UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 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 November 14, 1999 was 6,648,079.
<PAGE>
AMPLIDYNE, INC.
FORM 10-QSB
NINE MONTHS ENDED SEPTEMBER 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
<TABLE>
<CAPTION>
AMPLIDYNE, INC.
BALANCE SHEETS
ASSETS
December 31, September 30,
1998* 1999
---------- ----------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 427,510 $1,288,427
Accounts receivable, net of allowance for
doubtful accounts of $181,000 at September 30, 1999
and $86,000 at December 31, 1998 440,516 290,773
Inventories 558,685 863,769
Prepaid expenses and other current assets 14,206 7,185
---------- ----------
Total current assets 1,440,917 2,450,154
---------- ----------
PROPERTY AND EQUIPMENT - AT COST
Machinery and equipment 540,116 557,580
Furniture and fixtures 43,750 43,750
Autos and trucks 61,183 61,183
Leasehold improvements 4,162 6,997
---------- ----------
649,211 669,510
Less: Accumulated depreciation and amortization 342,052 430,230
---------- ----------
Net 307,159 239,280
---------- ----------
LONG TERM ACCOUNTS RECEIVABLE
Net of allowance for doubtful accounts of $30,000 -- 60,000
OTHER ASSETS 35,000 75,074
---------- ----------
TOTAL ASSETS $1,783,076 $2,824,508
========== ==========
</TABLE>
* 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
December 31, September 30,
1998* 1999
------------ ------------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES
Current maturities of lease obligations $ 70,311 $ 16,430
Accounts payable 220,991 229,018
Accrued expenses 255,439 122,660
Deferred compensation 27,100 --
Stockholders' loan 5,051 --
------------ ------------
Total current liabilities 578,892 368,108
LONG-TERM LIABILITIES
Lease obligations, less current maturities 36,933 27,004
------------ ------------
TOTAL LIABILITIES 615,825 395,112
------------ ------------
STOCKHOLDERS' EQUITY
Preferred stock - authorized, 1,000,000 shares
of $.0001 par value; 0 shares
outstanding at December 31, 1998 and September 30, 1999 -- --
Common stock - authorized, 25,000,000 shares
of $.0001 par value; 4,703,333 shares and
6,644,079 shares issued and outstanding at
December 31, 1998 and September 30, 1999, respectively 470 664
Additional paid-in-capital 12,735,817 15,339,916
Accumulated deficit (11,569,036) (12,911,184)
------------ ------------
Total stockholders' equity 1,167,251 2,429,396
------------ ------------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 1,783,076 $ 2,824,508
============ ============
</TABLE>
* Derived from Company's audited Balance Sheet at December 31, 1998
The accompanying notes are an integral part of these financial statements
2
<PAGE>
<TABLE>
<CAPTION>
AMPLIDYNE, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1998 1999 1998 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net Sales $ 331,353 $ 229,587 $ 1,155,864 $ 1,307,669
Cost of goods sold 204,705 348,091 951,679 1,308,400
----------- ----------- ----------- -----------
Gross profit (loss) 126,648 (118,504) 204,185 (731)
Operating expenses
Selling, general & admin 223,327 301,993 758,657 993,521
Research, eng. & devel 125,467 124,662 389,632 392,074
----------- ----------- ----------- -----------
Operating loss (222,146) (545,159) (944,104) (1,386,326)
Other nonoperating income (expense)
Interest income 19,166 6,737 67,575 18,260
Interest expense (3,654) (14,133) (13,439) (27,778)
Other Income 195,000 -- 195,000 60,000
----------- ----------- ----------- -----------
Loss before income taxes (11,634) (552,555) (694,968) (1,335,844)
----------- ----------- ----------- -----------
Provision for income taxes 6,049 4,304 6,724 6,304
NET LOSS $ (17,683) $ (556,859) $ (701,692) $(1,342,148)
=========== =========== =========== ===========
Net loss per share - basic and diluted $ (.00) $ (.09) $ (.16) $ (.24)
=========== =========== =========== ===========
Weighted average number of shares
outstanding 4,417,370 6,003,462 4,417,370 5,482,185
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements
3
<PAGE>
AMPLIDYNE, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Nine Months
Ended Ended
Sept. 30, 1998 Sept. 30, 1999
-------------- --------------
Cash flows from operating activities:
<S> <C> <C>
Net Loss $ (701,692) $(1,342,148)
----------- -----------
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 -- 18,750
Stock used in lieu of accrued compensation
and other liabilities -- 218,070
Forgiveness of deferred compensation
And other liabilities (195,000) (60,000)
Depreciation and amortization 76,918 88,178
Changes in assets and liabilities
Accounts receivable 313,146 (35,257)
Inventories (327,323) (325,084)
Prepaid expenses and other assets (4,912) 6,396
Accounts payable and accrued expenses 48,569 (91,852)
----------- -----------
Total adjustments (88,602) (35,799)
----------- -----------
Net cash used in operating activities (790,294) (1,377,947)
----------- -----------
Cash flows from investing activities:
Purchase of fixed assets (1,901) (20,299)
----------- -----------
Net cash used for investing activities (1,901) (20,299)
----------- -----------
Cash flows from financing activities:
Payment in lease obligations (101,613) (63,810)
Loans to stockholders, net (98,000) (44,500)
Proceeds from common and preferred
stock issuance, net 50,000 1,380,746
Proceeds from exercise of
warrants and options, net -- 986,727
----------- -----------
Net cash provided by (used in) financing activities (149,613) 2,259,163
----------- -----------
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (941,808) 860,917
Cash and cash equivalents at beginning of year 2,039,012 427,510
----------- -----------
Cash and cash equivalents at end of period $ 1,097,204 $ 1,288,427
=========== ===========
Supplemental disclosures of cash flow information
Cash paid for: Interest Income taxes $ 13,993 $ 27,778
6,524 4,304
</TABLE>
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 NINE MONTHS ENDED
SEPTEMBER 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
Sale of Preferred Stock,
net 50,000 464,995 465,000
$ 5
Conversion of Preferred to
Common Stock (50,000) (5) 370,370 37 (32) 0
Sale of Common Stock,
net 900,000 90 915,656 915,746
Stock Compensation 18,750 18,750
Issuance of common stock in
lieu of cash for accrued
salaries, commission and
deferred compensation
110,376 11 218,059 218,070
Proceeds from exercise of
warrants and options, net 560,000 56 986,671 986,727
Net Loss (1,342,148) (1,342,148)
------ -------- --------- -------- ------------ ------------- ------------
Balance at Sept 30, 1999 0 $ 0 6,644,079 $ 664 $ 15,339,916 $ (12,911,184 $ 2,429,396
====== ======== ========= ======== ============ ============= ============
</TABLE>
The accompanying notes are an integral part of these financial statements
5
<PAGE>
AMPLIDYNE, INC.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1999
NOTE A - ADJUSTMENTS
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments necessary for a fair statement of (a) results of
operations for the nine-month periods ended September 30, 1998 and September 30,
1999 (b) the financial position at December 31, 1998 and September 30, 1999 (c)
the statements of cash flows for the nine-month periods ended September 30, 1998
and September 30, 1999, and (d) the changes in stockholders' equity for the
nine-month period ended September 30, 1999, have been made. The results of
operations for the nine months ended September 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 SALES OF SECURITIES
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
SEPTEMBER 30, 1999
NOTE C - PUBLIC OFFERING AND OTHER SALES OF SECURITIES (CONTINUED)
In March of 1999, 900,000 shares of common stock 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.
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).
In August 1999, all of such Series A preferred stock were converted into 370,370
shares of common stock.
NOTE D - LOSS PER SHARE
The Company complies with the requirements of the Financial Accounting Standards
Board issued Statement of Financial Accounting Standards No. 128, "Earnings per
Share" ("SFAS No. 128"). SFAS No. 128 specifies the compilation, presentation
and disclosure requirements for earnings per share for entities with publicly
held common stock or potential common stock.
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.
7
<PAGE>
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.
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.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
RESULTS OF OPERATIONS - NINE MONTHS ENDED SEPTEMBER 30, 1999 COMPARED TO NINE
MONTHS ENDED SEPTEMBER 1998
Net sales for the nine month period ended September 30, 1999 were $1,307,669
while sales for the nine months ended September 30, 1998 were $1,155,864 (a 13%
increase). Overall sales increases were the result of consistent orders from
existing customers and new customer business from Harris Corp. for its NMT-450
Multicarrier products and other customers, partially offset by decreased sales
to the South Korean customers. Due to specifications upgrade, the company had to
redesign products to the South Korean customers, which in turn increased
material costs and overhead during 1999. During the third quarter of 1999 the
Company was also in a period of transition to complete product development for
Harris Corp., which, when coupled with the decrease in orders from the South
Korean customers, caused sales to decrease. Considerable materials and labor
were invested to prepare for fourth quarter shipment requirements for Harris
Corp. and Amplidyne's other wireless local loop amplifier customers.
Gross profit (loss) for the nine months ended September 30, 1999 amounted to
($731), compared to $204,185 (17.7% of sales) for the corresponding nine months
of 1998. This decrease in gross margin is principally attributable to the above
mentioned comments, which resulted in fixed overhead costs being spread over
lower units of production during the third quarter of 1999, which eliminated the
previous year-to-date gross profit. The year-to-date gross profit had been
approximately 10%, which was less than 1998 due to the specification upgrades on
the South Korean orders. The lower third quarter 1999 production was also caused
by the shutdown necessitated by the move to our new facility. The company
reduced some overhead expenses by moving to a more compact facility while
nurturing offshore production, the impact of which the Company hopes to realize
during the fourth quarter of 1999.
Selling, general and administrative expenses were $993,521 (76.0% of sales) in
the first nine months of 1999, compared to $758,657 (65.6% of sales) for the
first nine months of 1998. Expenses were higher in 1999 due to increased costs
related to a non-recurring severance payment, bad debt expenses, increased
office expense and increased legal fees.
Research, engineering, and development costs remained relatively unchanged for
the nine months ended September 30, 1999 compared with the corresponding period
of 1998. This trend was achieved due to the utilization of existing R&D
knowledge and experience to the development of new products.
Interest income was lower for the first nine months 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.
Other income represents the forgiveness of deferred compensation in 1998 and
accrued consulting fees in 1999.
As a result of the foregoing, the Company incurred net losses of ($1,342,148) or
(.24) per share for the nine months ended September 30, 1999 compared to net
losses of ($701,692) or (.16) per share for the same period in 1998.
9
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 1999, the Company had cash and cash equivalents of $1,288,427
principally due to the injection of private placement funds and the exercise of
warrants in the first nine months of 1999. The Company has continued to issue
its common stock in lieu of cash payments for compensation, commissions and
consulting fees where possible, resulting in decreases in the December 31, 1998
balances in accrued expenses and deferred compensation. The Company has
increased its inventory in response to the Harris Corp. order, expected to ship
in the Fourth Quarter of 1999.
The Company entered into a five year lease for its 13,000 square foot facility
in July 1999, with a monthly rent of $5,937 plus real estate taxes. The Company
is planning to install an auto-insertion machine in the fourth quarter of 1999
to add production efficiency.
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 fail 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 half 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. 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 hat 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
In August 1999, the Company issued 370,370 shares of Common Stock in connection
with the conversion of all of the Company's Series A Preferred Stock. The
Company issued such shares in reliance of Section 4(2) of the Act. No
underwriting discounts or commissions were paid.
In September 1999, the Company issued 497,500 shares of Common Stock in
connection with the exercise of outstanding warrants, generating gross proceeds
of $903,750. The Company issued such shares in reliance on Section 4(2) of the
Act. No underwriting discounts or commissions were paid.
On September 30, 1999, the Company issued 6,202 shares of Common Stock to
Devendar S. Bains (3,358), Tarlochan Bains (2,088) and Nirmal Bains (756). The
shares were issued in exchange of accrued salaries and commissions owed to such
persons at September 30, 1999, ($20,885, $12,986 and $4,700, respectively) and
were converted at a price of $6.22, 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.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(b) Reports on Form 8-K. The Registrant filed a Current Report on Form
8-K on August 3, 1999, disclosing the issuance of the Registrant's Series A
Preferred Stock (See Part I-Note C) and the relocation of its principal
executive offices.
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>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEETS AND STATEMENTS OF OPERATIONS FOUNDED ON PAGES 1-3 OF THE COMPANY'S FORM
10-QSB, FOR THE YEAR-TO-DATE AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0001016151
<NAME> AMPLIDYNE, INC.
<MULTIPLIER> 1
<CURRENCY> USD
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<EXCHANGE-RATE> 1
<CASH> 1,288,427
<SECURITIES> 0
<RECEIVABLES> 561,773
<ALLOWANCES> 211,000
<INVENTORY> 863,769
<CURRENT-ASSETS> 2,450,154
<PP&E> 669,510
<DEPRECIATION> 430,230
<TOTAL-ASSETS> 2,824,508
<CURRENT-LIABILITIES> 368,108
<BONDS> 0
0
0
<COMMON> 664
<OTHER-SE> 2,428,732
<TOTAL-LIABILITY-AND-EQUITY> 2,824,508
<SALES> 1,307,669
<TOTAL-REVENUES> 1,385,929
<CGS> 1,308,400
<TOTAL-COSTS> 1,700,474
<OTHER-EXPENSES> 993,521
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 27,778
<INCOME-PRETAX> (1,335,844)
<INCOME-TAX> 6,304
<INCOME-CONTINUING> (1,342,148)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,342,148)
<EPS-BASIC> (.24)
<EPS-DILUTED> (.24)
</TABLE>