<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(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, 1998
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 333-19183
JYRA RESEARCH INC ( A Development Stage Enterprize )
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 98-0167341
- ------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
HAMILTON HOUSE,111 MARLOWES, HEMEL HEMPSTEAD, HERTFORDSHIRE HP1 1BB UK
- ------------------------------------------------------------------------------
(address of principal executive offices) (Zip Code)
(44) 1442 403600
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(Registrant's telephone number, including area code)
Indicate by check 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
------ ------
As of March 31,1998, there were outstanding 12,890,250 shares of the
Registrant's Common Stock (par value $0.001 per share).
<PAGE>
FORM 10-Q
INDEX
PAGE
Cover Page 1
Index 2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets -
Mar 31, 1997, Mar 31, 1998 and December 31, 1997 3
Condensed Consolidated Statements of Income -
three months ended Mar 31, 1997, Mar 31, 1998,
and Cumulative since Incorporation May 2,1996 4
Condensed Consolidated Statements of Cash Flows -
three months ended Mar 31, 1997, Mar 31, 1998
and Cumulative since Incorporation May 2,1996 5
Consolidated Statement of Stockholders' Equity 6
from Incorporation through Mar 31, 1998
Notes to Condensed Consolidated Financial
Statements 7 - 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9 - 13
Item 3 Quantitative and Qualitative Disclosures
about market risk
-(Not applicable)
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K 14
Signatures 15
2
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEET MAR 31, 1998 (Unaudited)
<TABLE>
<CAPTION>
Mar 31, 1997 Mar 31, 1998 Dec 31, 1997
------------- ------------- ------------
<S> <C> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents 2,863,835 2,291,600 3,244,101
Prepaid expenses 2,970 143,544 26,867
Accounts receivable 0 58,099 52,062
---------- ---------- ----------
Total current assets 2,866,805 2,493,243 3,323,030
Property and Equipment, at cost:
Computers, Equipment & Motor Vehicles 199,402 672,726 595,055
Less accumulated depreciation and 18,795 157,923 106,819
amortization
---------- ---------- ----------
Net property and equipment 180,607 514,803 488,236
---------- ---------- ----------
Total Assets $3,047,412 $3,008,046 $3,811,266
---------- ---------- ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable 39,657 202,255 125,463
Accruals 0 53,194 80,134
Current portion of long term 0 12,844 11,501
lease obligations
---------- ---------- ----------
Total current liabilities 39,657 268,293 217,098
Creditors: Amount falling due after more than one year
Long term Lease obligations 0 22,538 26,335
Stockholders' Equity:
Common stock par value $0.001
Issued :
12,890,250 shares at Mar 31, 1998
12,890,250 shares at Dec 31,1997
and 6,276,600 at Mar 31, 1997 6,277 6,614 6,614
Additional paid-in-capital 3,819,405 6,339,068 6,339,068
Deficit Accumulated During the
development stage (678,041) (3,583,825) (2,770,397)
Foreign Currency Transaction Adjustment (139,886) (44,642) (7,452)
---------- ---------- ----------
Total stockholders' equity 3,007,755 2,717,215 3,567,833
---------- ---------- ----------
Total liabilities & stockholders' equity 3,047,412 3,008,046 3,811,266
---------- ---------- ----------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
<PAGE>
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months Cumulative since
Ended Ended Incorporation
Mar 31, 1997 Mar 31, 1998 May 2,1996
<S> <C> <C> <C>
Revenues:
Product & Services 0 31,025 423,108
-------- -------- --------
Total Revenues 0 31,025 423,108
-------- -------- --------
Cost of Revenues:
Product & Services 0 15,637 25,944
-------- -------- --------
Total Cost of Revenues 0 15,637 25,944
-------- -------- --------
Gross margin 0 15,388 397,164
Operating Expenses:
Sales & Marketing 0 279,807 756,143
General and admin 174,700 134,917 1,103,533
Research and development 227,624 448,159 2,002,193
-------- -------- ---------
Total Operating Expenses 402,324 862,883 3,861,870
-------- -------- ---------
Income from operations (402,324) (847,495) (3,464,706)
Other Income(Expense):
Taxes other than Income Taxes 0 (800) (16,778)
Currency Exchange differences 57,241 44,920 46,120
Currency Exchange differences 0 0 (164,699)
Interest Income 26,993 38,254 181,196
Depreciation (12,258) (48,307) (164,958)
-------- -------- --------
Total other Income(Expenses) 71,976 34,067 (119,119)
Income before provision
for income taxes (330,348) (813,428) (3,583,825)
Provision for Income Taxes 0 0 0
-------- -------- --------
Net Profit (Loss) (330,348) (813,428) (3,583,825)
-------- -------- --------
Earnings Per Share - Basic and (0.03) (0.06)
Diluted
-------- -------- --------
Weighted Average Common 12,553,200 12,890,250
and Common Equivalent -------- ---------- ----------
Shares Outstanding
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
4
<PAGE>
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>
<CAPTION>
Cumulative
Three months Three Months since
Ended Ended Incorporation
Mar 31, 1997 Mar 31, 1998 May 2,1996
--------- --------- ---------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income(Loss) (330,348) (813,428) (3,583,825)
ADJUSTMENTS TO RECONCILE NET INCOME TO NET
CASH PROVIDED BY OPERATING ACTIVITIES:
Depreciation 12,258 51,104 157,923
Decrease/(Increase) in Prepaid Expenses 53,002 (116,677) (143,544)
Increase in accrued Expenses 0 (26,940) 53,194
Decrease/(increase) in Accounts Payable (61,337) 74,337 237,636
Increase in Accounts receivable 0 (6,037) (58,099)
--------- --------- ---------
Net cash provided (used) by operating (326,425) (837,641) (3,336,715)
activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of Computers, Equipment & (94,659) (77,671) (672,726)
Vehicles
--------- --------- ---------
Net cash used in investing activities (94,659) (77,671) (672,726)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock,
net of issuance costs 0 0 6,345,682
--------- --------- ---------
Net cash from financing activities 0 0 6,345,682
Effects of exchange rate changes on Cash (113,935) (37,189) (44,641)
Net increase/(decrease) in cash and cash
equivalents (535,019) (952,501) 2,291,600
Cash and cash equivalents at beginning 3,398,855 3,244,101 0
of period --------- --------- ---------
Cash and cash equivalents at end of period 2,863,836 2,291,600 2,291,600
--------- --------- ---------
--------- --------- ---------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
<PAGE>
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FROM INCORPORATION THROUGH MAR 31, 1998
(Unaudited)
<TABLE>
<CAPTION>
Deficit
Accumulated Foreign
Common Stock Paid-In During Currency
Shares Amount Capital Development Translation
$ $ $ $ $
<S> <C> <C> <C> <C> <C>
Balance At Inception - - - - -
Net Loss from 2-May-96
To 31-Dec-96 - - - (347,692) -
Issuance of Common Stock
to 31-Dec-96 Public And Private
Offerings:
May, 1996 At
$.001 Per Share 2,750,000 2,750 - - -
August, 1996
At $.40 Per Share 2,392,500 2,393 954,607 - -
December, 1996
At $3 Per Share 1,000,000 1,000 2,999,000 - -
Stock Issued As
Commissions:
August, 1996
At $.40 Per Share 91,000 91 36,309 - -
November, 1996
At $3 Per Share 43,100 43 129,257 - -
Issuance Expenses
Of Capital Stock - - (299,768) - -
Translation Adjustment
For The Period - - - - (31,289)
Balance At ---------------------------------------------------------
31-Dec-96 6,276,600 6,277 3,819,405 (347,692) (31,289)
September 8,1997
Script Div Share
Issue 1 for 1 6,276,600
November 25 Issuance
of Common Stock
at $8 Per Share 315,000 315 2,519,685
Stock Issued As
Commissions:
November 1997
At $8.00 Per Share 22,050 22 176,378 - -
Issuance Expenses (176,400)
of Capital stock
Net Loss For The
Period To 31-Dec-97 - - - (2,422,705) -
Translation Adjustment
For The Period - - - - 23,837
Balance At ------------------------------------------------------------
31-Dec-97 12,890,250 6,614 6,339,068 (2,770,397) (7,452)
Net Loss For The
Period To 31-Mar-98 - - - (813,428) -
Translation Adjustment
For The Period - - - - 37,190
Balance At ------------------------------------------------------------
31-Mar-98 12,890,250 6,614 6,339,068 (3,583,825) (44,642)
------------------------------------------------------------
------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these financial statements
6
<PAGE>
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Mar 31, 1998
A. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements of
Jyra Research Inc ("Jyra" or the "Company") have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, the unaudited condensed consolidated financial
statements reflect all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of the financial position, results of
operations and cash flows for the interim periods presented. These unaudited
condensed consolidated financial statements should be read in conjunction with
the consolidated financial statements, and notes thereto, for the year ended
December 31, 1997 included in the Company's Form 10K. The results of operations
for the three months ended Mar 31, 1998 are not necessarily indicative of the
results that may be expected for the fiscal year ending December 31, 1998.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amount of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
B. CASH AND CASH EQUIVALENTS
For purposes of the condensed consolidated balance sheets and statements of
cash flows, the Company considers money market funds and other similar
financial instruments with an original maturity date of three months or less
to be cash equivalents.
C. EARNINGS PER SHARE
Earnings per share are computed using the weighted average number of shares of
common stock outstanding during the period.
D. STOCK OPTION PLAN
The Company has a stock option plan for key employees of the Company. The Plan
was adopted July 20, 1996. The Plan provides for the granting of incentive
stock options as defined in Section 422 of the Internal Revenue Code, as well
as non incentive stock options. All options are awarded at not less than the
market price of the Company's common stock on the date of grant. Such options
expire on the fifth anniversary of the date on which the option was granted.
On March 30, 1997, the original Stock Option Plan dated July 20, 1996 allowing
for the grant of up to a total of 300,000 common shares was amended to allow
for the grant of up to a total of 500,000 common shares. The stock option plan
has been adjusted for the 100% stock dividend and allows for the grant of up to
a total of 1,000,000 common shares.
7
<PAGE>
During the 1st quarter 1998, 30,000 shares were granted at a option price per
share of $8.50 to the following schedule:
PERCENT
EXERCISABLE
EXERCISE EVENT
One Year From Grant Date 25%
Two Years From Grant Date 25%
Three Years From Grant Date 25%
Four Years From Grant Date 25%
The number of shares for which options may be granted cannot exceed
1,000,000 shares of the Company's common stock. The Plan shall terminate on
the tenth anniversary of its original effective date, July 20, 1996, after
which no awards may be granted.
At Mar 31, 1998 there were 924,000 shares under option.
At Mar 31, 1998 there were 76,000 shares available for future grants under
the Plan.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following Management's Discussion and Analysis of Financial Condition and
Results of Operations contains forward-looking statements within the meaning of
section 27A of the Securities and Exchange Act of 1933, as amended, and Section
21E of the Securities and Exchange Act of 1934, as amended, which reflect the
Company's current judgement on those issues. Because such statements apply to
future events, they are subject to risks and uncertainties that could cause the
actual results to differ materially. Important factors which could cause
actual results to differ materially are described in the following paragraphs
and are particularly noted under BUSINESS RISKS on page 13 and in the
Company's Annual Report on Form 10K for the year ended December 31, 1997 which
is on file with the Securities and Exchange Commission.
Business.
The Company was incorporated on May 2, 1996 under the laws of Delaware. The
Company is in the business of designing, developing, and marketing computer
network management systems to (i) maximize network productivity, (ii) minimize
network downtime, and (iii) solve network problems caused by the constant
increase in network traffic, combined with the growing complexity of networks.
These problems result in escalating costs and major systems failures across
the corporate spectrum. Management believes that current network management
systems do not have the capability to effectively deal with these problems.
Initially, during 1997 the Company planned to design a range of portable
software tools and centralized systems that would combine advanced protocol
decode and expert analysis capabilities. These tools were planned to
facilitate identification, diagnosis and resolution of network problems.
The Company's planned initial products had diagnostic and service level
monitoring components and are listed below:
PRODUCT APPLICATION
1. Mid-Level Manager Service Level Monitoring
2. Diagnosis Pack Diagnostic
3. Analysis Pack Diagnostic
4. Probe Diagnostic
5. Service Level Manager Service Level Monitoring
As the Company began detailed design work for each of the products listed
above, the Company shared its plans with a number of its major potential
customers, in order to obtain their input at an early stage. The Company
learned from this input and from its own research that customer demand was
much stronger for service level monitoring products than it was for diagnostic
products. In particular, Management of the Company believed that the demand
for products that monitored network performances in support of commercial
service level agreements would be much greater than purely diagnostic devices.
Accordingly, Management emphasized development of the Mid-Level Manager and
Service Level Manager and launched an initial version of the Mid-Level Manager
during the second quarter of 1997. The Mid-Level Manager was designed to
9
<PAGE>
provide an interface between the raw statistics gathered at a probe and the
presentation layer software used to display this data. The Mid-Level Manager
supports (i) RMON data capture interface, allowing data capture from existing
RMON probes, and (ii) SNMP data capture interface allowing data capture from
existing SNMP devices. At the present time the Company is not expending any
material resources on the development of the Diagnosis Pack, Analysis Pack or
Probe.
Version 1.0 of the Mid-Level Manager was purchased, in small quantities, by,
among others, MCI, Glaxo and British Telecom.
The Service Level Manager initially focused on measuring and reporting on
response time as experienced by network users.
Throughout 1997 Management of the Company continued to work closely with major
potential customers, particularly telecommunications companies, to learn more
about their needs, with a view towards incorporating their requirements in the
Company's products. This process resulted in the Company arriving at the
concept of a Service Management Architecture ("SMA"). SMA is an architecture
in which multiple Service Level Managers and Mid-Level Managers act as a
single distributed system reporting on network response time, or network
performance, as experienced by users at different locations. The initial
version of the SMA was released in the third quarter of 1997, and Version 2.0
of the SMA was launched in September 1997.
After Version 2.0 of the SMA was launched the Company continued to communicate
with customers and potential customers to ascertain how well the product was
meeting their needs. Based upon feedback and the constantly evolving market
place and needs of customers and potential customers, Management of the
Company determined that the greatest potential for revenue growth was in
monitoring large networks.
This meant that the SMA needed to operate in a distributed manner whereby
semi-autonomous components of the software could be spread across a large
network to monitor network response times from multiple locations, reporting
back to a central console as required, and so scaling to manage up to carrier
class networks. Management made the decision to redesign the service level and
mid level manager to be components of a potentially large distributed system.
Accordingly, the Company has been redesigning Version 2.0 of the SMA to meet
the requirements of distributed and scalable operations. The first significant
distributed components of SMA are planned to be available for customer release
at end of May 1998.
RESULTS OF OPERATIONS
Revenues for the first quarter ended Mar 31, 1998 were $31,025. Since the
Company did not generate any revenue during the quarter ended Mar 31, 1997,
there are no figures with which to make a comparison. During the quarter ended
March 31,1998 the Company's revenue continued to derive from the sale of
initial software to a number of international companies who either own or
operate large networks where measuring the quality of service delivered to the
desktop is mission critical in order to remain competitive. As a result the
Company's product continued to be adjusted, during the quarter ended March 31,
1998, in order to meet its larger customers requirements. The first significant
distributed components of SMA are planned to be available for customer release
10
<PAGE>
at end of May 1998. Field tests of these distributed components were conducted
with select group of initial strategic customers during April 1998. In
preparation for this release Jyra's primary focus, during the quarter ended
Mar 31, 1998, was to encourage telecommunications companies to begin pilot
testing of Jyra's product with a view to developing new customer service
offerings around Jyra's service level reporting tools. Jyra's ability to
monitor and prove actual application response times across large networks,
facilitates a basis on which telecommunications companies can bill for improved
service and also a means of justifying high value added data transport
services. Jyra continues to work closely with MCI in an effort to develop
product to incorporate within MCI's Advanced Trouble Analysis Center (ATAC)
service and as a result MCI confirmed its intention to include Jyra's initial
response monitoring agents as a key component within its forth coming ATAC
service. In addition to being selected by MCI in the quarter ended Mar 31,
1998, Jyra's reporting tools have now been installed and are being evaluated by
among others two of continental Europe's telecommunications companies and also
in several major European banking customers of a significant systems integrator
in Europe. Jyra's management believes that while interest for its service
monitoring tools comes from many sectors, including Hotel and leisure, banking,
pharmaceutical, transport amoungst others., by far the most important sectors
are the international telecommunications companies, service providers and
system integrators, which each believe that they must be able to deliver a
measured quality of service to their customer base in order to remain
competitive. Product development continued during the quarter ended Mar 31,
1998, to focus on addressing inherent scaling requirements of the
telecommunication sector. With specific guidance from MCI, the Company began
designing into its service monitoring tools an automated means of collecting
response time between multiple groups of any two Cisco routers in the Internet.
The Company was, subsequent to end of quarter, able to announce this feature
for June availability.
Research and development expenses increased 97% to $448,159 for the quarter
ended March 31, 1998 compared to $227,624 for the three months period ended
March 31, 1997. The substantial increase in spending was due to increased
staffing, as a result of resolving the technical components of its architecture
and the Company's ability to move to broaden the range of applications
available as a part of its Service Management Architecture. The Company
allocated resources in the first quarter to add new graphical interfaces to the
product. This work, when complete, will offer users a graphic means of
describing the network monitoring tasks and of easily understanding causes of
service level violations. The new graphic user interface (GUI)has been
developed to a demonstration stage and work to integrate it with the existing
product will commence shortly. In addition, the Company also recruited and
allocated resource to provide telecommunications companies with a new means of
obtaining network transit times between any two Cisco routers. This application
will be available as a product feature in June 1998 and management believes it
will significantly differentiate Jyra from other service monitoring products in
that it provides telecommunications companies with a means of monitoring their
existing infrastructures without introducing new equipment to customer
premises.
General and administrative expenses for the quarter ended March 31, 1998
decreased 23% to $134,917 compared to $174,700 for the quarter ended March 31,
1997. This decrease in general and administrative expenses was primarily due
to the separation of Sales and Marketing in the financial statements as a result
of establishing a Sales & Marketing division.
11
<PAGE>
Sales and Marketing expenses for the quarter ended March 31,1998, were $279,807.
As no separate figure was shown for quarter ended March 31,1997 there is no
comparative figure. The Company's investment in a sales force to focus on the
international telecommunication sector has allowed the Company to refine its
service management architecture and to deliver against specific customer
requirements as a result of the feedback from the sales force. The Company's
newly announced transit monitor for Cisco networks is the first example of this
interaction. Management believes that its focus on this market could provide
the significant revenues that result from global deployment of product into the
telecommunications sector.
Interest income was $38,254 in the first quarter of fiscal year 1998. The
interest was generated from funds held on deposit and fixed term of one month
or less.
Earnings(Loss) per share for the quarter ended Mar 31, 1998 was ($0.06). The
number of weighted average common shares outstanding was 12,890,250.
LIQUIDITY AND CAPITAL RESOURCES
Net cash used by operating activities was ($837,641) for the three months ended
Mar 31, 1998. The primary expenditure of this cash was to fund the operating
expenses offset against initial revenue adjusted for depreciation, offset by
Prepaid Expenses, Accounts Payable and Accounts receivable.
Net cash used in investing activities was $77,671 for the three months ended
Mar 31, 1998. These funds were principally invested in additions to property
and equipment.
The Company did not raise any funds through the issue of equity therefore
net cash provided by financing activities was nil.
As of Mar 31, 1998, the Company's principal sources of liquidity included
Cash and cash equivalents, totaling $2,291,600. The Company currently has no
outstanding bank borrowings and has no established lines of credit. The
Company believes cash expected to be generated from operations, together with
existing cash and investment balances, should be sufficient to satisfy
operating cash and capital expenditure requirements through the next twelve
months.
12
<PAGE>
BUSINESS RISKS
The Company's future operating results may be adversely affected by certain
factors and trends of its market which are beyond its control. The market for
Jyra's products is characterized by rapidly changing technology and evolving
industry standards. Jyra believes its future success will depend, in part, on
its ability to continue to develop, introduce and sell new products. The
Company is committed to continuing investments in research and development;
however, there is no assurance these efforts will result in the development of
products for the appropriate platforms or operating systems, or the timely
release or market acceptance of new products.
The Company's results may be adversely affected by the actions of existing or
future competitors including established and emerging computer, communications,
intelligent network wiring, network management and test instrument companies.
New and competitive entrants into the field of network fault and performance
management may come from such diverse entities as established network hardware
companies which have embedded systems in their network hardware and smaller
companies which market their software products as having "network management"
functionality. There can be no assurance Jyra will be able to compete
successfully in the future with existing or future competitors. New entrants,
new technology and new marketing techniques may cause customer confusion,
thereby lengthening the sales cycle process for the Company's products,
particularly the Company's system products. Increased competition may also
lead to downward pricing pressure on the Company's products.
13
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. Form 8-K
The Company did not file any reports on Form 8-K during the three
months ended Mar 31, 1998.
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
JYRA RESEARCH INC
(Registrant)
By: /s/ Paul Robinson
____________________
Paul Robinson
President & CEO
May 15, 1997
By: /s/ Roderick Adams
_____________________
Roderick Adams
Chief Financial Officer,
Director (Principal Financial
and Accounting Officer)
May 15, 1997
15
