10-Q 1 lukari3rdq.txt LEUCADIA ARIZONA 3RD QUARTER 2003 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2003 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____ Commission file number 333-86018-01 LEUCADIA NATIONAL CORPORATION-ARIZONA (Exact name of registrant as specified in charter) Arizona 75-3039789 ------------------------------ --------------------- (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification number) 315 Park Avenue South New York, New York 10010 (212)460-1900 ------------------------------------------------------------- (Address of principal executive offices and telephone number) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: None 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. Yes No X ----- ----- Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes No X ----- ----- The number of shares of the registrant's common stock outstanding as of November 5, 2003 was 1,000. PART I - FINANCIAL INFORMATION Item 1. Financial Statements. LEUCADIA NATIONAL CORPORATION - ARIZONA Balance Sheets September 30, 2003 and December 31, 2002

See notes to interim financial statements. 2 LEUCADIA NATIONAL CORPORATION - ARIZONA Statement of Cash Flows For the nine month period ended September 30, 2003 (Unaudited)

See notes to interim financial statements. 3 LEUCADIA NATIONAL CORPORATION - ARIZONA Notes to Interim Financial Statements 1. The unaudited interim financial statements, which reflect all adjustments (consisting only of normal recurring items) that management believes necessary to present fairly results of interim operations, should be read in conjunction with the Notes to Balance Sheet included in the Company's audited financial statements for the year ended December 31, 2002, which are included in the Company's Annual Report filed on Form 10-K for such year. The consolidated balance sheet at December 31, 2002 was extracted from the audited annual financial statements and does not include all disclosures required by generally accepted accounting principles for annual financial statements. The Company has not had any operating results for the period from inception through September 30, 2003. 2. During 2002, the Company issued 1,000 shares of $1 par value common stock for $1,000. As of December 31, 2002, the Company had not received the subscription proceeds and accordingly recorded a subscription receivable. The cash proceeds were received during the first quarter of 2003. 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Interim Operations. Liquidity and Capital Resources During 2002, the Company issued 1,000 shares of $1 par value common stock for $1,000. As of December 31, 2002, the Company had not received the subscription proceeds and accordingly recorded a subscription receivable. The cash proceeds were received during the first quarter of 2003. Results of Operations The Company was formed in connection with its parent's, Leucadia National Corporation, proposed reorganization from New York to Bermuda. It has no operations and conducts no business. Item 4. Controls and Procedures. (a) The Company's management evaluated, with the participation of the Company's principal executive and principal financial officers, the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of September 30, 2003. Based on their evaluation, the Company's principal executive and principal financial officers concluded that the Company's disclosure controls and procedures were effective as of September 30, 2003. (b) There has been no change in the Company's internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Company's fiscal quarter ended September 30, 2003, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting. 5 PART III - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. a) Exhibits. -------- 31.1 Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. b) Reports on Form 8-K. ------------------- None. 6 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. LEUCADIA NATIONAL CORPORATION - ARIZONA November 12, 2003 By: /s/ Joseph A. Orlando ----------------------------------- Joseph A. Orlando Chairman of the Board 7 EXHIBIT INDEX 31.1 Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 8

LEUCADIA NATIONAL CORP-ARIZONA 10-Q