================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file Number 000-22731
MINERA ANDES INC.
(Exact name of small business issuer as specified in its charter)
ALBERTA, CANADA
(State or other jurisdiction of incorporation or organization)
NONE
(I.R.S. Employer Identification No.)
3303 N. SULLIVAN ROAD, SPOKANE, WA 99216
(Address of principal executive offices)
(509) 921-7322
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 [ ]
Shares outstanding as of October 31, 1998: 20,390,030 shares of common stock,
with no par value
Transitional Small Business Disclosure Format (Check One): Yes [ ] No [X]
================================================================================
<PAGE>
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Item 1 Consolidated Financial Statements............................3
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations...............10
PART II - OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K............................12
SIGNATURES....................................................................13
2
<PAGE>
<TABLE>
<CAPTION>
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED BALANCE SHEETS
(U.S. Dollars-Unaudited)
September 30, December 31,
1998 1997
------------- -------------
ASSETS
<S> <C> <C>
Current:
Cash and cash equivalents $ 2,775,703 $ 4,003,519
Receivables and prepaid expenses 88,985 212,533
------------- -------------
Total current assets 2,864,688 4,216,052
Mineral properties and deferred exploration costs 4,095,912 3,226,856
Capital assets, net 170,846 220,981
------------- -------------
Total assets $ 7,131,446 $ 7,663,889
============= =============
LIABILITIES
Current:
Accounts payable and accruals $ 56,914 $ 79,168
Due to related parties 34,030 118,273
------------- -------------
Total current liabilities 90,944 197,441
------------- -------------
SHAREHOLDERS' EQUITY
Share capital 16,414,666 15,132,262
Accumulated deficit (9,374,164) (7,665,814)
------------- -------------
Total shareholders' equity 7,040,502 7,466,448
------------- -------------
Total liabilities and shareholders' equity $ 7,131,446 $ 7,663,889
============= =============
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
(U.S. Dollars-Unaudited)
Period from
July 1, 1994
Three Months Three Months Nine Months Nine Months (commencement)
Ended Ended Ended Ended through
September 30, September 30, September 30, September 30, September 30,
1998 1997 1998 1997 1998
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Administration fees $ 7,886 $ 9,111 $ 24,492 $ 25,531 $ 144,527
Audit & accounting 13,086 13,541 58,430 42,423 155,740
Consulting fees 44,604 33,439 133,879 121,843 574,239
Depreciation 1,699 1,013 4,482 1,648 7,626
Equipment rental 1,517 2,427 4,552 2,427 11,424
Foreign exchange (gain) loss 106,870 37,300 216,225 127,338 408,736
Insurance 17,937 639 53,812 639 72,388
Legal 24,730 16,553 83,956 114,224 327,372
Maintenance 47 0 101 0 266
Materials & supplies 0 5,000 1,570 5,012 44,847
Office overhead 49,192 81,543 223,636 405,923 988,968
Telephone 13,898 11,523 53,518 43,812 240,890
Transfer agent 3,036 2,466 11,457 6,206 60,612
Travel 8,710 16,406 24,083 41,026 218,482
Wages & benefits 53,458 53,519 164,178 163,603 665,984
Write-off of deferred
expenditures 0 0 756,557 0 5,241,205
------------- ------------- ------------- ------------- -------------
Total expenses 346,670 284,480 1,814,928 1,101,655 9,163,306
Interest income (35,906) (41,648) (112,961) (128,983) (373,872)
------------- ------------- ------------- ------------- -------------
Loss for the period 310,764 242,832 1,701,967 972,672 8,789,434
Accumulated deficit,
beginning of the period 9,063,181 4,088,497 7,665,814 3,275,646 0
Share issue costs 219 4,123 6,383 87,134 567,515
Deficiency on acquisition
of subsidiary 0 0 0 0 17,215
------------- ------------- ------------- ------------- -------------
Accumulated deficit,
end of the period $ 9,374,164 $ 4,335,452 $ 9,374,164 $ 4,335,452 $ 9,374,164
============= ============= ============= ============= =============
Loss per common share $ 0.01 $ 0 .01 $ 0.08 $ 0.06 $ 0.68
============= ============= ============= ============= =============
Weighted average shares
outstanding 20,390,030 19,200,012 19,944,697 17,222,432 12,971,064
============= ============= ============= ============= =============
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED STATEMENTS OF MINERAL PROPERTIES
AND DEFERRED EXPLORATION COSTS
(U.S. Dollars-Unaudited)
Period from
July 1, 1994
Three Months Three Months Nine Months Nine Months (commencement)
Ended Ended Ended Ended through
September 30, September 30, September 30, September 30, September 30,
1998 1997 1998 1997 1998
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Administration fees $ 5,209 $ 5,080 $ 16,585 $ 19,821 $ 299,304
Assays & analytical 6,472 35,169 153,491 172,970 725,393
Construction & trenching 0 0 23,576 27,987 490,269
Consulting fees 24,696 23,295 105,418 71,666 697,778
Depreciation 18,285 12,335 54,857 22,050 114,144
Drilling 120 0 177,723 54,805 515,316
Equipment rental 763 0 18,232 38,959 233,232
Geology 84,501 137,112 332,579 594,898 2,316,584
Geophysics 29,087 54,658 51,577 54,658 238,204
Insurance 12,533 12,826 37,416 28,515 155,422
Legal 32,028 38,179 80,666 76,966 460,005
Maintenance 5,022 11,701 21,804 26,763 119,359
Materials & supplies 6,760 18,349 29,813 51,647 354,760
Project overhead 9,014 11,745 24,093 31,922 233,397
Property & mineral rights 45,012 120,294 200,831 296,958 1,219,283
Telephone 2,189 1,468 9,645 4,508 43,668
Travel 30,465 46,213 177,069 143,443 700,803
Wages & benefits 34,649 32,816 110,238 91,296 544,057
------------- ------------- ------------- ------------- -------------
Costs incurred during the period 346,805 561,240 1,625,613 1,809,832 9,460,978
Deferred costs, beginning of period 3,749,107 4,689,471 3,226,856 3,440,879 0
Deferred costs acquired 0 0 0 0 576,139
Deferred costs written off 0 0 (756,557) 0 (5,241,205)
Mineral property option proceeds 0 0 0 0 (700,000)
------------- ------------- ------------- ------------- -------------
Deferred costs, end of the period $ 4,095,912 $ 5,250,711 $ 4,095,912 $ 5,250,711 $ 4,095,912
============= ============= ============= ============= =============
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
5
<PAGE>
<TABLE>
<CAPTION>
MINERA ANDES INC.
"An Exploration Stage Corporation"
CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION
(U.S. Dollars-Unaudited)
Period from
July 1, 1994
Three Months Three Months Nine Months Nine Months (commencement)
Ended Ended Ended Ended through
September 30, September 30, September 30, September 30, September 30,
1998 1997 1998 1997 1998
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Operating Activities
Loss for the period $ (310,764) $ (242,832) $ (1,701,967) $ (972,672) $ (8,789,434)
Non-cash items:
Write-off of incorporation
costs 0 0 0 0 665
Write-off of deferred
expenditures 0 0 756,557 0 5,241,205
Depreciation 1,699 1,013 4,482 1,648 7,626
------------- ------------- ------------- ------------- -------------
(309,065) (241,819) (940,928) (971,024) (3,539,938)
Net changes in non-cash
working capital items (68,278) (258,907) 17,052 (75,373) 1,962
------------- ------------- ------------- ------------- -------------
Cash (used in) operating activities (377,343) (500,726) (923,876) (1,046,397) (3,537,976)
------------- ------------- ------------- ------------- -------------
Investing Activities
Incorporation costs 0 0 0 0 (665)
Purchases of capital assets (1,589) (214,683) (9,205) (221,251) (292,617)
Mineral properties and deferred
exploration costs (346,805) (561,240) (1,625,613) (1,809,832) (9,460,978)
Acquisition of subsidiaries 0 0 0 0 (593,354)
Mineral property option proceeds 0 0 0 0 700,000
Non-cash item : depreciation 18,285 12,235 54,857 22,050 114,144
------------- ------------- ------------- ------------- -------------
Cash (used in) investing activities (330,109) (763,688) (1,579,961) (2,009,033) (9,533,470)
------------- ------------- ------------- ------------- -------------
Financing Activities
Shares issued for cash 0 78,146 1,282,404 1,767,248 15,839,127
Shares issued for subsidiaries 0 0 0 0 575,537
Share issue costs (219) (4,123) (6,383) (87,134) (567,515)
------------- ------------- ------------- ------------- -------------
Cash (used in) provided by
financing activities (219) 74,023 1,276,021 1,680,114 15,847,149
------------- ------------- ------------- ------------- -------------
Increase (decrease) in cash and
cash equivalents (707,671) (1,190,391) (1,227,816) (1,375,316) 2,775,703
Cash and cash equivalents,
beginning of the period 3,483,374 6,475,708 4,003,519 6,660,633 0
------------- ------------- ------------- ------------- -------------
Cash and cash equivalents,
end of the period $ 2,775,703 $ 5,285,317 $ 2,775,703 $ 5,285,317 $ 2,775,703
============= ============= ============= ============= =============
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
6
<PAGE>
MINERA ANDES INC.
"An Exploration Stage Corporation"
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(U.S. Dollars-Unaudited)
1. ACCOUNTING POLICIES
The accompanying consolidated financial statements of Minera Andes Inc. (the
"Corporation") for the three month and nine month periods ended September
30, 1998 and 1997 and for the period from commencement (July 1, 1994)
through September 30, 1998 have been prepared in accordance with accounting
principles generally accepted in Canada which differ in certain respects
from principles and practices generally accepted in the United States, as
described in Note 2. Also, they are unaudited but, in the opinion of
management, include all adjustments, consisting only of normal recurring
items, necessary for a fair presentation. Interim results are not
necessarily indicative of results which may be achieved in the future. The
December 31, 1997 financial information has been derived from the
Corporation's audited consolidated financial statements.
These consolidated financial statements should be read in conjunction with
the consolidated financial statements and notes thereto for the year ended
December 31, 1997. The accounting policies set forth in the audited annual
consolidated financial statements are the same as the accounting policies
utilized in the preparation of these consolidated financial statements,
except as modified for appropriate interim presentation.
2. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES
Differences between Canadian and U.S. generally accepted accounting
principles ("GAAP") as they pertain to the Corporation relate to accounting
for share issue costs, loss per share, non-cash issuance of common shares,
the acquisition of Scotia Prime Minerals, Incorporated, compensation
expense associated with the release of shares from escrow, mineral
properties and deferred exploration costs, stock-based compensation and
non-cash working capital items and are described in Note 13 to the
Corporation's consolidated financial statements for the year ended December
31, 1997.
a. The impact of the above on the interim consolidated financial
statements is as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
-------------------------------------- -------------------------------------
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1998 1997 1998 1997
---------------- ---------------- --------------- ----------------
<S> <C> <C> <C> <C>
Accumulated deficit, end of period,
per Canadian GAAP $ 9,374,164 $ 4,335,452 $ 9,374,164 $ 4,335,452
Adjustment for acquisition of Scotia 248,590 248,590 248,590 248,590
Adjustment for compensation expense 6,324,914 3,820,939 6,324,914 3,820,939
Adjustment for share issue costs (567,515) (566,825) (567,515) (566,825)
---------------- ---------------- --------------- ----------------
Accumulated deficit, end of period
per U.S. GAAP $ 15,380,153 $ 7,838,156 $ 15,380,153 $ 7,838,156
================ ================ =============== ================
</TABLE>
7
<PAGE>
MINERA ANDES INC.
"An Exploration Stage Corporation"
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
(U.S. Dollars-Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
-------------------------------------- -------------------------------------
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1998 1997 1998 1997
---------------- ---------------- --------------- ----------------
<S> <C> <C> <C> <C>
Share capital, per Canadian GAAP $ 16,414,666 $ 15,132,262 $ 16,414,666 $ 15,132,262
Adjustment for acquisition of Scotia 248,590 248,590 248,590 248,590
Adjustment for compensation expense 6,324,914 3,820,939 6,324,914 3,820,939
Adjustment for share issue costs (567,515) (566,825) (567,515) (566,825)
---------------- ---------------- --------------- ----------------
Share capital, per U.S. GAAP $ 22,420,655 $ 18,634,966 $ 22,420,655 $ 18,634,966
================ ================ =============== ================
</TABLE>
Period from
July 1, 1994
(commencement)
through
Sept. 30, 1998
---------------
Net loss for the period, per Canadian GAAP $ 8,789,434
Adjustment for acquisition of Scotia 248,590
Adjustment for compensation expense 6,324,914
---------------
Loss for the period, per U.S. GAAP $ 15,362,938
===============
Loss per common share, per U.S. GAAP $ 1.18
===============
There were no U.S. GAAP adjustments relating to the net loss reported for
the three month and nine month periods ended September 30, 1998 and 1997.
b. The following table sets forth the components of the net changes in
non-cash working capital items as reflected in the consolidated statements
of changes in financial position under U.S. GAAP.
8
<PAGE>
MINERA ANDES INC.
"An Exploration Stage Corporation"
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont.)
(U.S. Dollars-Unaudited)
<TABLE>
<CAPTION>
Period from
Three Months Ended Nine Months Ended July 1, 1994
---------------------------------- --------------------------------- (commencement)
Sept. 30, Sept. 30, Sept. 30, Sept. 30, through
1998 1997 1998 1997 Sept. 30, 1998
----------- ----------- ----------- ----------- --------------
<S> <C> <C> <C> <C> <C>
Add (deduct) non-cash
working capital items:
Receivables and
prepaid expenses $ 49,626 $ (115,102) $ 123,549 $ 42,930 $ (88,982)
Accounts payable
and accruals (20,621) (44,421) (22,254) (73,923) 56,914
Due to related parties (97,283) (99,384) (84,243) (44,380) 34,030
----------- ----------- ----------- ----------- --------------
$ (68,278) $ (258,907) $ 17,052 $ (75,373) $ 1,962
=========== =========== =========== =========== ==============
</TABLE>
9
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Note Regarding Forward-Looking Statements
The information in this report includes "forward-looking" statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, and is subject to the safe harbor created by
those sections. Factors that could cause results to differ materially from those
projected include, but are not limited to, results of current exploration
activities, the market price of precious and base metals, the availability of
joint venture partners or sources of financing, and other risk factors detailed
in the Corporation's Securities and Exchange Commission filings.
Overview
The principal business of the Corporation is the exploration and development of
mineral properties, consisting of mineral rights and applications for mineral
rights covering approximately 530,000 acres in six provinces in the Republic of
Argentina. The lands are comprised of option-to-purchase contracts, exploration
and mining agreements and direct interests through the Corporation's filings for
exploration concessions. The Corporation carries out its business by acquiring,
exploring and evaluating mineral properties through its ongoing exploration
program. Following exploration, the Corporation either seeks to enter into joint
ventures to further develop these properties or disposes of them if the
properties do not meet the Corporation's requirements. The Corporation's
properties are all early stage exploration properties and no proven or probable
reserves have been identified.
Plan of Operations
The Corporation has budgeted and plans to spend approximately $1.2 million over
the next 12 months for mineral properties and on exploration activities on its
properties in Argentina. The Corporation believes that its existing funds and
projected sources of funds will be sufficient to finance this planned
exploration and the related ongoing activities for this future period. If the
Corporation were to develop a property or group of properties beyond the stage
of exploration, substantial additional financing would be necessary. Such
financing would likely be in the form of equity, debt or a combination of equity
and debt. The Corporation has no current plans to seek such financing and there
is no assurance that such financing, if necessary, would be available to the
Corporation on favorable terms, if at all.
Results of Operations
Third quarter 1998 compared with third quarter 1997
The Corporation had a net loss of $0.31 million for the third quarter of 1998,
compared with a net loss of $0.24 million for the third quarter of 1997. The
main reason for the increase in the net loss was the exchange loss arising from
the continuing fall in the values of the Canadian dollar compared to the U.S.
dollar. Excluding the exchange loss, the Corporation had been successful in
holding operating costs at the same total level for the same period in 1997. The
fall in the Canadian dollar resulted in an exchange loss for the Corporation of
$0.11 million for the quarter, compared to a loss of $0.04 million in the same
period last year. The Corporation still maintains the major portion of its
working capital and cash reserves in accounts denominated in Canadian dollars,
although that exposure was reduced during the third quarter. At September 30,
1998, the Corporation held Cdn$2.6 million in Canadian dollar denominated
accounts, compared with Cdn$4.9 million at June 30, 1998. Total mineral property
and deferred exploration costs during the quarter were $0.35 million, compared
with $0.56 million for the third quarter of 1997. The costs in the third quarter
of 1998 reflect a reduced level of staffing in Argentina, necessitated by
continuing low metal prices and languishing equity markets for junior
exploration companies.
10
<PAGE>
Nine months ended September 30, 1998 compared with the nine months ended
September 30, 1997 The Corporation had a net loss of $1.7 million for the nine
months ended September 30, 1998, compared with a net loss of $0.97 million for
the comparable period in 1997. The write-off in the second quarter on the
abandonment of the Santa Clara property of $0.76 million was the major
contributor to this increase. Other material changes from the first nine months
of 1997 to the same period in 1998, included increased foreign exchange losses
and insurance costs in the 1998 period, offset by reduced general and
administrative expenses and office overhead from the first nine months in 1997
(when the Corporation had stepped up its financing and investor relations
activities). Total mineral property and deferred exploration costs for the nine
months in 1998 were $1.62 million compared with $1.81 million in the same period
in 1997. Some of the reduction resulted from the cut-backs in Argentina, but the
concentration on the Corporation's El Pluma/Cerro Saavedra property was a factor
also. Since the preliminary exploration success on El Pluma/Cerro Saavedra
earlier in 1998, the Corporation has narrowed its focus on this property but has
also expanded its property position in the region. In comparison, 1997 costs had
been spread over a number of properties, some of which the Corporation
subsequently abandoned. Deferred expenditures related to mineral properties and
exploration decreased to $4.1 million at September 30, 1998 from $5.3 million a
year earlier as a result of the abandonment of properties and write-off of
deferred expenditures.
Liquidity and Capital Resources
Due to the nature of the mining industry, the acquisition, exploration and
development of mineral properties requires significant expenditures prior to the
commencement of production. To date, the Corporation has financed its activities
through the sale of equity securities and by entering into joint venture
arrangements. The Corporation expects to use similar financing techniques in the
future. There is no assurance, however, that such financing will be available on
favorable terms.
At September 30, 1998, the Corporation had cash and cash equivalents of $2.8
million, compared to cash and cash equivalents of $5.3 million as of September
30, 1997. During the year, the Corporation continued to spend its cash for the
acquisition and exploration of its properties in Argentina, but because of its
preliminary exploration success, it has continued to attract additional equity
capital through the exercise of outstanding warrants. Financing activities
resulted in the receipt of $1.3 million in cash from the exercise of warrants in
the first nine months of 1998, compared to $1.8 million received in the nine
months ended September 30, 1997, when the Corporation received proceeds from its
1996 special warrant private placement, and from the exercise of warrants issued
in earlier financings. The Corporation's operating activities used $0.92 million
in the first nine months of 1998 compared with $1.05 million in the nine months
ended September 30, 1997. The Corporation's investing activities totaled $1.58
million in the nine months ended September 30, 1998, compared with $2.01 million
during the same period in 1997. Both the investing and operating activities
reflect the cost reductions the Corporation has made because of low precious
metal prices and depressed mining equity markets. Working capital at September
30, 1998 was $2.8 million. The Corporation believes its working capital position
is sufficient to allow the Corporation to fund currently planned operations for
the next 18 months.
11
<PAGE>
PART II - OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
Exhibit Number Description
-------------- -----------
27 Financial Data Schedule
b. Reports on Form 8-K: None
12
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
MINERA ANDES INC.
Date: November 10, 1998 By: ALLEN V. AMBROSE
----------------------- -------------------------------------
Allen V. Ambrose
President
Date: November 10, 1998 By: ALLAN J. MARTER
----------------------- -------------------------------------
Allan J. Marter
Chief Financial Officer
(Principal Financial and
Accounting Officer)
13
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
- ------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
unaudited interim consolidated financial statements of Minera Andes Inc. for the
three-month period ended September 30, 1998 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 2,775,703
<SECURITIES> 0
<RECEIVABLES> 88,985
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,864,688
<PP&E> 4,388,528
<DEPRECIATION> 121,770
<TOTAL-ASSETS> 7,131,446
<CURRENT-LIABILITIES> 90,944
<BONDS> 0
0
0
<COMMON> 16,414,666
<OTHER-SE> (9,374,164)
<TOTAL-LIABILITY-AND-EQUITY> 7,131,446
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,701,967
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,701,967)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,701,967)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,701,967)
<EPS-PRIMARY> (0.08)
<EPS-DILUTED> 0
</TABLE>