U.S. 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 June 30, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ______________ to _______________ Commission file number 0-50164 DOLPHIN PRODUCTIONS, INC. (Exact name of small business issuer as specified in its charter) Nevada 87-0618756 ------------------------------------ ------------------------------------- (State or other jurisdiction of (Employer Identification No.) incorporation or organization) 2068 Haun Avenue, Salt Lake City, Utah 84121 (Address of principal executive offices) (801) 450-0716 (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 (X) No ( ) State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 770,000 as of June 30, 2005. DOLPHIN PRODUCTIONS, INC. INDEX TO FORM 10-QSB PAGE PART I FINANCIAL INFORMATION NUMBER Item 1. Financial Statements for DOLPHIN PRODUCTIONS, INC. 3-9 Unaudited Condensed Balance Sheets June 30, 2005 and September 30, 2004 Unaudited Condensed Statements of Operations - Three Months Ended June 30, 2005 and June 30, 2004 Nine Months Ended June 30, 2005 and June 30, 2004 and from inception on June 28, 1998 through June 30, 2005 Unaudited Condensed Statements of Cash Flows - Nine Months Ended June 30, 2005 and June 30, 2004 and from inception on June 28, 1998 through June 30, 2005 Notes to Unaudited Condensed Financial Statements Item 2. Management's Discussion and Analysis of 10 Financial Condition and Results of Operation Item 3. Controls and Procedures 11 PART II OTHER INFORMATION 11 SIGNATURE 11 Item 1. Financial Statements for DOLPHIN PRODUCTIONS, INC. DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] UNAUDITED CONDENSED BALANCE SHEETS ASSETS June 30, September 30, 2005 2004 ___________ ___________ CURRENT ASSETS: Cash $ 13,519 $ 21,002 Income taxes receivable - 730 ___________ ___________ Total Current Assets 13,519 21,732 ___________ ___________ $ 13,519 $ 21,732 ___________ ___________ LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 875 $ 1,709 Accrued payroll taxes - 2,994 State Sales Tax Payable 52 - ___________ ___________ Total Current Liabilities 927 4,703 ___________ ___________ STOCKHOLDERS' EQUITY (DEFICIT): Common stock, $.001 par value, 50,000,000 shares authorized, 770,000 shares issued and outstanding 770 770 Capital in excess of par value 55,230 55,230 Deficit accumulated during the development stage (43,408) (38,971) ___________ ___________ Total Stockholders' Equity 12,592 17,029 ___________ ___________ $ 13,519 $ 21,732 ___________ ___________ Note: The balance sheet at September 30, 2004 was taken from the audited financial statements at that date and condensed. The accompanying notes are an integral part of these unaudited condensed financial statements. - 3 - DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] UNAUDITED CONDENSED STATEMENTS OF OPERATIONS For the Three For the Nine From Inception Months Ended Months Ended on June 26, June 30, June 30, 1998 Through _________________ _________________ June 30, 2005 2004 2005 2004 2005 ________ ________ ________ ________ _____________ REVENUE $ 113 $ - $ 788 $ - $ 38,678 EXPENSES: Selling - - - - 4,561 General and administrative 934 1,369 5,236 3,467 77,217 ________ ________ ________ ________ _____________ Total Expenses 934 1,369 5,236 3,467 81,778 ________ ________ ________ ________ _____________ LOSS BEFORE OTHER INCOME (EXPENSE) (821) (1,369) (4,448) (3,467) (43,100) ________ ________ ________ ________ _____________ OTHER INCOME (EXPENSE): Interest income 11 - 11 - 11 Interest expense - - - - (25) ________ ________ ________ ________ _____________ Total Other Income (Expense) 11 - 11 - (14) ________ ________ ________ ________ _____________ LOSS BEFORE INCOME TAXES (810) (1,369) (4,437) (3,467) (43,114) CURRENT TAX EXPENSE (BENEFIT) - - - - 294 DEFERRED TAX EXPENSE (BENEFIT) - - - - - ________ ________ ________ ________ _____________ NET LOSS $ (810) $(1,369) $(4,437) $(3,467) $ (43,408) ________ ________ ________ ________ _____________ LOSS PER COMMON SHARE $ (.00) $ (.00) $ (.01) $ (.01) $ (.08) ________ ________ ________ ________ _____________ The accompanying notes are an integral part of these unaudited condensed financial statements. - 4 - DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS For the Nine From Inception Months Ended on June 26, June 30, 1998 Through ______________________ June 30, 2005 2004 2005 __________ __________ ______________ Cash Flows from Operating Activities: Net loss $ (4,437) $ (3,467) $ (43,408) Adjustments to reconcile net loss to net cash used by operating activities: Non-cash expense for services rendered - - 5,000 Changes in assets and liabilities: Decrease in income taxes receivable 730 - - Increase (decrease) in accounts payable (834) 465 875 Increase in sales tax payable 52 - 52 Increase (decrease) in accrued expenses - - - Decrease in accrued payroll taxes (2,994) - - __________ __________ ______________ Net Cash (Used) by Operating Activities (7,483) (3,002) (37,481) __________ __________ ______________ Cash Flows from Investing Activities - - - __________ __________ ______________ Net Cash Provided by Investing Activities - - - __________ __________ ______________ Cash Flows from Financing Activities: Proceeds from note payable - related party - 1,000 - Proceeds from issuance of common stock - - 51,000 __________ __________ ______________ Net Cash Provided by Financing Activities - 1,000 51,000 __________ __________ ______________ Net Increase (Decrease) in Cash and Cash Equivalents (7,483) (2,002) 13,519 Cash and Cash Equivalents at Beginning of Period 21,002 2,995 - __________ __________ ______________ Cash and Cash Equivalents at End of Period $ 13,519 $ 993 $ 13,519 __________ __________ ______________ Supplemental Disclosures of Cash Flow Information: Cash paid during the period for: Interest $ - $ - $ - Income taxes $ - $ - $ 1,024 Supplemental Schedule of Non-cash Investing and Financing Activities: For the nine months ended June 30, 2005: None For the nine months ended June 30, 2004: None The accompanying notes are an integral part of these unaudited condensed financial statements. - 5 - DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization - Dolphin Productions, Inc. ("the Company") was organized under the laws of the State of Nevada on June 26, 1998. The Company provides musical and other performance services for concerts and other events. The Company has not yet generated significant revenues from its planned principal operations and is considered a development stage company as defined in Statement of Financial Accounting Standards No. 7. The Company has, at the present time, not paid any dividends and any dividends that may be paid in the future will depend upon the financial requirements of the Company and other relevant factors. Condensed Financial Statements - The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at June 30, 2004 and 2003 and for the periods then ended have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's September 30, 2004 audited financial statements. The results of operations for the periods ended June 30, 2005 and 2004 are not necessarily indicative of the operating results for the full year. Fiscal Year - The Company's fiscal year-end is September 30th. Cash and Cash Equivalents - The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents. Accounts and Loans Receivable - The Company records accounts receivable at the lower of cost or fair value. The Company determines the lower of cost or fair value of non-mortgage loans on an individual asset basis. The Company recognizes interest income on an account receivable based on the stated interest rate for past-due accounts over the period that the account is past due. The Company recognizes interest income on a loan receivable based on the stated interest rate over the term of the loan. The Company accumulates and defers fees and costs associated with establishing a receivable to be amortized over the estimated life of the related receivable. The Company estimates allowances for doubtful accounts based on the aged receivable balances and historical losses. The Company records interest income on delinquent accounts receivable only when payment is received. The Company first applies payments received on delinquent accounts receivable to eliminate the outstanding principal. The Company charges off uncollectible accounts and loans receivable when management estimates no possibility of collecting the related receivable. The Company considers accounts receivable to be past due or delinquent based on contractual terms. - 6 - DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Continued] Revenue Recognition - The Company recognizes revenue from the sale of compact discs when the product is delivered. Advertising Costs - Advertising costs, except for costs associated with direct-response advertising, are charged to operations when incurred. The costs of direct-response advertising are capitalized and amortized over the period during which future benefits are expected to be received. During the nine months ended June 30, 2005 and 2004, advertising costs amounted to $0 and $0, respectively. Income Taxes - The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" [See Note 4]. Loss Per Share - The computation of loss per share is based on the weighted average number of shares outstanding during the period presented in accordance with Statement of Financial Accounting Standards No. 128, "Earnings Per Share" [See Note 6]. Accounting Estimates - The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimated by management. Recently Enacted Accounting Standards - Statement of Financial Accounting Standards ("SFAS") No. 151, "Inventory Costs - an amendment of ARB No. 43, Chapter 4" SFAS No. 152, "Accounting for Real Estate Time-Sharing Transactions - an amendment of FASB Statements No. 66 and 67", SFAS No. 153, "Exchanges of Nonmonetary Assets - an amendment of APB Opinion No. 29", and SFAS No. 123 (revised 2004), "Share-Based Payment", were recently issued. SFAS No. 151, 152, 153 and 123 (revised 2004) have no current applicability to the Company or their effect on the financial statements would not have been significant. Restatement - On January 15, 1999, the Company effected a 5-for-2 forward stock split. The financial statements have been restated, for all periods presented, to reflect the stock split [See Note 2]. Reclassification - The financial statements for periods prior to June 30, 2005 have been reclassified to conform to the headings and classifications used in the June 30, 2005 financial statements. - 7 - DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS NOTE 2 - CAPITAL STOCK Common Stock - During June 1998, the Company issued 500,000 shares of its previously authorized but unissued common stock for cash of $2,000 (or $.004 per share). During January 1999, the Company issued 20,000 shares of its previously authorized but unissued common stock for cash of $4,000 (or $.20 per share). In September of 2004, the Company issued 225,000 shares of its previously authorized but unissued common stock for cash of $45,000 (or $.20 per share). During September of 2004, the Company issued 25,000 shares of its previously authorized but unissued common stock for services rendered valued at $5,000 (or $.20 per share). Stock Split - On January 15, 1999, the Company effected a five for two common stock split. The financial statements, for all periods presented, have been restated to reflect the stock split. NOTE 3 - RELATED PARTY TRANSACTIONS Note Payable - On June 29, 2004, the Company signed a $1,000 note payable to an entity owned by a shareholder of the Company. The note accrued interest at 8% per annum and was repaid in full in September of 2004. For the nine months ended June 30, 2005 and 2004, interest expense amounted to $0 and $0. Management Compensation and Accrued Expenses - Salary expense to the President for the nine months ended June 30, 2005 and 2004 amounted to $0 and $0, respectively. The Company currently owes no management compensation. Legal Services and Accrued Expenses - During the nine months ended June 30, 2005 and 2004, respectively, the President provided no legal services to the Company. At June 30, 2005, the Company owes no accrued legal fees. NOTE 4 - INCOME TAXES The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". SFAS No. 109 requires the Company to provide a net deferred tax asset/liability equal to the expected future tax benefit/expense of temporary reporting differences between book and tax accounting methods and any available operating loss or tax credit carryforwards. At June 30, 2005, the Company has available unused operating loss carryforwards of approximately $43,115, which may be applied against future taxable income and which expire in 2025. - 8 - DOLPHIN PRODUCTIONS, INC. [A Development Stage Company] NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS NOTE 4 - INCOME TAXES [Continued] The amount of and ultimate realization of the benefits from the deferred tax assets for income tax purposes is dependent, in part, upon the tax laws in effect, the future earnings of the Company, and other future events, the effects of which cannot be determined. Because of the uncertainty surrounding the realization of the deferred tax assets, the Company has established a valuation allowance equal to their tax effect and, therefore, no deferred tax asset has been recognized for the deferred tax assets. The net deferred tax assets, which consist mainly of accrued compensation and net operating loss carryforward, are approximately $6,500 and $5,800 as of June 30, 2005 and September 30, 2004, respectively, with an offsetting valuation allowance of the same amount, resulting in a change in the valuation allowance of approximately $700 during the nine months ended June 30, 2005. NOTE 5 - GOING CONCERN The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America which contemplate continuation of the Company as a going concern. However, the Company has not yet been successful in establishing profitable operations. This factor raises substantial doubt about the ability of the Company to continue as a going concern. In this regard, management is proposing to raise any necessary additional funds through loans or through additional sales of its common stock or through the possible acquisition of other companies. There is no assurance that the Company will be successful in raising this additional capital or in achieving profitable operations. NOTE 6 - LOSS PER SHARE The following data show the amounts used in computing loss per share: For the Three For the Nine From Inception Months Ended Months Ended on June 26, June 30, June 30, 1998 Through _________________ _________________ June 30, 2005 2004 2005 2004 2005 ________ ________ ________ ________ _____________ Net loss available to common shareholders (numerator) $ (810) $(1,369) $(4,437) $(3,467) $ (43,408) ________ ________ ________ ________ _____________ Weighted average number of common shares outstanding used in loss per share for the period (denominator) 770,000 520,000 770,000 520,000 545,357 ________ ________ ________ ________ _____________ Dilutive loss per share was not presented, as the Company had no common stock equivalent shares for all periods presented that would affect the computation of diluted loss per share. - 9 - Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following is management's discussion and analysis of certain significant factors that have affected the Company's financial condition and operating results for the period included in the accompanying financial statements. The accompanying Unaudited Condensed Financial Statements as of June 30, 2005, including the Notes to Unaudited Condensed Financial Statements, are, by this reference, included in this Managements Discussion and Analysis of Financial Condition and Results of Operations. Results of Operations Three Months Ended June 30, 2005 Compared to Three Months Ended June 30, 2004 DOLPHIN PRODUCTIONS, INC., generated revenues from product sales of $113 and $0 during the quarters ended June 30, 2005, and June 30, 2004, respectively. No concerts were presented by the Company during either period. The Company continues to experience difficulties with its entry into the business of marketing original music through e-commerce. DOLPHIN PRODUCTIONS, INC. recorded a net loss of $810 for the third quarter of fiscal year 2005 compared to a net loss of $1,369 for the third quarter of fiscal year 2004. In prior periods, the Company has reflected in its financial statements certain potential tax benefits which may be available to the Company in the form of tax-loss carryforwards. However, because of the uncertainty that the Company will be able to take advantage of those carryforwards, the Company has partially offset the carryforward amount with a valuation allowance that reflects that uncertainty. During the quarter ended June 30, 2005, the Company received refunds of $730 from income tax loss carrybacks. DOLPHIN PRODUCTIONS, INC. has no plans to produce concerts or to provide concert-related services in the future, except as such services may be ancillary to the Companys development and promotion of its web site and the Internet marketing of recorded music. Nine Months Ended June 30, 2005 Compared to Nine Months Ended June 30, 2004 For the nine month period ended June 30, 2005, DOLPHIN PRODUCTIONS, INC., experienced a net loss of $4,437 as compared with a loss for the nine months ended June 30, 2004, of $3,467. Liquidity and Capital Resources As of June 30, 2005, the Company had on hand cash of $13,519. It owed $927 in current liabilities. Item 3. Controls and Procedures As of April 14, 2005, an informal evaluation was performed under the supervision and with the participation of the Company's management, including the CEO and CFO, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on that evaluation, the Company's management, including the CEO and CFO, concluded that the Company's disclosure controls and procedures were effective as of April 14, 2005. There have been no significant changes in the Company's internal controls or in other factors that could significantly affect internal controls subsequent to April 14, 2005. PART II-OTHER INFORMATION None SIGNATURE 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 thereunto duly authorized. DOLPHIN PRODUCTIONS, INC. Date: August 12, 2005 /s/ Richard H. Casper -------------------------------- Richard H. Casper, President