<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15 (d) of
Securities Exchange Act of 1934
For Quarter ended March 31, 1999
Commission File Number 0-23693
--------------------------------------------------------------------------
COMPOSITE AUTOMOBILE RESEARCH, LTD.
(Exact name of registrant as specified in its charter)
Alberta, BC 93-1202663
(State of Incorporation) (I.R.S. Employer
Identification No.)
635 Front Street
El Cajon, California 92020
(Address of Principal Executive Offices)
(619) 444-7254 Fax: (619) 444-9026
(Registrant's telephone and fax number, including area code)
----------------------------------------------------------------------------
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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock at the latest practicable date.
As of March 31, 1999, the registrant had 6,813,991 shares of common
stock, no stated par value, issued and outstanding.
<PAGE> 2
COMPOSITE AUTOMOBILE RESEARCH, LTD. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
MARCH 31,
(Unaudited)
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash ................................................... $ 11,094 $ 457,890
Accounts receivable .................................... 9,799
Inventory .............................................. 306,958
Prepaid expenses and other ............................. 9,175 675
----------- -----------
TOTAL CURRENT ASSETS ................................... 337,026 458,565
----------- -----------
PROPERTY AND EQUIPMENT, net of accumulated depreciation of
$ 523,968 and $142,567, respectively ................... 1,659,031 844,784
OTHER ASSETS
Due from affiliates .................................... 56,770
Other .................................................. 30,518 30,518
----------- -----------
TOTAL OTHER ASSETS ..................................... 87,288 30,518
----------- -----------
TOTAL ASSETS ........................................... $ 2,083,345 $ 1,333,867
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable ....................................... $ 100,910 $ 81,049
Accrued liabilities .................................... 22,776 6,647
Advances from related parties .......................... 109,458 70,852
Stock subscriptions .................................... 403,100
----------- -----------
TOTAL CURRENT LIABILITIES .............................. 233,144 561,648
DEFERRED LICENSE FEES ....................................... 40,000 31,250
----------- -----------
TOTAL LIABILITIES ...................................... 273,144 592,898
----------- -----------
COMMITMENTS
STOCKHOLDERS' EQUITY
Common stock, no par value, unlimited shares authorized,
6,813,991 and 4,338,050 shares issued and
outstanding, respectively ......................... 6,028,103 3,123,704
Accumulated deficit .................................... (4,217,902) (2,580,735)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY ............................. 1,810,201 542,969
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ............. $ 2,083,345 $ 1,135,867
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements
2
<PAGE> 3
COMPOSITE AUTOMOBILE RESEARCH, LTD. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------------- ----------------------------
1999 1998 1999 1998
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenue:
Sales - products ............................... 36,047
Sales - license fees ........................... -- 96,250 31,250
---------- ---------- ---------- ----------
Total revenue .................................. -- -- 132,297 31,250
Cost of goods sold:
Production costs ............................... 29,509 105,930 29,766
Factory set up costs ........................... 15,524
---------- ---------- ---------- ----------
Total cost of goods sold ....................... 29,509 -- 121,454 29,766
---------- ---------- ---------- ----------
Gross profit (loss) ................................. (29,509) -- 10,843 1,484
Operating expenses:
Selling, general and administrative expenses ... 363,818 349,466 943,819 1,017,124
Depreciation & amortization .................... 108,501 38,963 322,399 86,637
---------- ---------- ---------- ----------
Total operating expenses ....................... 472,319 388,429 1,266,218 1,103,761
---------- ---------- ---------- ----------
Loss from operations ................................ (501,828) (388,429) (1,255,375) (1,102,277)
Other income (expenses):
Interest expense ............................... (10) (2,328) (1,747) (2,506)
Interest income ................................ 6 102 43 102
Other (expense) income ......................... (54,364) 3,200
---------- ---------- ---------- ----------
Total other (expenses) income .................. (4) (2,226) (56,068) 796
---------- ---------- ---------- ----------
Loss before income taxes ............................ (501,832) (390,655) (1,311,443) (1,101,481)
========== ========== ========== ==========
Income taxes ................................... (1,600) (800) (1,600) (800)
Net loss ............................................ (503,432) (391,455) (1,313,043) (1,102,281)
========== ========== ========== ==========
Loss per share ...................................... (0.08) (0.10) (0.22) (0.30)
========== ========== ========== ==========
Weighted average number of shares outstanding ....... 6,554,614 4,039,684 5,914,205 3,725,580
</TABLE>
See accompanying notes to consolidated financial statements
3
<PAGE> 4
COMPOSITE AUTOMOBILE RESEARCH, LTD. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS END
MARCH 31,
------------------------------
1999 1998
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss ..................................................... $(1,313,043) (1,102,281)
Adjustments to reconcile net loss to net cash used
in operating activities:
Depreciation ....................................... 322,399 86,637
Loss on sale of equipment .......................... 27,504 --
Common stock issued for services ................... 342,649 99,000
Changes in assets and liabilities:
(Increase) decrease in accounts receivable ......... (9,799) 200,000
Increase in inventory .............................. (63,862) --
Decrease in prepaid consulting ..................... 100,000
Increase in prepaid others ......................... (8,380) (2,033)
Decrease in accrued management fees ................ (70,000)
Increase in accounts payable ....................... 11,172 25,968
(Decrease) increase in accounts payable - related
party .............................................. (5,000) 30,416
Increase in deposits liability ..................... 403,100
Increase (decrease) in accrued liabilities ......... 13,129 (477)
Increase in deferred license fees .................. 8,750 31,250
----------- -----------
NET CASH USED IN OPERATING ACTIVITIES ............................. (744,481) (128,420)
----------- -----------
CASH FLOW FROM INVESTING ACTIVITIES
Increase in receivable from affiliates ....................... (56,770)
Purchase of property and equipment ........................... (43,991) (629,673)
----------- -----------
NET CASH USED IN INVESTING ACTIVITIES ............................. (100,761) (629,673)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common
stock ................................................... 691,377 1,190,703
Decrease in stock subscriptions .............................. (339,483)
Increase in advance from related party ....................... 40,606
Loans - Shareholders ......................................... 217,673
----------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES ......................... 610,173 1,190,703
----------- -----------
NET DECREASE IN CASH .............................................. (235,069) 432,610
CASH AT BEGINNING OF PERIOD ....................................... 246,163 25,280
----------- -----------
CASH AT END OF PERIOD ............................................. $ 11,094 457,890
=========== ===========
NON-CASH FINANCING ACTIVITIES
Common stock issued for equipment ................................. $ 890,000
</TABLE>
See accompanying notes to consolidated financial statements
4
<PAGE> 5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
General
In the opinion of management, the accompanying consolidated financial
statements contain all adjustments (consisting of only normal recurring
transactions) necessary to present fairly the Company's consolidated financial
position as of March 31, 1999 and 1998, the results of operations for the three
and nine month periods ended March 31, 1999 and 1998 and of cash flows for the
nine month periods ended March 31, 1999 and 1998.
While management believes that the disclosures presented are adequate to
make the information not misleading, it is suggested that these consolidated
financial statements be read in conjunction with the consolidated financial
statements and the notes included in the Company's latest annual report on Form
10-KSB.
Organization and Nature of Operations
In January 1996, Composite Automobile Research, Ltd. ("the Company") was
incorporated pursuant to the Alberta Business Corporations Act. The Company was
incorporated to facilitate an initial public offering. Subsequent to
incorporation, the Company acquired Thunder Ranch, Inc., ("Thunder") and World
Transport Authority, Inc. ("WTA"). These acquisitions have been accounted for
under the purchase method with any difference between fair market value of
assets purchased and liabilities assumed being reflected as goodwill.
Subsequently, the Thunder Ranch transactions was reversed. The Company, through
its wholly owned subsidiary, is in the business of designing and licensing
turn-key automobile manufacturing facilities to developing nations and supplying
licenses with all components necessary to manufacture vehicles.
Basis of Consolidation
The accompanying consolidated financial statements include the accounts
of Composite Automobile Research, Ltd. and its wholly owned subsidiary, World
Transport Authority, Inc.
For purposes of these consolidated financial statements, Composite
Automobile Research, Ltd. and its subsidiary will be referred to collectively as
the "Company". All material intercompany transactions and account balances have
been eliminated.
Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities, and reported amounts of
revenues and expenses. Actual results could differ from those estimates.
Cash and Equivalents
5
<PAGE> 6
For purpose of the statements of cash flows, all highly liquid
investments with a maturity of three months or less are considered to be cash
equivalents. There were no cash equivalents as of March 31, 1999 and December
31, 1998.
Inventory
The inventory is valued at the lower of cost or market. Cost is
determined under the first-in, first-out (FIFO) method.
Property and Equipment
Property and equipment are recorded at cost. Depreciation and
amortization of property and equipment is provided using the straight-line
method over the estimated useful lives of five years. The Company's policy is to
evaluate the remaining lives and recoverability in light of current conditions.
It is reasonably possible that the Company's estimate to recover the carrying
amount of property and equipment will change.
Stock Options
The Company adopted a method of accounting for stock-based compensation
as required by Statement of Financial Accounting Standards No. 123 (SFAS No.
123) which allows for two methods of valuing stock-based compensation. The first
method allows for the continuing application of Accounting Principles Board
Opinion No. 25 (APB No. 25) in measuring stock-based compensation, while
complying with the disclosure requirements to value stock compensation and
record as such within the financial statements. The Company will continue to
apply APB No. 25, while complying with SFAS No. 123 disclosure requirements.
Revenue Recognition
The Company offers two types of licenses to manufacture vehicles, a
Manufacturing and Distribution License and a Master License. The Manufacturing
and Distribution License requires the Company to supply manufacturing
facilities, including all components necessary to manufacture vehicles. Revenue
from this type of license is recognized when the Company has performed or
satisfied substantially all material services and conditions relating to the
agreement, which generally occurs when manufacturing facilities begin
operations.
The Master License provides the licensee with the right to sell
Manufacturing and Distribution Licenses. Under this agreement, the licensee pays
all costs associated with any license sold in addition to payment for the Master
License. Revenue from this type of license is recognized when the licensee sells
its first Manufacturing and Distribution License.
Net Loss Per Share
Net loss per share is provided in accordance with Statement of Financial
Accounting Standards No. 128 (SFAS No. 128) "Earnings Per Share". Basic loss per
share is computed by dividing losses available to common stockholders by the
weighted average number of common shares outstanding during the period. Diluted
loss per share reflects per share amounts that would have resulted if dilutive
common stock equivalents had been converted to common stock. As of
6
<PAGE> 7
March 31, 1999 and 1998, the Company had stock options outstanding, each
convertible into one share of common stock. The stock options were not included
in the computation of diluted earnings per share for any periods presented due
to their anti-dilutive effects based on net loss reported each period.
Accordingly, basic and fully diluted loss per share is the same for all periods
presented.
Income Taxes
Income taxes are provided for using the liability method of accounting
in accordance with Statement of Financial Accounting Standards No. 109 (SFAS
109), "Accounting for Income Taxes." A deferred tax asset or liability is
recorded for net operating loss carryforwards and all temporary differences
between financial and tax reporting. Deferred tax expense (benefit) results from
the net change during the year of deferred tax assets and liabilities. The
components of the deferred tax asset and liability are individually classified
as current and non-current based on their characteristics.
Deferred tax assets are reduced by a valuation allowance when, in the
opinion of management, it is more likely than not that some portion or all of
the deferred tax assets will not be realized. Deferred tax assets and
liabilities are adjusted for the effects of changes in tax laws and rates on the
date of enactment.
NOTE 2. INVENTORY:
Inventory as of March 31, 1999 and 1998 is comprised of the following:
<TABLE>
<CAPTION>
1999 1998
-------- ----
<S> <C> <C>
Stocked inventory $ -- $ --
Work in process 306,958 --
Finished goods -- --
-------- ----
$306,958 $ --
======== ====
</TABLE>
NOTE 3. PROPERTY AND EQUIPMENT:
Property and equipment as of March 31, 1999 and 1998 is summarized as
follows:
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
Molds $ 1,785,685 $ 161,669
Demo equipment and vehicles 234,702 231,671
Machinery and equipment 109,834 54,617
Office furniture and equipment 17,164 17,164
Leasehold improvements 10,614 8,629
----------- -----------
Total 2,157,999 473,750
Less accumulated depreciation and
amortization (307,215) (78,149)
----------- -----------
Property and equipment, net $ 1,850,784 $ 395,601
=========== ===========
</TABLE>
7
<PAGE> 8
NOTE 4. RELATED PARTY TRANSACTIONS:
Note Receivable and Prepaid Consulting
On September 27, 1996, the Company sold certain assets and liabilities
to a former stockholder in exchange for a $200,000 note receivable and $100,000
of consulting services. As a result of a court judgement, the Company has
determined it would not receive payment on the $200,000 note receivable or
$100,000 of consulting services. Accordingly, the Company adjusted the balances
to bad debts during the year ended June 30, 1998.
Accrued Management Fees
Accrued management fees, related party, represents a payable to the
Company's treasurer for management services. The accrual is non-interest
bearing, unsecured, and due on demand. On November 24, 1998, the Company's
treasurer resigned his position as a Director, Treasurer, and Secretary of the
Company and agreed to forgive all management fees. The management fees were
accrued in fiscal year-ended 1997 which was reversed in November 1998.
Advances
Advances from related parties at March 31, 1999 and 1998 consist of
amounts loaned to the Company by stockholders. Advances are non-interest
bearing, unsecured, and due on demand. On February 3, 1999, the Company issued
258,621 shares to a stockholder to reduce $155,172.50 loan amount.
NOTE 5. DEFERRED LICENSE FEES:
Deferred license fees as of March 31, 1998 consists of deposits received
from a Manufacturing and Distribution License agreement with an unrelated party
in Mexico and Global Industries Incorporated in Nevada.
NOTE 6. COMMITMENTS:
The Company leases its office facilities and office equipment under
operating leases that expires in July 2002. The office facilities operating
lease provides that the Company pay, in addition to the base rent, 83% of common
area operating expenses as determined by a prorated share of total square
footage of the building. The agreement generally requires the payment of
utilities, real estate taxes, insurance and repairs. Rent expense amounted to
$30,8050 and $27,500 for the three months ended March 31, 1999 and 1998,
respectively. Future minimum lease payments due under these operating leases are
as follows:
<TABLE>
<CAPTION>
Year ending March 31,
<S> <C>
2000 $ 107,856
2001
107,856
2002
107,856
---------
Total $ 323,568
=========
</TABLE>
8
<PAGE> 9
NOTE 7. COMMON STOCK TRANSACTIONS:
Stock for Services
For the nine months ended March 31, 1999, the Company issued 485,867
shares of common stock at $.50 per share to various employees as bonuses.
<TABLE>
<CAPTION>
NAME DATE ISSUED SHARE ISSUED VALUE AT
- ---- -------------- ----------------- -----------------
<S> <C> <C> <C>
Mark Isaacs 7/31/98 6,000 $0.50
George Isaacs 7/31/98 5,000 0.50
Cathy Shackleton 7/31/98 7,410 0.50
David Green 7/31/98 9,600 0.50
Bruce C. Mitchell 9/15/98 25,000 0.50
David Green 9/15/98 2,500 0.50
Douglas Norman 9/15/98 225,000 0.50
Mark Stehrenberger 9/15/98 4,167 0.50
William Mathews 9/15/98 50,000 0.50
Kerry Sawchuk 9/15/98 40,000 0.50
Dean Amaru 10/6/98 30,000 0.50
Thomas Bowers 10/6/98 10,000 0.50
Thomas Bowers 10/6/98 25,000 0.50
Sharon Lang 10/6/98 10,000 0.50
Laurie Hannan 11/12/98 11,600 0.50
Valarie Reeder Family Trust 11/12/98 1,500 0.50
David Fiddler 12/17/98 500 0.50
Erick Cano 12/17/98 500 0.50
James Belcher 12/17/98 1,000 0.50
Joe Hugo Garza 12/17/98 1,000 0.50
Lloyd K. Kraft 12/17/98 1,000 0.50
Mark Garza 12/17/98 1,000 0.50
Mark Kochenower 12/17/98 1,000 0.50
Robert J. Rank, II 12/17/98 1,000 0.50
Rodger Ward 12/17/98 2,000 0.50
Sharon Lang 12/17/98 2,000 0.50
Thomas Bowers 12/17/98 3,000 0.50
Victor Garza 12/17/98 1,000 0.50
William John Mathews 12/17/98 1,500 0.50
William Matthews 12/17/98 3,000 0.50
Jack Norman 12/28/98 1,000 0.50
---------------
483,277
===============
</TABLE>
9
<PAGE> 10
Additionally, the Company issued 335,000 shares of common stock at an average of
$2.50 per share for certain fixed assets. On February 3, 1999, the Company
issued 100,000 shares of common stock at $.54 per share to Grana Baja Sa De Cv
Mexico for past services rendered. On March 15, 1999, the Company issued 25,000
share of common stock at $1.00 per share to National Capital Merchant Group LT
for services rendered.
<TABLE>
<CAPTION>
NAME DATE ISSUED SHARE ISSUED VALUE AT
- ---- -------------- ----------------- ------------
<S> <C> <C> <C>
International Solutions 7/31/98 15,000 2.656
Kerry Sawchuk 7/31/98 260,000 2.656
Big Rock Marketing, Inc. 11/20/98 60,000 2.656
Grana Baja Sa De Cv Mexico 2/3/99 100,000 0.540
National Capital Merchant Group LTD 3/15/99 25,000 1.000
----------------
460,000
================
</TABLE>
Stock to related party to reduce loan balance:
On October 30, 1998, the Company issued 250,000 shares at $.25 per share
to a broker of a stockholder to reduce $62,500.00 loan amount. On February 3,
1999, the Company issued 258,621 at $.60 per share to a broker of the same
stockholder to reduce an additional $155,172.50 loan amount.
<TABLE>
<CAPTION>
NAME DATE ISSUED SHARE ISSUED VALUE AT
- ---- -------------- ----------------- -----------------
<S> <C> <C> <C>
Brick Holdings 10/30/98 250,000 $0.25
Maritime International LTD 2/3/99 258,621 0.60
----------------
508,621
================
</TABLE>
10
<PAGE> 11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Results of Operations:
The Company sustained a net loss of $503,432 for the period ended March
31, 1999 and a net loss of $ 391,455 for the period ended March 31, 1998. Loses
were primarily attributable to expenditures for research and development of the
WorldStar(R) vehicle and marketing the Company and its products.
Liquidity and Capital Resources:
As of March 31, 1999 the Company had $11,094 cash on hand and in the
bank. The primary costs and operating expenses for the period ended March
31,1999 were: Production costs $ 42,885.00, salaries & wages $115,700.00, sales
& marketing and Professional fees $103,860.00, and other operating expenses
$240,990.00
As of March 31, 1998, the Company had $457,890 cash on hand and in the
bank. The primary costs and operating expenses for the period ended March 31,
1998 were: Salaries & wages $ 7,000.00, and other operating expenses $123,000.00
Currently, the Company maintains a sufficient positive cash balance for
production and working capital. The substantial losses through March 31, 1999
were due to product development and marketing expenses.
Loan from shareholder, subsequent Licensee payments and additional sales
of the Company's equity securities have allowed the Company to complete
production and increase marketing efforts.
Year 2000 Issues
Background. Some computers, software, and other equipment include
programming code in which calendar year data is abbreviated to only two digits.
As a result of this design decision, some of these systems could fail to operate
or fail to produce correct results if "00" is interpreted to mean 1900, rather
than 2000. These problems are widely expected to increase in frequency and
severity as the year 2000 approaches and are commonly referred to as the
"Millennium Bug" or "Year 2000 Problem."
The Company has upgraded its computer system to resolve the year 2000
issues.
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
On April 1, 1999, the Company has agreed to settle the lawsuit
against B.A.T. International, Inc. On this settlement, the
Company was to issue $5,000.00 worth of Company's Common Stock
to B.A.T. International. Given the nature of the
11
<PAGE> 12
issuance of the stock, it may contain certain trading
restrictions as required by the Securities and Exchange
Commission.
B.A.T. International will return all vehicles and/or vehicle
components, body parts and associated pieces in its possession
which incorporate the World Star composite platform, either
partially or completely manufactured, to the Company's office in
El Cajon, California by June 1, 1999. B.A.T. International also
acknowledges and recognizes the rights to the World Star Vehicle
owned by World Transport Authority, Inc. and B.A.T. also agreed
to pay a royalty to The Company for all vehicles B.A.T. produces
in the future.
ITEM 2. Changes in Securities
None
ITEM 3. Defaults Upon Senior Securities
None
ITEM 4. Submission of Matters to vote of Security Holders
None
ITEM 5. Other Information
None
ITEM 6. Exhibits and Reports on 8-K
(a) Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
Exhibit ---
12
<PAGE> 13
SIGNATURE PAGE
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 hereunto duly authorized.
COMPOSITE AUTOMOBILE RESEARCH,
LTD
Date: May 17, 1999 /s/ THOMAS BOWERS
- ---------------------------- -------------------------------
Thomas Bowers
President and Chief Executive Officer
13
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 11,094
<SECURITIES> 0
<RECEIVABLES> 9,799
<ALLOWANCES> 0
<INVENTORY> 306,958
<CURRENT-ASSETS> 337,026
<PP&E> 2,182,999
<DEPRECIATION> (523,968)
<TOTAL-ASSETS> 2,083,345
<CURRENT-LIABILITIES> 233,144
<BONDS> 0
0
0
<COMMON> 6,028,103
<OTHER-SE> (4,217,902)
<TOTAL-LIABILITY-AND-EQUITY> 2,083,345
<SALES> 132,297
<TOTAL-REVENUES> 132,297
<CGS> 121,454
<TOTAL-COSTS> 1,265,375
<OTHER-EXPENSES> 54,364
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,704
<INCOME-PRETAX> (1,311,443)
<INCOME-TAX> (1,600)
<INCOME-CONTINUING> ,000,000
<DISCONTINUED> ,000,000
<EXTRAORDINARY> ,000,000
<CHANGES> ,000,000
<NET-INCOME> (1,313,043)
<EPS-PRIMARY> (0.22)
<EPS-DILUTED> 0.00
</TABLE>
