155         $  1,894       
Cost of goods sold                             (  12,714)       (   1,067)      

Gross Profit                                      26,441              827       

Selling, general &                                                              
administrative expenses                         204,480          125,755      
Depreciation/amortization                         32,902            7,014       

Loss from continuing operations               (  210,941)       ( 131,942)      

OTHER INCOME (EXPENSE)                                                          
Interest income                                      10              748      
Interest expense                             (    2,533)       (   1,115)     
Marketable securities                                                           
realized loss                               (   44,544)               -     
Marketable securities                                                         
unrealized loss                             (    2,079)               -     
Other Income                                      7,104                -      

Total other income (expense)                  (   42,042)       (     367)      

Loss from continuing                                                            
operations before income taxes               (  252,983)       ( 132,309)     
Income tax provision                                   0                -       

Net loss from continuing operations           (  252,983)       ( 132,309)      

Discontinued Operations:                                                        
Gain from disposition of operations              59,196                -      

Net gain from discontinued operations            59,196                -      

Loss before extraordinary item               (  193,787)       ( 132,309)     

Extraordinary item                                                            
Gain on forgiveness of accrued                                              
payroll, net of income tax expense of $0        49,583                -     

Net income (loss)                             ($ 144,204)       ($132,309)      

Basic (loss) Per Share                                                          
From continuing operations                       ($0.01)          ($0.01)     
From discontinued operations                       0.00             0.00      
From extraordinary item                            0.00             0.00      
Total basic loss per share                        ($0.01)          ($0.01)      

Weighted-average common shares outstanding    18,212,857       12,435,058       

    E-COMMERCE WEST CORP. AND SUBSIDIARIES
      CONSOLIDATED STATEMENT OF CASH FLOWS

                                    3 Months Ended
                                     Oct. 31/00       Oct. 31/99
                                      (unaudited)      (unaudited)
Cash flows from                                                                 
operating activities:                                                           
Net loss from continuing operations         ($ 252,983)      ($ 132,309)      

Adjustments to reconcile                                                        
net loss to net cash used in operating                                        
activities:                                                                 
Depreciation & amortization                   32,902            7,014     
Issuance of stock for   services rendered      34,980           10,000      
Realized loss on sale of securities             46,623                -       
Extraordinary item                              49,583                -       
(Increase) decrease in:                                                         
Prepaid expenses & other current assets         12,783           14,865       
Inventories                                          -              112       
Increase (decrease) in:                                                       
Accounts payable                               3,209           13,100     
Deferred revenues                             12,370                -     
Accrued payroll and payroll tax               26,573           56,251     

Net cash provided by (used in)                                                  
continuing operations                     (   33,960)       (  30,967)    
Net cash provided by disposition of                                             
discontinued operations                   (   21,639)       (      40)    

Net cash provided by (used in)                                                
Operating activities                      (   55,599)       (  31,007)    

Cash flows from investing activities:                                           
Sale of marketable securities                 33,890                -     
Acquisitions of property & equipment      (    3,070)               -     

Net cash provided by(used in)                                                   
investing activities                            30,820                -       

Cash flows from financing activities:                                           
Loans from officers                        (      339)          21,048      
Book overdraft                                                     466      

Net cash provided by (used in)                                                  
financing activities                       (      339)          21,514      

Net increase (decrease)                                                         
in cash and cash equivalents                (   25,118)       (   9,493)      
Cash and cash equivalents                                                       
beginning of period                            31,120            9,493      

Cash and cash equivalents                                                       
end of period                               $   6,002         $      -      

E-COMMERCE WEST CORP.             
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS            
THREE MONTHS ENDED October 31, 2000             

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES            

NOTE 1 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES              

Basis of Presentation                                                 
The accompanying consolidated financial statements have been          
prepared in conformity with generally accepted accounting             
principles for interim financial information and with the             
instructions to Form 10-QSB and/Regulation S-B.  Accordingly,         
they 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 normal,      
recurring adjustments considered necessary for a fair                 
presentation have been included. The financial statements should      
be read in conjunction with the audited financial statements          
included in the Company's annual report on Form 10-KSB for the        
fiscal year ended July 31, 2000. The results of operations for        
the three months ended October 31, 2000 are not necessarily indicative
 of the results that may be expected for the fiscal year ending July 31,
2001.                                                                 

NOTE 2 - PROPERTY AND EQUIPMENT                                                 

As of October 31, 2000 property and equipment                         
consisted of the following:                                           

                                      Oct. 31,      July 31,
                                        2000          2000__
                       (unaudited)

Purchased software                               11,300          8,230          
Furniture and equipment                         129,884        129,884          

                                      141,184        138,114
Less accumulated depreciation                   112,454        108,375          

Total                                     $ 28,730       $ 29,739     

NOTE 3 - SUBSEQUENT EVENTS                                                      

After the end of this quarter but prior to this filing, the Company   
  issued 45,455 common shares as a legal retainer valued at $5,000, 50,000
common shares for technical and Internet related support valued at    
$4,250 and 29,412 common shares for legal services valued at $2,500   

Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND       
RESULTS OF OPERATIONS                                                           

General Financial Condition                                                     

Results of Operations:                                                

E-Commerce West                                                       

Since August, 1999 the Company has devoted all its resources to the   
research and development of its new business-to-business ("B2B") Internet       
application which it plans to introduce to the market through a subsidiary      
company in the first quarter of 2001.  The Company's revenues this quarter      
have been generated by N2 Networking, Inc., a wholly-owned subsidiary of the    
Company.                                                                        

eChristmastrees.com                                                   

   With the Company's previously announced plans to exit the B2C marketplace
to devote all its resources to its B2B application, the Company sold in         
September, 2000 its eChristmastrees.com business, including the web site, all   
relevant domain names, inventory, customer lists, affiliates, merchant          
affiliations and suppliers, to WWW Services, the Company's former web design    
firm. Consideration for the purchase included $16,303.45 representing a 50%     
discount of the fees owed to WWW Services for web site design services.  WWW    
Services is owned by Deb Berg, the Company's former General Manager.            
Additional consideration included Mrs. Berg forgiving $49,583.28 in back        
salary owed by the Company for a period including April, 1998 through           
December, 1999.                                                                 

Business-to-Business ("B2B") Internet Application                   

 The Company extensively researched the internet marketplace for an area
where it could profit from its expertise.  An area in the business-to-          
business marketplace was discovered and since August, 1999, the Company has     
devoted all its resources to the development and introduction to market of      
its B2B Internet application. It is anticipated the new application will        
undergo testing and market introduction in the first quarter of 2001, although  
no assurances of an exact date can be give due to financing requirements        
combined with the complexities involved in its implementation.                  

Details surrounding the B2B internet application remain secret for    
competitive reasons.  The Company believes should news of the application       
become known, other larger, better financed Internet companies would be in a    
position to either beat the Company to market or out-market the Company,        
thereby restricting the Company's growth and limiting the potential return for  
its shareholders.  The Company has assembled an experienced, skilled            
management team for the project and initial presentations to major NYSE and     
NASDAQ corporations together with smaller organizations have been well          
received, although each corporation has its own method and criteria in          
evaluating such an application.                                                 

 The Company will require funding of $3 million to bring the application
to its full market potential. Management believes that such financing will be   
available, although there can be no assurances that financing in the amount     
and on terms acceptable to the Company will be available within the time        
frame required.                                                                 

Consolidated Corporate Information                                            

 Selling, general and administrative expenses for the three months ended
October 31, 2000 were $204,480 and consisted primarily of salaries              
(deferred), professional and consulting fees and travel. This is                
approximately 63% more than the selling, general & administrative expenses of   
$125,755 for the prior three months ended October 31, 1999.  Funds were         
expensed and are expected to continue to be expensed in the ongoing             
development and introduction to market of the Company's planned B2B internet    
application.                                                                    

Liquidity and Capital Resources                                       

As of October 31, 2000, the Company had $6,002 in cash and cash       
equivalents, an increase of $6,002 over the same period last year, and a        
working deficit of $439,414.  Since inception, the Company has financed its     
operations primarily through private offerings of equity securities and loans   
from officers.                                                                  

Net cash used in continuing operating activities was $33,690 for the    
quarter ended October 31, 2000.                                                 

Net cash provided by financing activities was $339 for the quarter ended
October 31, 2000.  Net cash provided by financing activities consisted of       
loans from an officer.                                                          

 The Company expects cash flows from operations to continue to be negative
over the next year.  Depending on the success of the Company's efforts to       
develop, implement, market and manage its B2B internet application, management  
believes that the Company's present working capital will need to be             
supplemented to support the Company's operations over the next 12 months.       
Current cash on hand is sufficient to meet short-term ongoing operating         
expenses. The Company is optimistic that additional financing will be           
available, although no assurances can be given that any financing can be        
obtained on terms favorable to the Company, or at all.  Additional working      
capital may be sought through equity private placements and/or additional       
notes payable to related parties (officers, directors or shareholders). The     
ability to raise financing will depend upon many factors, including the         
Company's then current common stock price, the nature and prospects of the      
Company's new internet application and the economic and market conditions       
prevailing at the time financing is sought.                                     

Stock Issuances                                                     

 In this quarter the Company issued the following shares of unrestricted
common stock: 59,778 common shares for legal and accounting services valued     
at $7,771; 125,000 common shares for technical and internet related services    
valued at $19,015; 41,667 common shares for new business development            
consulting valued at $4,167; and 42,106 common shares for market research       
services valued at $4,000. The aforementioned issuances were from the           
Company's active S-8 Registration #333-37710.  Further, the Company issued      
25,000 common shares, which are restricted pursuant to Rule 144 of the          
Securities & Exchange Commission, to an N2.Networking employee as a gift for    
technical assistance.                                                           

Consulting Arrangement                                                

The Company entered into a one year consulting agreement beginning in 
October, 2000 for $50,000 to be paid monthly in common stock with the           
Company's former General Manager specifically to assist the Company's           
subsidiary find clients for its B2B internet application.                       

Equipment Rental, Overhead Reimbursement, Rent, Support Services      

The Company leases approximately 3,600 square feet for its corporate  
headquarters in Deadwood, South Dakota for $1,250 per month. As the company     
intends to relocate its corporate headquarters to San Diego, California, the    
Company occupies the space on a month-to-month basis until the move becomes     
effective.                                                                      

Other Matters                                                   

During the quarter, Jon Elliott, the Company's President/CEO, sold    
155,000 common shares at an average price of $0.18 on the open market with a    
portion of the proceeds used to support the Company's operating overhead.       
All appropriate forms concerning the aforementioned transactions were filed     
in a timely fashion with the Securities & Exchange Commission. [See:            
Subsequent Events]                                                              

Subsequent Events                                                               

Domain Names                                                

As a result of the Company's previously announced decision to exit the  
B2C marketplace to concentrate all its resources on the development and         
introduction to market of its B2B internet application, the Company elected     
not to renew most of the domain names it had registered in 1998.  Some, such    
as eValentinesDay2000.com and eHalloween2000.com obviously carry no further     
value while others such as eLaborDay.com hold no interest for the Company.      
The Company did however, choose to renew domain names which it considers to     
have value such as eSuperBowl.com, eWorldSeries.com and eElectionDay.com        
which are available for sale.                                                   

Stock Issuances                                                       

After the end of this quarter but prior to this filing, the Company   
issued 45,455 common shares as a legal retainer valued at $5,000, 50,000        
common shares for technical and Internet related support valued at $4,250 and   
29,412 common shares for legal services valued at $2,500 from its active S-8    
Registration #333-37710.                                                        

S-8 Registration                                                      

The Company filed an S-8 registration statement with the Securities & 
Exchange Commission enabling the Company to issue 1,500,000 common shares to    
employees and corporate consultants in lieu of cash.  This registration         
allows the company to conserve its cash resources while still being able to     
attract the talent whose skills are necessary to continue to grow the           
Company.  The registration was effective December 5, 2000. To date, no shares   
have been issued from this registration.                                        

Other Matters                                                         

From the end of the quarter but prior to this filing Jon Elliott, the 
Company's President/CEO, sold 90,000 shares at an average price of $0.08 on     
the open market.  All appropriate forms concerning the aforementioned           
transactions were filed in a timely fashion with the Securities & Exchange      
Commission.                                                                     

PART II     OTHER INFORMATION                                                   

Item 2.     Changes in Securities                                               

None.                                               

Item 6.     Exhibits and Reports on Form 8-K                                    

a) Exhibits                                             

None                                                

Exhibits other than those listed have been omitted because they are   
nonexistent, inapplicable or because the information is given in the            
financial statements of the Company.                                            

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 by the undersigned          
thereunto duly authorized.                                                      

           E-COMMERCE WEST CORP.
  (Registrant)

                          By: ___/s/ Jon F. Elliott___________
                       Jon F. Elliott, President
                         and Chief Executive Officer

Date:  December 15, 2000                                                        

11                                                                              

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing		Date		Other Filings
		7/31/01		10KSB
		12/15/00
Filed on:		12/14/00
		12/5/00		S-8
For Period End:		10/31/00		10KSB
		7/31/00		10KSB
		10/31/99		10-Q
				List all Filings