UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
(Amendment No. 1)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934.
FOR THE TRANSITION PERIOD FROM ____________ TO _____________
Commission File Number 0-21931
AMPLIDYNE, INC.
---------------
(Exact name of small business issuer as specified in its charter)
DELAWARE 22-3440510
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
59 LaGrange Street
Raritan, New Jersey 08869
--------------------------
(Address of principal executive offices)
(908) 253-6870
--------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 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[ ]
The number of shares outstanding of the Issuer's Common Stock, $.0001 Par Value,
as of July 31, 1999 was 5,770,007.
<PAGE>
AMPLIDYNE, INC.
FORM 10-QSB
SIX MONTHS ENDED JUNE 30, 1999
TABLE OF CONTENTS
PART 1 - FINANCIAL INFORMATION
Item 1 FINANCIAL STATEMENTS (Unaudited):
Balance Sheets................................................1-2
Statements of Operations........................................3
Statement of Cash Flows.........................................4
Statement of Changes in Stockholder's Equity....................5
Notes to Financial Statements.................................6-8
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations........................9-10
PART II - OTHER INFORMATION
Item 2. Change in Securities.................................................11
Signatures....................................................................12
Exhibit 27- Financial Data Schedule...........................................13
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
AMPLIDYNE, INC.
BALANCE SHEETS
ASSETS
RESTATED
December 31, June 30,
1998 * 1999
---------- ----------
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents $ 427,510 $ 885,717
Accounts receivable, net of allowance
for doubtful accounts of $181,000
at June 30, 1999 and $86,000 at
December 31, 1998 440,516 329,790
Inventories 558,685 786,268
Prepaid expense and other 14,206 8,044
---------- ----------
Total current assets 1,440,917 2,009,819
---------- ----------
PROPERTY AND EQUIPMENT - AT COST
Machinery and equipment 540,116 549,826
Furniture and fixtures 43,750 43,750
Autos and trucks 61,183 61,183
Leasehold improvements 4,162 4,162
---------- ----------
649,211 658,921
Less: Accumulated depreciation and amortization 342,052 400,099
---------- ----------
Net depreciated cost 307,159 258,822
---------- ----------
Long term accounts receivable, net of allowance
for doubtful accounts of $30,000 -- 60,000
OTHER ASSETS 35,000 67,949
---------- ----------
TOTAL ASSETS $1,783,076 $2,396,590
========== ==========
* Derived from Company's audited Balance Sheet at December 31, 1998
The accompanying notes are an integral part of these financial statements
-1-
<PAGE>
<TABLE>
<CAPTION>
AMPLIDYNE, INC.
BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
RESTATED
December 31, June 30,
1998 * 1999
------------ ------------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES
Current maturities of lease obligations $ 70,311 $ 15,533
Accounts payable 220,991 204,019
Accrued expenses 255,439 143,522
Deferred compensation 27,100 --
Stockholders' loan 5,051 --
------------ ------------
Total current liabilities 578,892 363,074
LONG-TERM LIABILITIES
Long term lease obligation, less current maturities 36,933 26,440
------------ ------------
TOTAL LIABILITIES 615,825 389,514
------------ ------------
STOCKHOLDERS' EQUITY
Preferred stock - authorized, 1,000,000 shares of $.0001 par value; 0 shares
and 50,000 shares
outstanding at December 31, 1998 and June 30, 1999, respectively -- 5
Common stock - authorized, 25,000,000 shares
of $.0001 par value; 4,703,333 shares and 5,770,007 shares issued and
outstanding at December 31, 1998 and June 30, 1999,
respectively 470 577
Additional paid-in-capital 12,735,817 14,401,571
Accumulated deficit (11,569,036) (12,395,077)
------------ ------------
Total stockholders' equity 1,167,251 2,007,076
------------ ------------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 1,783,076 $ 2,396,590
============ ============
* Derived from Company's audited Balance Sheet at December 31, 1998
The accompanying notes are an integral part of these financial statements
</TABLE>
-2-
<PAGE>
<TABLE>
<CAPTION>
AMPLIDYNE, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
RESTATED RESTATED
Three Three Six Six
Months Months Months Months
Ended Ended Ended Ended
June 30, June 30, June 30, June 30,
1998 1999 1998 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net Sales $ 502,714 $ 422,912 $ 824,511 $ 1,078,082
Cost of goods sold 375,670 440,804 746,974 975,309
----------- ----------- ----------- -----------
Gross profit (loss) 127,044 (17,892) 77,537 102,773
Operating expenses
Selling, general & admin 261,255 374,883 535,330 717,280
Research, eng. & devel. 142,004 135,702 264,165 267,412
----------- ----------- ----------- -----------
Operating loss (276,215) (528,477) (721,958) (881,919)
Other nonoperating income
and expenses
Interest income 23,243 5,547 48,409 11,523
Interest expense 4,462 1,201 9,785 13,645
Other Income -- -- -- 60,000
----------- ----------- ----------- -----------
Loss before income taxes (257,434) (524,131) (683,334) (824,041)
Provision for income taxes 475 2,000 675 2,000
NET LOSS $ (257,909) $ (526,131) $ (684,009) $ (826,041)
=========== =========== =========== ===========
Net loss per share - basic
and diluted (.06) (.09) (.16) (.16)
=========== =========== =========== ===========
Weighted average number
of shares outstanding 4,407,370 5,734,625 4,407,370 5,221,547
=========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements
-3-
</TABLE>
<PAGE>
AMPLIDYNE, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
RESTATED
Six Months Six Months
Ended Ended
June 30, 1998 June 30, 1999
----------- -----------
Cash flows from operating activities:
Net Loss $ (684,009) $ (826,041)
----------- -----------
Adjustments to reconcile net loss to net cash
used in operating activities
Provision for slow moving inventory -- 20,000
Provision for bad debts -- 125,000
Stock compensation expense -- 12,500
Stock issued in lieu of accrued compensation
and other liabilities -- 179,500
Depreciation and amortization 51,152 58,047
Changes in assets and liabilities
Accounts receivable 279,472 (74,274)
Inventories 26,119 (177,403)
Prepaid expense and other (4,394) 6,162
Accounts payable and accrued expenses (50,868) (226,162)
----------- -----------
Total adjustments 301,481 (76,630)
----------- -----------
Net cash used in operating activities (382,528) (902,671)
----------- -----------
Cash flows from investing activities:
Purchase of fixed assets -- (9,710)
----------- -----------
Net cash used in investing activities -- (9,710)
----------- -----------
Cash flows from financing activities:
Payment of lease obligations (69,423) (65,278)
Repayments of stockholders' loans, net (25,000) (38,000)
Proceeds from stock issuance 50,000 1,473,866
----------- -----------
Net cash provided by (used in) for
financing activities (44,423) 1,370,588
----------- -----------
NET INCREASE (DECREASE) IN CASH (426,951) 458,207
Cash at beginning of year 2,039,012 427,510
----------- -----------
Cash and cash equivalents at end of period $ 1,612,061 $ 885,717
=========== ===========
Supplemental disclosures of cash flow information
Cash paid for: Interest $ 10,339 $ 13,645
Income taxes 475 --
The accompanying notes are an integral part of these financial statements
-4-
<PAGE>
<TABLE>
<CAPTION>
AMPLIDYNE, INC.
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
FOR THE SIX MONTHS ENDED
JUNE 30, 1999
(UNAUDITED)
PREFERRED STOCK COMMON STOCK
--------------------------- --------------------------- ADDITIONAL ACCUMULATED
SHARES PAR VALUE SHARES PAR VALUE PAID-IN-CAPITAL (DEFICIT) TOTAL
------------ ------------ ------------ ------------ --------------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at
December 31, 1998 4,703,333 $ 470 $ 12,735,817 $(11,569,036) $ 1,167,251
Issuance of Preferred
Stock, net of costs 50,000 $ 5 464,995 465,000
Issuance of Common
Stock, net of costs 962,500 96 1,008,770 1,008,866
Issuance of common stock
in lieu of accrued
compensation and liabilities 104,174 11 179,489 179,500
Stock compensation 12,500 12,500
Net Loss (826,041) (826,041)
------------ ------------ ------------ ------------ ------------ ------------ ------------
Balance at June 30, 1999 50,000 $ 5 5,770,007 $ 577 $ 14,401,571 $(12,395,077) $ 2,007,076
============ ============ ============ ============ ============ ============ ============
The accompanying notes are an integral part of these financial statements
</TABLE>
-5-
<PAGE>
AMPLIDYNE, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1999
NOTE A - ADJUSTMENTS
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments, except as described in Note G, necessary for a fair
statement of (a) results of operations for the six-month periods ended June 30,
1998 and June 30, 1999 (b) the financial position at December 31, 1998 and June
30, 1999 (c) the statements of cash flows for the six-month periods ended June
30, 1998 and June 30, 1999, and (d) the changes in stockholders' equity for the
six-month period ended June 30, 1999, have been made. The results of operations
for the six months ended June 30, 1999 are not necessarily indicative of the
results to be expected for the full year.
NOTE B - UNAUDITED INTERIM FINANCIAL INFORMATION
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information.
Accordingly, they do not include all the information and footnotes required by
generally accepted accounting principles for financial statements. For further
information, refer to the audited financial statements and notes thereto for the
year ended December 31, 1998, included in the Company's Form 10-KSB filed with
the Securities and Exchange Commission on April 15, 1999.
NOTE C - PUBLIC OFFERING AND OTHER SIGNIFICANT EQUITY TRANSACTIONS
A registration statement covering an underwritten public offering of 1,610,000
units at a price of $5.10 per unit, prior to underwriters' commissions, was
declared effective by the Securities and Exchange Commission on January 21,
1997. Each unit consisted of one share of common stock, par value $.0001 per
share and one redeemable common stock purchase warrant. Each warrant entitles
the holder to purchase one share for $6.00 during the four-year period ending
January 21, 2001. The Company may redeem the warrants at a price of $.01 per
warrant at any time with not less than thirty days' prior written notice if the
average closing price equals or exceeds $9.00 per share for any twenty
consecutive trading days.
In January 1997 and March 1997, the Company received net proceeds of
approximately $6,782,000, which included the overallotment of 210,000 units. The
proceeds are net of legal fees, underwriter's fees and other expenses of the
offering totalling approximately $1,429,000.
The underwriter received an option to purchase up to 140,000 shares of common
stock and 140,000 warrants under the same terms.
-6-
<PAGE>
AMPLIDYNE, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1999
NOTE C - PUBLIC OFFERING AND OTHER SIGNIFICANT EQUITY TRANSACTIONS (CONTINUED)
In March of 1999, 900,000 shares were issued through a private placement. The
Company received net proceeds of $915,746. The proceeds are net of legal fees,
underwriting fees and other expenses of the offering totalling $88,375. An
additional 71,862 shares were issued during the first quarter in exchange for
deferred officer's salaries, commissions, and consulting fees totalling
$122,637.
In June of 1999, 50,000 shares of Series A Preferred Stock, $.0001 par value,
were issued through a private placement (at $10.00 per share). The Company
received net proceeds of $465,000, after deduction of fees. The Preferred Stock:
(I) are entitled to dividends at the annual rate of 6%, payable semi-annually,
in cash or in shares of Common Stock; (ii) has a liquidation preference of
$10.00 per share, (iii) is convertible into shares of Common Stock at the lesser
of (A) 110% of the average closing sales price of the Common Stock on the five
trading days prior to issuance or (B) 85% of the average closing sales price of
the Common Stock for the five trading days prior to conversion, in each case not
less than $1.25 per share; (iv) is non-voting, (v) is subject to redemption; and
(vi) shall automatically convert into Common Stock on June 30, 2002 (if not
previously converted).
NOTE D - LOSS PER SHARE
The Company follows Statement of Financial Accounting Standards No. 128,
"Earnings per Share" which specifies the compilation, presentation and
disclosure requirements for earnings per share for entities with publicly held
common stock or potential common stock for all periods presented herein.
Net loss per common share - basic and diluted is determined by dividing the net
loss by the weighted average number of common stock outstanding. Net loss per
common share - diluted does not include potential common shares derived from
stock options and warrants because they are antidilutive.
NOTE E - LITIGATION
The Company is a defendant to a complaint filed in the Circuit Court of the
Eighteenth Judicial District of the State of Florida on January 23, 1997,
alleging breach of contract and alleged damages in the amount of approximately
$4,323,000, plus interest, costs and attorney's fees. The Company filed an
answer to the complaint denying the allegations therein and a counterclaim on
March 10, 1997. The counterclaim alleges breach of contract, common law fraud,
conversion and unjust enrichment. The Company further asserts damages in the
amount of approximately $463,000, plus interest, costs and attorney's fees.
Management believes that the allegations in the complaint are without merit. A
motion for summary judgement was denied in February 1999.
Class Action Suit Disclosure
The Company has been recently served with six class action complaints on behalf
of all purchasers of the Company's common stock and warrants between September 9
and 14, 1999. The complaints allege that the Company and certain officers and
directors of the Company violated the federal securities laws by, among other
things, the issuance of a press release on September 9, 1999. The Company
expects that a lead plaintiff will assert a consolidated complaint and the
Company will then promptly respond to the consolidated complaint. The Company
believes these complaints have no merit and will vigorously contest them.
-7-
<PAGE>
From time to time, the Company is party to what it believes is routine
litigation and proceedings that may be considered as part of the ordinary course
of its business. Except for the proceedings noted above, the Company is not
aware of any current or pending litigation or proceedings that would have a
material effect on the Company's results of operations or financial condition.
NOTE F - SUBSEQUENT EVENT
In July 1999 the Company moved it's operations to a smaller facility of
approximately 13,000 square feet in Raritan, New Jersey under a five year lease
expiring July 14, 2004 with a monthly rent of $5,937 plus real estate taxes.
NOTE G - RESTATEMENT
During the third quarter of 1999 the Company became aware of certain required
adjustments primarily in inventory, paid in capital and accounts receivable
balances as of June 30, 1999. The financial statements for the quarter ended
June 30, 1999 have been restated to reflect these adjustments, as summarized
below:
Net loss, as previously reported $(785,289)
---------
Adjustments - Increase (Decrease):
Inventory valuation (15,000)
Provision for bad debts (125,000)
Selling, general and administrative
expenses, including costs of private
placements 99,248
---------
Subtotal (40,752)
---------
Net income, as adjusted (826,041)
=========
Basic and diluted per share amounts:
As previously reported $ (.15)
Adjustments $ (.01)
---------
As adjusted $ (.16)
=========
-8-
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS-SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO
SIX MONTHS ENDED JUNE 30, 1998
Sales increased in the first half of 1999 compared with the first half of 1998,
due to continuing orders from existing customers and fewer orders requiring
large amounts of research and development time, primarily in the first quarter
of 1999. In the second quarter of 1999, the Company began shipping its NMT-450
Multicarrier products to a new North American customer. However, sales to S.
Korean customers slowed down in 1999 due to specification upgrades.
Gross profit for the six months ended June 30, 1999 amounted to 102,773 (9.5% of
sales), compared to $77,537 (9.4% of sales) for the corresponding six months of
1998. This increase in gross margin is principally attributable to lower
labor/subcontract costs associated with its new Multicarrier product order and
lower lease expenses on equipment used to manufacture products and reduced
material costs. The company expects to continue to reduce overhead expenses
during the third quarter of 1999.
-9-
<PAGE>
PART 1 - FINANCIAL INFORMATION - ITEM 2 (CONTINUED)
Selling, general, and administrative expenses were $717,280 (67% of sales) in
the first six months of 1999, compared to $535,330 (65% of sales) for the first
six months of 1998. The actual expenses (rather than the percentage of sales)
were higher in 1999, due to an increase in bad debt expense.
Research, engineering, and development costs remained relatively unchanged for
the six months ended June 30, 1999 compared with the corresponding period of
1998. This trend should continue as reoccurring orders are received from
customers utilizing the existing technology.
Interest income was lower in the second half of 1999 compared to the
corresponding period of 1998. The decrease is due to lower amounts of cash in
the Company's money market account.
The Company recorded other income upon forgiveness of consulting fees in the
amount of $60,000 during the first quarter of 1999.
As a result of the foregoing, the Company incurred net losses of ($826,041) or
(.16) per share for the six months ended June 30, 1999 compared to net losses of
($684,009) or (.16) per share for the same period in 1998.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1999, the Company had cash and cash equivalents of $885,717
principally due to the injection of private placement funds in the first half of
1999. The Company has continued to issue its common stock in lieu of cash
payments for compensation, commission and consulting fees where possible. This
resulted in the reduction of deferred compensation and accrued expenses from the
December 1998 balances. The Company has increased its inventory, primarily
work-in-progess, in response to its new customer orders and new products. The
Company has also recently purchased an auto-insertion machine to improve
operational efficiency and speed.
The Company believes that the net proceeds of the Company's private placements
and operations will meet its working capital obligations and fund further
development of its business for the next twelve months. There can be no
assurance that any additional financing will be available to the Company on
acceptable terms, or at all.
YEAR 2000
Many existing computer systems, including certain of the Company's internal
systems, use only the last two digits to identify years in the date field. As a
result, these computer systems do not properly recognize a year that begins with
"20" instead of the familiar "19", or may not function properly with years later
than 1999. If not corrected, many computer applications could fall or create
erroneous results. This is generally referred to as the "Year 2000" or "Y2K"
issue. Computer systems that are able to deal correctly with dates after 1999
are referred to as "Year 2000 compliant."
The Company has 37 employees of which 28 are involved in production processes.
The Company's internal computer systems consist of individualized PCs. The
Company intends to replace all of these PCs with the latest hardware, at an
estimated cost of about $20,000. The Company's technical software has been
upgraded for the Y2K compliance. Presently, the Company is exploring the
purchase of a new MRP system, which will be Y2K compliant, and will be installed
by the first quarter of 2000. All other software for day to day office work is
Y2K compliant. The Company's accounting software will also be upgraded as part
of the MRP system. Estimated cost is about $25,000. Therefore, the Company
believes that the existing accounting software is Y2K compliant. Other than as
set forth, the Company has no other contingency plan for Y2K non-compliance.
The Company is in the process of contacting all its major vendors and suppliers
to ensure that they are Y2K compliant. Overall the Company does not see any
material effect upon its business and operations due to the Y2K problem.
-10-
<PAGE>
PART II - OTHER INFORMATION
Item 2. Change in Securities
On June 30, 1999, the Company issued 50,000 shares of Series A Preferred Stock
to accredited investors pursuant to Rule 506 of Regulation D of the Securities
Act of 1933, as amended (the "Act"). The Company sold such shares at 10.00 per
share resulting in net proceeds of $465,000. The sales were made in reliance on
Rule 506 of Regulation D.
On June 30, 1999, the Company issued 32,312 shares of common stock to Devendar
S. Bains (15,398), Tarlochan Bains (12,815) and Nirmal Bains (4,099). The shares
were issued in exchange of accrued salaries owed to such persons at June 30,
1999 ($27,424, $22,872, and $7,300, respectively) and were converted at a price
of $1.781, the market price at such date. The sales were made in reliance on
Section 4(2) of the Act. No underwriting discounts or commissions were paid.
In April 1999, the Company issued 62,500 shares of Common Stock in connection
with the exercise of outstanding warrants generating gross proceeds of $93,121.
The Company issued such shares in reliance on Section 4(2) of the Act. No
underwriting discounts or commissions were paid.
On March 31, 1999, the Company issued 900,000 shares of common stock to
accredited investors pursuant to Rule 506 of Regulation D of the Securities Act
of 1933, as amended (the "Act"). The Company sold such shares at $1.125,
received gross proceeds of $1,012,500 and paid a 7% commission (for a total of
$70,875) to the placement agent.
On March 31, 1999, the Company issued 7,893 shares of common stock to Devendar
S. Bains (4,025), Tarlochan Bains (2,526) and Nirmal Bains (1,342). The shares
were issued in exchange of accrued salaries owed to such persons at December 31,
1998 ($10,565, $6,629 and $3,521, respectively) and were converted at a price of
$2.625, the market price at such date. The sales were made in reliance of
Section 4(2) of the Act. No underwriting discounts or commissions were paid.
On March 31, 1999, the Company issued 15,969 shares of common stock to Devendar
S. Bains (5,465), Tarlochan Bains (9,704) and Nirmal Bains (800). The shares
were issued in exchange of accrued salaries/commissions owed to such persons at
March 31, 1999 ($14,346, $25,473 and $2,100, respectively) and were converted at
a price of $2.625, the market price at such date. The sales were made in
reliance of Section 4(2) of the Act. No underwriting discounts or commissions
were paid.
In January 1999, the Company issued 48,000 shares of common stock to two former
officers of the Company. The shares were issued in exchange for accrued fees
owed to them in the amount of $60,000, and was converted at $1.25, the market
price at such date. The sales were made in reliance on Section 4(2) of the Act.
No underwriting discounts or commissions were paid.
-11-
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorised.
AMPLIDYNE, INC.
Dated: November 19, 1999 By: /s/ DEVENDAR S. BAINS
----------------------------
Name: Devendar S. Bains
Title: Chief Executive Officer,
President, Treasurer,
Principal Accounting
Officer and Director
-12-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
</LEGEND>
<CIK> 0001016151
<NAME> AMPLIDYNE, INC.
<MULTIPLIER> 1
<CURRENCY> USD
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<EXCHANGE-RATE> 1
<CASH> 885,717
<SECURITIES> 0
<RECEIVABLES> 600,790
<ALLOWANCES> 211,000
<INVENTORY> 786,268
<CURRENT-ASSETS> 2,009,819
<PP&E> 658,921
<DEPRECIATION> 400,099
<TOTAL-ASSETS> 2,396,590
<CURRENT-LIABILITIES> 363,074
<BONDS> 0
0
5
<COMMON> 577
<OTHER-SE> 2,006,494
<TOTAL-LIABILITY-AND-EQUITY> 2,396,590
<SALES> 1,078,082
<TOTAL-REVENUES> 1,149,605
<CGS> 975,309
<TOTAL-COSTS> 1,242,721
<OTHER-EXPENSES> 717,280
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 13,645
<INCOME-PRETAX> (824,041)
<INCOME-TAX> 2,000
<INCOME-CONTINUING> (826,041)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (826,041)
<EPS-BASIC> (.16)
<EPS-DILUTED> (.16)
</TABLE>