<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000
OR
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE TRANSITION FROM _______ TO ________.
COMMISSION FILE NUMBER 0-26856
---------
QUADRATECH, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Nevada 95-4396848
-------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11401 Valley Blvd
El Monte, California 91731
---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
[626] 401-2700
----------------------------------------------
(Former name, former address and former fiscal
year, if changed since last report.)
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 /X/ No / /
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: At September 30, 1999, there were
outstanding 36,689,301 shares of the Registrant's Common Stock, $.001 par value.
Transitional Small Business Disclosure Format: Yes / / No /X/
<PAGE>
PART I
FINANCIAL INFORMATION
Item I. Financial Statements
See Financial Statements presented below.
<PAGE>
QUADRATECH, INC. & SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
AND
ACCOUNTANT'S COMPILATION REPORT
MARCH 31, 2000
<PAGE>
ACCOUNTANT'S COMPILATION REPORT
To the Board of Directors and Stockholders of Quadratech, Inc.
I have Compiled the accompanying balance sheet of Quadratech, Inc. (A Nevada
Corporation) and its subsidiaries as of March 31, 2000 and the related
consolidated statement of operations and accumulated deficit, and cash flows for
the three months then ended. In accordance with Statements On Standards for the
Accounting and Review Services issued by the American Institute of Certified
Public Accountants.
A Compilation is limited to presenting in the form of financial statements
information that is the representation of management. I have not audited or
reviewed the accompanying financial statements and, accordingly, do not express
an opinion or any other form of assurance on them.
The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 11 to
the consolidated financial statements, the Company's operating losses in prior
years and accumulated deficit raise doubts about their abilities to continue as
a going concern. The consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
The December 31, 1999 financial statements were audited by me and I expressed
an unqualified opinion on them in my report dated May 3, 2000. I have not
performed any auditing procedures since that date.
/S/ W. William Cary, CPA
Temecula, CA
May 12, 2000
<PAGE>
QUADRATECH, INC. & SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
March 31, 2000
(Unaudited)
ASSETS
Current Assets
Cash $ 10,157
Accounts Receivable(Note 1) 521,742
Inventories (Note 1) 120,685
Miscellaneous receivables 16,092
Prepaid expenses 40,834
--------------
Total Current Assets 709,510
--------------
Fixed Assets
Equipment & Leasehold improvements, net of depreciation and --------------
amortization (Notes 1 & 3) 599,531
--------------
Other Assets
Patents, Marks and Copyrights, net of amortization of $4,423 11,123
Deposits 25,507
--------------
Total other assets 36,630
--------------
Total Assets $ 1,345,671
==============
See Accountant's Compilation Report
The accompany notes are an Integral part of these financial statements
<PAGE>
QUADRATECH, INC. & SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
March 31, 2000
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable & accrued expenses $ 185,318
Payroll taxes payable 66,930
Accrued income taxes 10,291
Accrued interest 84,217
Line of Credit ( Note 2) 85,000
Notes Payable, current portions (Note 3) 236,959
--------------
Total Current Liabilities 668,715
--------------
Long-term Debt, net of current portion (note 3) 494,586
Minority interest in equity of subsidiary (Note 5) 62,036
--------------
Total Liabilities 1,225,337
--------------
Commitments and Contingencies ( Note 8)
Stockholders' Equity
Common Stock, $.001 par value,
50,000,000 shares authorized;
36,713,301 shares issued and outstanding 36,713
Paid-in Capital 3,404,037
Accumulated Deficit (3,320,416)
--------------
Total Stockholders' Equity 120,334
--------------
Total Liabilities and Stockholders' Equity $ 1,345,671
==============
See Accountant's Compilation Report
The accompany notes are an Integral part of these financial statements
<PAGE>
QUADRATECH, INC. & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
For the three months ended March 31, 2000
(Unaudited)
Sales, net of discounts $ 956,910
--------------
Cost of Sales 596,250
--------------
Gross profit 360,660
--------------
Operating expenses 244,438
Income from operations 116,222
Other income (expense):
Rental Income 17,500
Interest, net (19,374)
Less: Minority income of consolidated subsidiary (17,336)
Income before provision for income taxes 97,012
Provision for income taxes (Note 1 ) (38,137)
Income before extraordinary item 58,875
Extraordinary item - utilization of operating loss carryforward 27,846
Net Income 86,721
Accumulated deficit beginning of year (3,407,137)
--------------
Ending Accumulated deficit $ (3,320,416)
==============
Net income per share 0.002
==============
Weighted average of shares outstanding 36,689,301
==============
See Accountant's Compilation Report
The accompany notes are an Integral part of these financial statements
<PAGE>
QUADRATECH, INC. & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months ended March 31, 2000
(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 86,721
Adjustments to reconcile net loss to net income to net cash
provided by operating activities
Depreciation and amortization 34,410
Accounts Receivable 66,951
Inventory (11,280)
Prepaid/other assets 22,426
Accounts payable & accrued expenses (125,059)
Accrued litigation liability (11,000)
Payroll taxes payable 14,814
Accrued income taxes 38,137
Insurance contracts payable (42,479)
Accrued interest 9,199
Extraordinary item (27,846)
Minority interest in subsidiary 17,336
--------------
NET CASH USED BY OPERATING ACTIVITIES 72,330
--------------
CASH FROM INVESTING ACTIVITIES:
Purchase of leasehold improvements (3,020)
--------------
Net cash used in investing activities (3,020)
--------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long term debt (63,139)
--------------
Net cash provided by financing activities (63,139)
--------------
NET DECREASE IN CASH 6,171
BEGINNING OF YEAR 3,986
--------------
CASH - March 31, 2000 $ 10,157
==============
Supplemental disclosures:
Cash paid during the year for:
Interest $ 10,175
Income taxes 0
See Accountant's Compilation Report
The accompany notes are an Integral part of these financial statements
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Operations
- --------------------
Quadratech, Inc. (The Company) was formed under the laws of Nevada on February
4, 1984. The Company and its wholly owned subsidiary, Oil Scavenger Absorbent,
Inc. (OSA), (a California corporation), was established to offer significant
solutions for certain environmental problems from the development and
manufacturing of a range of environmentally safe bio-degradable products.
The Company acquired 83.33% of Accu Chem Conversion, Inc. (A California
corporation) on October 1, 1999, see Note 5. Accu Chem Conversion, Inc. is
engaged in three business areas: Accu Chem Conversion, Inc. performs quality
analysis and finalizes inspections on requested flight - sensitive materials for
BNA, leases and operates rail unloading spots for hazardous materials, and
provides rail and trucking of in-bond shipments.
Principles of Consolidation
- ---------------------------
The accompanying consolidated financial statements include the accounts of The
Company, it's wholly owned subsidiary, OSA, and its 83.33% owned subsidiary Accu
Chem Conversion, Inc. The The acquisition of Accu Chem Conversion, Inc was
accounted using the purchase method of accounting. See Note 5. All material
intercompany accounts and transactions have been eliminated.
Use of Estimates
- ----------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from those estimates.
Cash
- ----
Cash equivalents are included in cash. The Company considers all highly liquid
debt instruments with an original maturity of three months or less to be cash
equivalents. As of March 31, 2000, there were no cash equivalents. The Company
prepares its consolidated statements of cash flows using the indirect method as
defined under Financial Accounting Standards Board Statement No 95.
Trade Accounts Receivable
- -------------------------
It is the opinion of management that all accounts receivables are considered to
be fully collectable, accordingly, no allowance for doubtful accounts was
recorded. If amounts are not considered collectable, they will be charged to
operations when determination is made.
Inventories
- -----------
Inventories are stated at the lower of costs (first-in, first out) or market.
Intangible Assets
- -----------------
Patents, marks and copyrights are capitalized and amortized over five years
using the straight-line method.
See Accountant's Compilation Report
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Research and Development
- ------------------------
Research and development costs are expensed as incurred.
Equipment and Leasehold Improvements
- ------------------------------------
Equipment and leasehold improvements are recorded at cost, less accumulated
depreciation and amortization. Depreciation and amortization is computed using
the straight-line method over the estimated useful life of the assets.
Depreciation and amortization expense for the three months ended March 31, 2000
was $34,410. The Equipment and leasehold improvements as of March 31, 2000
includes the following -
Equipment $ 778,150
Office equipment and furniture 97,603
Leasehold Improvements 261,465
--------------
1,137,218
Less accumulated depreciation and amortization (537,687)
--------------
Net book value $ 599,531
==============
Maintenance and repairs are charged to operations when incurred. Betterments and
renewals are capitalized. When property and equipment is sold or otherwise
disposed of, the asset account and related accumulated depreciation is relieved,
and any gain or loss is included in operations.
Revenue Recognition
- -------------------
Revenue from sales is recognized when products are shipped.
Income taxes
- ------------
Income taxes are provided for the tax effect of transactions reported in the
consolidated financial statements and consist of taxes currently due plus
deferred taxes related primarily to temporary differences in the recognition of
depreciation expense. Although The Company has not filed its consolidated
Corporate tax return for 1999, it is anticipated that the net operating losses
of the parent company will be available to offset the profits of Accu Chem
Conversion, Inc. for 1999. As of December 31, 1999 the Company has net operating
losses for Federal and California of about $ 2,801,813. To the extent not
utilized, the carryforwards begin to expire in the year 2009.
NOTE 2 - LINE OF CREDIT
The Company has a operating line of credit, renewed annually, with interest only
payments due monthly. Interest is 2.35% over the bank's prime rate. The balance
as of March 31, 2000 was $ 85,000, which is the maximum borrowing under the line
of credit.
See Accountant's Compilation Report
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 3 - NOTES PAYABLE
<TABLE>
<CAPTION>
<S> <C>
Note payable to Frances Rigney, unsecured, interest payable monthly at 10% per annum. The
original note amount was $ 316,500. In 1999 $192,000 of the note was converted to 1,200,000
shares of The Company's stock. In January 2000, $32,000 of the note was converted to 200,000
shares of The Company stock. The note matures July 2001. $ 126,500
Note payable to Annetee Kroes, due on demand, interest at 10% per annum, payable in monthly
principal payments of $5,000 per month. The note is unsecured. 35,950
Note payable to Bank of America dated February 11, 1999 is payable in monthly payments of
$5,395 including interest at 9% per annum. The note is secured by the fleet assets of the
83.33% owned subsidiary - Accu Chem Conversion, Inc. and is personally guaranteed by three
officers and shareholders of The Company. Principal and interest are payable through
March 1, 2004. 221,485
Business credit line with Bank of America, dated April 26, 1996 accrues interest at 2 3/4%
over the bank's prime rate. Principal payments of $ 1,389, plus interest are due monthly.
The note matures September 2002. The note is secured by the assets of The Company and is
personally guaranteed by three officers and shareholders. 41,679
Notes payable to related party, dated February 9, 1998, the note holder is the remaining
16.67 % minority shareholder of Accu Chem Conversion, Inc. Interest accrues at 7% monthly
and compounds, the accrued and compounded interest is included as a short term liability on
the balance sheet. The notes mature on December 31, 2008, and are secured by all The
Company assets. 172,283
Note payable to related party dated July 1996 is payable in monthly payments of $444.89,
including interest at 12%., and is secured by all Company assets. 6,289
Note payable to Holtrachem is payable in monthly payments of $ 506.91 including interest
at 8% per annum. Secured by Automotive equipment, the note matures October 31, 2000. 18,668
Note payable to a customer, dated October 1, 1999 is payable in monthly payments of no less
than $2,000 plus interest at 8% per annum. The note matures October 10, 2000. The customer
and note holder reserve the right of offset should this note not be paid timely. 21,117
Note payable to Frances Rigney, dated May 29, 1999 is payable in monthly payments of $3,000,
plus interest at 7.5% per annum. The note matures on September 29, 2000 24,751
See Accountant's Compilation Report
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 3 - NOTES PAYABLE (Continued)
Note Payable is payable in monthly principal and interest payments of $ 2,460.19 including
interest at 10% per annum. The note matures December 31, 2000. 24,027
Various notes payable to stockholders are due on demand, bearing interest at 10% per annum
and are secured by all The Company assets. The notes mature September 2000. 38,796
--------------
731,545
Less current portion (236,959)
--------------
Long term debt, net $ 494,586
==============
</TABLE>
Following are matures of long-term debt for each of the next five years:
March 31.
---------
2001 $ 236,959
2002 194,540
2003 64,683
2004 63,080
NOTE 4 - ACQUISITION OF SUBSIDIARY
On October 1, 1999 The Company acquired 83.33% of Accu Chem Conversion, Inc.
(A California Corporation) in a business combination using the purchase method
of accounting. See note 1 for a description of Accu Chem Conversion Inc.'s
business activities. The Company issued 15,000,000 shares of its stock for the
purchase. The purchase recorded the assets and liabilities at book value.
The Company issued 15,000,000 share of its stock for the purchase.
NOTE 5 - COMMON STOCK TRANSACTIONS
In January 2000, the Company converted $32,000 of notes payable into 200,000
shares of stock.
Note 6 - STOCK OPTIONS
In November 1998, the Company granted 1,600,000 stock options at various
exercise prices and expiration dates. As of March 31 2000, 900,000 shares had
been exercised and 300,000 shares were expired. The remaining balance of 400,000
shares will expire on August 31, 2001 and are exercised at $ .25 per share at
August 31, 2000 and $ .50 per share at August 31, 2001.
See Accountant's Compilation Report
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 7 - EARNINGS PER SHARE
Earnings per share is based on the weighted average number of shares of common
stock and common stock outstanding during the period. Had the stock options
discussed in note 6 been exercised, the profit per share would have been .002.
NOTE 8 - COMMITMENTS AND CONTINGENCIES
Leases
- ------
The Company leases its office facilities for $1,300 per month, the lease expires
December 31, 2000.
The Company's subsidiary has three leases, the subsidiary leases office and
terminal facilities for $4,000 per month from a related party, on a month to
month basis, the lease is currently under negotiation. This lease is with the
remaining 16.67% shareholder of Accu Chem Conversion, Inc.
The Company leases a warehouse and rail spur facility from three of its
shareholders. This lease calls for monthly lease payments of $6,000 on a
month-to-month basis. The Company subleases its warehouse for about $5,500 per
month. Rental income for the three months ended March 31, 2000 was $17,500. This
sublease is on a month- to- month basis.
The Company leases another rail facility and office space for the greater of
$4,000 per month or the product of $ 1.25 multiplied by its shipped weights in
excess of 4,000 tons. This lease expired in March 2000. The Company is currently
negotiating a renewal of this lease for another 5 years and will be on a
month-to-month until a new lease can be finalized.
The total rent expense for the three months ended March 31, 2000 $ 40,500.
The Company also leases fleet equipment from Accu Chem Leasing LL., the members
of the LL. are three shareholders and officers of The Company. The lease calls
for monthly payments of $ 5,555, the lease is on a month-to-month basis. The
Company is responsible for maintenance, taxes and insurance on the fleet
equipment.
Employment Agreements
- ---------------------
The Company's majority owned subsidiary has employment contracts with three of
it's officers. The contracts are dated March 1, 1996, and call for minimum
salaries between $60,000 - $81,600 per year for the first three years, then
increasing to $80,000 - $93,600 per year for years four and five. The employee
may extend the term for two additional five year terms.
See Accountant's Compilation Report
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 8 - COMMITMENTS AND CONTINGENCIES (Continued)
Contingencies
- -------------
The Company's majority owned subsidiary, Accu Chem Conversion, Inc., is in
dispute with the minority ownership over previous years operating expenses. No
reasonable estimate of the loss can be estimated at this time. Therefore, no
provision for these disputed charges has been recorded. It is the opinion of
management that the issue will be resolved with out financial impact on the
company. The Company also has a note payable and lease arrangement with this
related party, See Notes 3, and lease commitment early in this note.
NOTE 9 - MAJOR CUSTOMERS
The Company's majority owned subsidiary, Accu Chem Conversion, Inc, has five
major customers under contract that accounted for about 70% of The Company's
sales in 1999, of which four of these customers have been under contract since
1996. Three of these contracts expire in 2000, renewal is expected for periods
from one to five years.
NOTE 10 - SUBSEQUENT EVENTS:
On April 25, 2000 The Company purchased 61.2% of the stock of MAG
Transportation, Inc.(MAG) for $150,000 in cash. The Company agreed to purchase
the remaining 38.8% for an additional $ 90,000 in cash no later than October 25,
2000. The business combination will be accounted for as a purchase. The total
purchase price will exceed the fair value of the assets by about $570,597 which
will be amortized over 10 years. The results of operations of MAG will be
included with the results of the Company as of April 25, 2000.
Management believes that the acquisition of MAG expands the Company's customer
base and will allow for reduced combined operating expenses, such as: reduced
costs of leasing, interest, insurance and administrative costs, in combination
with exposure to MAG'S contract customer base, will expand The Company's ability
to market both its absorbent products in the Western United States and the
services that Accu Chem Conversion, Inc. performs at this time.
See Accountant's Compilation Report
<PAGE>
QUADRATECH , INC & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended March 31, 2000
NOTE 11 - GONG CONCERN
The accompanying consolidated financial statements are presented on the basis
that The Company is a going concern. Going concern contemplates the realization
of assets and the satisfaction of liabilities in the normal course of business
over a reasonable period of time. The Company incurred significant losses in
prior years, which has caused an accumulated deficit. Management, through the
acquisition of Accu Chem Conversion, Inc has significantly increased sales and
added profitability. With the acquisition of the majority owned subsidiary, it
is management's opinion that the Company will be profitable in the future. The
Company continued existence depends on its ability to meet its financing
requirements and the success of its future operations. The financial statements
do not include any adjustments that might result from this uncertainty.
See Accountant's Compilation Report
<PAGE>
Item II. Management's Discussion and Analysis or Plan of Operation
Results of Operation.
For the quarter ended March 31 2000, the Company had continued to focus
on providing Third Party Logistics [3PL] support and the development of a
marketing plan for its oil absorbent products.
The Company posted sales of $956,910 with a net resulting income from
operations of $116,222 or $.002 per share, as compared to a loss of $.004/share
on gross sales of $18,704 in the first quarter of 1998. Due to the temporary
cessation of manufacturing activities of the OSA division, costs for
administrative, selling and manufacturing remain at a minimum while the markets
for the OSA's division are analyzed. General, administrative, operational and
selling costs for the ACCU CHEM Conversion, Inc. [ACC] division of the Company
are within normal guidelines for other 3PL companies nationwide.
The Company's sales and subsequent profit for the first quarter of 2000
were the largest recorded in the history of the Company. Management believes
that the acquisition of MAG Transport Inc., completed in the second quarter of
2000, will enhance both the profitability and efficiency of the other 3PL
division of the Company through the combination of administrative functions and
the elimination of redundant job functions.
MAG transport Inc.'s financials results for the first six [6] months of
2000 will be included in the second quarter filing of the Company. MAG's
un-audited sales for the first quarter was $506,517. The aggregate sales of the
Company would have increased to $1,463,427 by combining MAG's sales with those
of the Company for the first quarter of 2000.
<PAGE>
Liquidity and Capital Resources.
The liquidity of the Company and its available capital resources have
improved. The Company's ratio of approximately 1.1:1 of current assets to
current liabilities reflects a favorable change from prior periods in the
Company's recent history.
The Company believes that internally generated funds will be sufficient
to maintain ongoing operations and to satisfy short and long term liabilities
and commitments. The Company may consider the sale and issuance of stock for
cash or in cancellation of indebted to provide additional capital resources in
the future. The Company's need for additional funds required in previous years
been reduced predicated upon the significant reduction in operating expenses
coupled with an improvement if profits from the 3PL division of the Company.
PART II
OTHER INFORMATION
Item 1 - Legal Proceedings .................................................None
Item 2 - Changes in the Rights of the Company's
Security Holders ..................................................None
Item 3 - Defaults by the Company on its
Senior Securities .................................................None
Item 4 - Submission of Matter to Vote of Security
Holders ...........................................................None
<PAGE>
Item 5 - Other Information.
(a) As of April 1, 1999, the Company entered into a Plan and Agreement
of Reorganization with Accu Chem Conversion, Inc., a California
corporation and its shareholders. This was
completed as of October 1, 1999.
Item 6 - Exhibits and Reports on Form 8-K.
(a) On October 22, 1999, the Company filed a Form 8-K with the
Securities and Exchange Commission which contains a description of
the transaction by and between the Company, Accu Chem Conversion,
Inc. and its shareholders and contains financial information of
the Company and Accu Chem Conversion, Inc. and a proforma
financial statement reflecting the business combination.
Item 7 Exhibits and Reports on form 8-K.
(a) On April 25, 2000 the Company purchased 61.2% of the stock of MAG
Transport Inc. [MAG] for $150,000 in cash. The Company agreed to
purchase the remaining 38.8% for an additional $90,000 in cash no
later than October 25, 2000. The business combination will be
accounted for as a purchase. The total purchase price will exceed
fair market value of the assets by about $570,597 which will be
amortized over ten [10] years. The results of operations of MAG
will be included with the results of the company as of April 25,
2000.
<PAGE>
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.
Dated: May 15, 2000 QUADRATECH, INC.
(Company)
By: /s/ Craig G. Robitaille
--------------------------
Craig G. Robitaille,
President
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 3,986
<SECURITIES> 0
<RECEIVABLES> 588,693
<ALLOWANCES> 0
<INVENTORY> 109,405
<CURRENT-ASSETS> 781,436
<PP&E> 630,336
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,448,987
<CURRENT-LIABILITIES> 847,135
<BONDS> 0
0
0
<COMMON> 36,513
<OTHER-SE> (34,900)
<TOTAL-LIABILITY-AND-EQUITY> 1,448,987
<SALES> 3,341,480
<TOTAL-REVENUES> 3,341,480
<CGS> 2,056,752
<TOTAL-COSTS> 3,210,730
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 92,838
<INCOME-PRETAX> (137,340)
<INCOME-TAX> 1,600
<INCOME-CONTINUING> (138,940)
<DISCONTINUED> 0
<EXTRAORDINARY> 30,487
<CHANGES> 0
<NET-INCOME> (108,453)
<EPS-BASIC> (.004)
<EPS-DILUTED> (.004)
</TABLE>
