CAN CAL RESOURCES LTD - FORM 10-Q

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EX-32 - EXHIBIT 32 - CAN CAL RESOURCES LTD	ex32.htm
EX-31.1 - EXHIBIT 31.1 - CAN CAL RESOURCES LTD	ex31_1.htm
EX-31.2 - EXHIBIT 31.2 - CAN CAL RESOURCES LTD	ex31_2.htm
EXCEL - IDEA: XBRL DOCUMENT - CAN CAL RESOURCES LTD	Financial_Report.xls

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2011

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-26669

CAN-CAL RESOURCES LTD.

(Exact name of registrant as specified in its charter)

Nevada	88-0336988
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

8205 Aqua Spray Avenue

Las Vegas, Nevada

(Address of principal executive offices)

(702) 243-1849

(Registrant’s telephone number, including area code)

Indicate by checkmark 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 o No

Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data Filed required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period the registrant was requires to submit and post such files) x Yes o No

Large accelerated filer ¨	Accelerated filer ¨

Non-accelerated filer ¨ (Do not check if a smaller reporting company)	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The number of shares of Common Stock, $0.001 par value, outstanding on November 7, 2011 was 38,901,246.

CAN-CAL RESOURCES LTD.

FORM 10-Q

TABLE OF CONTENTS

			Page

PART I – FINANCIAL INFORMATION			1
	Item 1. Financial Statements		1
		Balance Sheets as of September 30, 2011 (Unaudited) and December 31, 2010	1
		Condensed Statements of Operations (Unaudited)	2
		Statement of Stockholders’ Equity (Deficit) (unaudited)	3
		Condensed Statements of Cash Flows (unaudited)	4
		Notes to Condensed Financial Statements (Unaudited)	5
	Item 2. Management’s Discussion and Analysis		20
	Item 3. Quantitative and Qualitative Disclosures about Market Risk		25
	Item 4T. Controls and Procedures		25

PART II – OTHER INFORMATION			26
	Item 1. Legal Proceedings		26
	Item 1A. Risk Factors		27
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		27
	Item 3. Defaults Upon Senior Securities		28
	Item 4. Submission of Matters to a Vote of Security Holders		28
	Item 5. Other Information		28
	Item 6. Exhibits		29

CAN-CAL RESOURCES LTD.
(AN EXPLORATION STAGE COMPANY)
CONDENSED BALANCE SHEETS


	September 30,			December 31,
	2011			2010
ASSETS	(Unaudited)

Current assets:
Cash	$	106,209		$	17,202
Other current assets		23,562			18,427
Total current assets		129,771			35,629

Property and equipment (net of accumulated
depreciation of $34,031 and $27,454, respectively)		31,909			38,486

Total assets	$	161,680		$	74,115


LIABILITIES AND STOCKHOLDERS' (DEFICIT)

Current liabilities:
Accounts payable and accrued expenses	$	54,831		$	98,795
Accounts payable and accrued expenses, related parties		105,632			60,000
Accrued interest		509,485			469,852
Accrued interest, related parties		2,228			680
Accrued salaries		492,004			403,328
Notes payable		360,550			360,550
Notes payable, related parties		53,062			57,191
Unearned rental revenues		16,042			9,167
Total current liabilities		1,593,834			1,459,563

Total liabilities		1,593,834			1,459,563

Commitments and contingencies

Stockholders' (deficit):
Preferred stock, $0.001 par value, 10,000,000 shares
authorized, no shares issued and outstanding		-			-
Common stock, $0.001 par value, 100,000,000 shares authorized,
37,548,453 and 30,711,203 shares issued and outstanding
as of September 30, 2011 and December 31, 2010, respectively		37,548			30,711
Subscriptions payable, 985,293 and 2,193,166 shares at
September 30, 2011 and December 31, 2010, respectively		59,118			131,590
Additional paid-in capital		9,168,858			8,707,834
(Deficit) accumulated during exploration stage		(10,697,678	)		(10,255,583	)
Total stockholders' (deficit)		(1,432,154	)		(1,385,448	)

Total liabilities and stockholders' (deficit)	$	161,680		$	74,115


See accompanying notes to financial statements.

CAN-CAL RESOURCES LTD.
(AN EXPLORATION STAGE COMPANY)
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)



													March 22, 1995
	For the three months ended						For the nine months ended						(inception) to
	September 30,						September 30,						September 30,
	2011			2010			2011			2010			2011

Material sales	$	-		$	-		$	-		$	-		$	245,500
Cost of sales		-			-			-			-			263,400

Gross loss		-			-			-			-			(17,900	)

Operating expenses:
General and administrative		86,943			98,035			234,849			256,566			6,933,577
Exploration costs		15,381			-			35,387			8,390			584,737
Depreciation		2,192			2,252			6,577			7,189			257,131
Officer salary		30,000			30,000			90,000			90,000			1,051,176
Impairment of operating assets		-			-			-			-			443,772
Total operating expenses		134,516			130,287			366,813			362,145			9,270,393

Loss from operations		(134,516	)		(130,287	)		(366,813	)		(362,145	)		(9,288,293	)

Other income (expense):
Other income		3,000			-			9,000			-			59,798
Interest income		-			-			-			23			52,945
Rental revenue		6,875			6,876			31,125			22,917			387,033
Gain on sale of fixed assets		-			-			-			-			26,801
Interest expense		(18,572	)		(18,084	)		(115,407	)		(52,362	)		(1,462,362	)
Total other income (expense)		(8,697	)		(11,208	)		(75,282	)		(29,422	)		(935,785	)

Loss before provision for income taxes		(143,213	)		(141,495	)		(442,095	)		(391,567	)		(10,224,078	)

Provision for income taxes		-			-			-			-			-


Net loss from continuing operations	(143,213		)	(141,495		)	(442,095		)	(391,567		)	(10,224,078		)

Income from discontinued operations
Income from discontinued operations		-			-			-			-			116,400
Loss on disposal of operations (net of taxes)		-			-			-			-			(590,000	)


Net (loss)	$	(143,213	)	$	(141,495	)	$	(442,095	)	$	(391,567	)	$	(10,697,678	)


Weighted average number of common shares
outstanding - basic and fully diluted		37,548,453			30,738,196			35,507,874			30,735,119

Net (loss) per share - basic and fully diluted	$	-		$	-		$	(0.01	)	$	(0.01	)


See accompanying notes to financial statements.

CAN-CAL RESOURCES LTD.

(AN EXPLORATION STAGE COMPANY)

STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

																					(Deficit)
																Foreign					accumulated
	Common stock									Rescission						currency			Additional		during			Total
	Number of				Subscriptions			Subscriptions		liability			Unamortized			translation			paid-in		exploration			stockholders'
	shares		Amount		receivable			payable		receivable			equity grants			adjustment			capital		stage			equity/(deficit)

Balance, March 22, 1995		-	$	-	$	-		$	-	$	-		$	-		$	-		$	-	$	-		$	-

Common shares issued for services		-		-		-			-		-			-			-			-		-			-
Net loss																						(1,000	)		(1,000	)

Balance, December 31, 1995		-		-		-			-		-			-			-			-		(1,000	)		(1,000	)

Common shares issued for services		3,441,217		3,400		-			-		-			-			-			625,000		-			628,400
Prior period adjustment, investment in joint venture		-		-		-			-		-			-			-			-		497,900			497,900
Net loss																						(497,000	)		(497,000	)

Balance, December 31, 1996		3,441,217		3,400		-			-		-			-			-			625,000		(100	)		628,300

Common shares issued for services		3,006,435		3,000		-			-		-			-			-			1,051,400		-			1,054,400
Net loss																						(1,044,700	)		(1,044,700	)

Balance, December 31, 1997		6,447,652		6,400		-			-		-			-			-			1,676,400		(1,044,800	)		638,000

Common shares issued for cash		557,509		600		-			-		-			-			-			211,200		-			211,800
Foreign currency translation adjustment		-		-		-			-		-			-			8,500			-		-			8,500
Net loss																						(353,000	)		(353,000	)

Balance, December 31, 1998		7,005,161		7,000		-			-		-			-			8,500			1,887,600		(1,397,800	)		505,300

Common shares issued for cash		1,248,621		1,200		-			-		-			-			-			572,600		-			573,800
Foreign currency translation adjustment		-		-		-			-		-			-			(11,800	)		-		-			(11,800	)
Realized foreign currency translation loss		-		-		-			-		-			-			3,300			-		-			3,300
Prior period Adjustment		-		-		-			-		-			-			-			-		15,000			15,000
Elimination of subsidiary upon disposal		-		-		-			-		-			-			-			-		116,400			116,400
Net loss																						(1,038,500	)		(1,038,500	)

Balance, December 31, 1999		8,253,782		8,200		-			-		-			-			-			2,460,200		(2,304,900	)		163,500

Common shares issued for cash		1,119,009		1,200		-			-		-			-			-			948,400		-			949,600
Net loss																						(962,500	)		(962,500	)

Balance, December 31, 2000		9,372,791		9,400		-			-		-			-			-			3,408,600		(3,267,400	)		150,600

Common shares issued for cash		785,947		800		-			-		-			-			-			81,500		-			82,300
Net loss																						(704,500	)		(704,500	)

Balance, December 31, 2001		10,158,738		10,200		-			-		-			-			-			3,490,100		(3,971,900	)		(471,600	)

Common shares issued for cash		1,093,280		1,100		-			-		-			-			-			269,900		-			271,000
Common shares issued for services		92,292		100		-			-		-			-			-			23,800		-			23,900
Options granted for services		-		-		-			-		-			-			-			7,100		-			7,100
Common shares issued for repayment of note
payable, related party in the amount of
$119,800, including accrued interest of $71,800		309,677		300		-			-		-			-			-			119,500		-			119,800
Warrants granted for loan fees on
convertible notes payable, related party		-		-		(16,700	)		-		(16,700	)		(16,700	)		-			16,700		-			(33,400	)
Common shares issued for loan fees on
convertible notes payable, related party		30,000		-		(13,500	)		-		(13,500	)		(13,500	)		-			13,500		-			(27,000	)
Deemed interest on beneficial conversion
feature of notes payable, related party		-		-		-			-		-			-			-			20,500		-			20,500
Amortization of loan fees		-		-		8,200			-		8,200			8,200			-			-		-			24,600
Net loss																						(709,300	)		(709,300	)

Balance, December 31, 2002		11,683,987		11,700		(22,000	)		-		(22,000	)		(22,000	)		-			3,961,100		(4,681,200	)		(774,400	)

Common shares issued for cash		823,410		800		-			-		-			-			-			163,900		-			164,700
Common shares issued for services		381,260		400		-			-		-			-			-			63,800		-			64,200
Options granted for services		-		-		-			-		-			-			-			61,300		-			61,300
Common shares issued for repayment of note payable,
related party common shares issued for repayment of
note payable, related party in the amount of $78,300,
including accrued interest of $43,300		364,305		400		-			-		-			-			-			77,900		-			78,300
Deemed interest on beneficial conversion
feature of notes payable, related party		-		-		-			-		-			-			-			38,300		-			38,300
Amortization of loan fees		-		-		15,000			-		15,000			15,000			-			-		-			45,000
Net loss																						(711,100	)		(711,100	)

Balance, December 31, 2003		13,252,962		13,300		(7,000	)		-		(7,000	)		(7,000	)		-			4,366,300		(5,392,300	)		(1,033,700	)

Common shares issued for cash		1,564,311		1,600		-			-		-			-			-			306,400		-			308,000
Common shares issued for exercise of warrants		701,275		700		-			-		-			-			-			124,900		-			125,600
Common shares issued for services		390,224		400		-			-		-			-			-			73,800		-			74,200
Warrants granted for services		-		-		-			-		-			-			-			12,200		-			12,200
Interest expense for warrants granted		-		-		-			-		-			-			-			280,200		-			280,200
Common shares issued in satisfaction of accounts payable
and accrued liabilities in the amount of $229,400		917,747		900		-			-		-			-			-			228,500		-			229,400
Common shares issued for repayment of note payable in the
amount of $99,700, including accrued interest of $14,700		702,760		700		-			-		-			-			-			99,000		-			99,700
Common shares issued for repayment of note payable,
related party in the amount of $82,700		330,747		300		-			-		-			-			-			82,400		-			82,700
Deemed interest on beneficial conversion
feature of notes payable, related party		-		-		-			-		-			-			-			17,600		-			17,600
Amortization of loan fees		-		-		7,000			-		7,000			7,000			-			-		-			21,000
Net loss																						(1,030,500	)		(1,030,500	)

Balance, December 31, 2004		17,860,026		17,900		-			-		-			-			-			5,591,300		(6,422,800	)		(813,600	)

Common shares issued for cash		762,500		800		-			-		-			-			-			152,700		-			153,500
Common shares issued for exercise of warrants		349,545		300		-			-		-			-			-			69,500		-			69,800
Net loss																						(421,800	)		(421,800	)

Balance, December 31, 2005		18,972,071		19,000		-			-		-			-			-			5,813,500		(6,844,600	)		(1,012,100	)

Common shares issued for cash		2,448,213		2,400		-			-		-			-			-			642,100		-			644,500
Common warrants exercised for cash		174,000		200		-			-		-			-			-			43,300		-			43,500
Common shares issued for services		19,500		-		-			-		-			-			-			5,000		-			5,000
Common shares issued in satisfaction of accounts
payable and accrued liabilities		385,714		400		-			-		-			-			-			80,600		-			81,000
Common shares issued in satisfaction of notes
payable-related parties		56,821		100		-			-		-			-			-			11,800		-			11,900
Common shares issued in satisfaction of convertible
debenture, (including accrued interest of $1,895)		206,767		200		-			-		-			-			-			41,700		-			41,900
Common shares issued for asset acquisition		1,000,000		1,000		-			-		-			-			-			399,000		-			400,000
Option granted to officers and directors		-		-		-			-		-			-			-			123,500		-			123,500
Warrants granted for services		-		-		-			-		-			-			-			2,200		-			2,200
Warrants granted in satisfaction of accounts
payable and accrued liabilities		-		-		-			-		-			-			-			65,400		-			65,400
Warrants granted in satisfaction of notes

CAN CAL RESOURCES LTD - FORM 10-Q - November 7, 2011

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