U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 March 31, 1998
( ) Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from _______________ to ________________
Commission File Number: 0-22443
PlayStar Corporation
(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 51-0378588
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
c/o United Corporate Services, Inc., 15 East North Street,
Dover, Delaware 19901
(Address of Principal Executive Offices)
(268) 562-0073
(Issuer's Telephone Number, Including Area Code)
50 Wellington Street East, Top Floor, Toronto, Ontario, Canada
(Former Name, Former Address and Former Fiscal Year, if Changed
Since Last Report)
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 __________
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
As of April 15, 1998, the Registrant had outstanding 18,378,774 shares of
its Common Stock, par value $0.0001 per share.
Traditional Small Business Disclosure Format (check one):
Yes x No __________
<PAGE>
INDEX
PAGE
Part I. FINANCIAL INFORMATION....................... 3
Item 1. Financial Statements..................... 3
Consolidated Balance Sheets as of March 31,
1998 and June 30, 1997....................... 3
Consolidated Statement of Loss for the three
months and nine months ended March 31, 1997
and 1998 and for the period from inception
(October 3, 1996) to March 31, 1998.......... 4
Consolidated Statement of Shareholders' Equity
for the nine months ended March 31, 1998..... 5
Consolidated Statement of Cash Flows for the
nine months ended March 31, 1997 and 1998
and for the period from inception (October
3, 1996) to March 31, 1998................... 6
Notes to Consolidated Financial Statements..... 7
Item 2. Management's Discussion and Analysis or
Plan of Operation........................ 10
Part II. OTHER INFORMATION.......................... 13
Item 6. Exhibits........................ 13
-2-
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements.
CONSOLIDATED BALANCE SHEET
AS AT MARCH 31, 1998
(U.S.$)
ASSETS
Mar 31,1998 June 30,1997
(Unaudited) (Audited)
CURRENT
Cash and cash equivalents $184,075 $109,138
Share subscriptions receivable 2,850 -
Accounts receivable - 166
Prepaid expenses and sundry assets 197,941 1,694
----------- -----------
$384,866 $110,998
LIABILITIES
CURRENT
Accounts payable and accrued liabilities $38,826 $56,045
SHAREHOLDERS' EQUITY
CAPITAL STOCK
Authorized
30,000,000 common shares at stated value
$.0001 per share
Issued and outstanding
18,378,774 common shares 1,834 1,581
ADDITIONAL PAID-IN CAPITAL 1,743,377 836,604
DEFICIT, accumulated during the
development stage (1,399,171) (783,232)
TOTAL SHAREHOLDERS' EQUITY 346,040 54,953
-------- -------
$384,866 $110,998
The accompanying notes to financial statements are an integral part of these
statements.
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<PAGE>
CONSOLIDATED STATEMENT OF LOSS
(U.S.$)
THREE MONTHS ENDING NINE MONTHS ENDING CUMULATIVE
(Note 6)
Mar 31,1998 Mar 31,1997 Mar 31,1998 Mar 31,1997 Mar 31,1998
REVENUE (Unaudited)(Unaudited) (Unaudited) (Unaudited) (Unaudited)
Interest income $ 1,104 $2,280 $1,628 $2,280 $ 4,650
------ ------ ------ ------ ---------
EXPENSES
Professional fees 181,224 4,000 206,890 5,041 221,305
Development costs 11,915 28,125 397,959 737,327 1,152,486
General and
administrative 4,681 3,028 8,218 5,185 22,074
Promotion - - 4,500 - 4,500
Incorporation costs - - - - 3,456
Amortization - 66 - 66 -
------- ------ ------ ------ -------
197,820 35,219 617,567 747,619 1,403,821
------- ------ ------- ------- ---------
NET LOSS $(196,716) $(32,939) $(615,939) $(745,339) $(1,399,171)
--------- --------- --------- --------- ------------
LOSS PER SHARE $ (.01) $ (.01) $ (.04) $ (.05) $ (.09)
--------- --------- --------- ---------- -----------
WEIGHTED AVERAGE
NUMBER OF SHARES 18,165,947 15,812,500 16,726,815 14,641,061 15,887,564
The accompanying notes to financial statements are an integral part of these
statements.
-4-
<PAGE>
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
FOR THE NINE MONTH PERIOD ENDING MARCH 31, 1998
(U.S.$)
Deficit
accumulated
Common Additional during Total
stock paid-in development shareholders'
shares Amount capital stage deficit
------ ------ --------- ----------- ------------
Beginning balance,
July 1, 1997 15,812,500 $1,581 $836,604 $(783,232) $54,953
Issuance of stock
for $500,000 U.S.
in November 1997 in
connection with a
private placement
offering; (@ $0.40/
share, net of issue
costs of $50,000) 1,250,000 125 449,875 - 450,000
Issuance of stock for
$362,139 U.S. in
December 1997, in
connection with a
private placement
offering; (@ $0.50/
share, net of issue
costs of $24,749) 724,274 72 337,318 - 337,390
Issuance of stock for
$142,500 U.S. in
January 1998, in
connection with a
private placement
offering; (@ $0.50/
share, net of issue
costs of $25,714) 285,000 29 116,757 - 116,786
Issuance of 250,000
shares in January 1998,
as a fee in connection
with the November 1997
private placement
offering; (Fair Market
Value $0.85/share,
$212,500 U.S.) 250,000 25 (25) - -
Issuance of stock for
$1,350 U.S. in January
1998, in connection
with exercise of stock
options; (@ $0.05/share) 27,000 1 1,349 - 1,350
Issuance of stock for
$1,500 U.S. in February
1998, in connection
with exercise of stock
options; (@ $0.05/share) 30,000 1 1,499 - 1,500
NET LOSS, March 31, 1998 - - - (615,939) (615,939)
------- -- ----- ---------- --------
18,378,774 $1,834 $1,743,377 $(1,399,171) $346,040
---------- ------ ---------- ------------ --------
The accompanying notes to financial statements are an integral part of these
statements.
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<PAGE>
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTH PERIOD ENDING MARCH 31, 1998
(U.S.$)
Cumulative
Mar 31,1998 Mar 31,1997 Mar 31,1998
----------- ----------- -----------
(Unaudited) (Unaudited) (Unaudited)
(Note 6)
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (615,938) $(745,339) $(1,399,171)
Adjustments to reconcile net loss
to net cash provided by operating
activities:
Development costs paid through
issuance of stock - 175,000 175,000
Changes in operating assets
and liabilities
- share subscriptions receivable (2,850) - -
- accounts receivable 166 - -
- prepaid expenses and sundry
assets (196,248) (2,604) (197,941)
- other assets - (3,390) -
- accounts payable (17,219) 34,277 38,826
------- ------- --------
Net cash used in operating
activities (832,089) (542,056) (1,383,286)
--------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common
shares (net of issue costs) 907,026 663,185 1,567,361
------- ------- ---------
Net cash provided from financing
activities 907,026 663,185 1,567,361
------- ------- ---------
NET INCREASE IN CASH AND CASH
EQUIVALENTS 74,937 121,129 184,075
CASH AND CASH EQUIVALENTS, beginning
of period 109,138 - -
------- ------- --------
CASH AND CASH EQUIVALENTS, end of
period $ 184,075 $121,129 $ 184,075
--------- -------- --------
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES:
The Company paid for development costs in the amount of $175,000 through the
issuance of common shares.
The Company paid for issue costs in the amount of $212,500 through the issuance
of common shares.
For the purposes of presentation in the statement of cash flows, cash and
marketable securities with original maturities of less than three months, have
been classified as cash and cash equivalents.
The carrying value of these items approximates fair value.
The accompanying notes to financial statements are an integral part of these
statements.
-6-
<PAGE>
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTH PERIOD ENDING MARCH 31, 1998
(Unaudited)
(U.S.$)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements have been prepared in accordance with generally
accepted accounting principles in the United States.
a) BASIS OF PRESENTATION
The unaudited consolidated balance sheet as of March 31, 1998, audited
balance sheet as of June 30, 1997 and unaudited consolidated statements
of loss, accumulated deficit and cash flows for the three and nine
months then ended, together with cumulative unaudited financial
information since inception, October 3, 1996, have been prepared in
accordance with generally accepted accounting principles and include all
adjustments, which in the opinion of management, are necessary to
present fairly the results of operations for the periods then ended. All
such adjustments are of a normal recurring nature. These financial
statements should be read in conjunction with the audited financial
statements for the period from inception, October 3, 1996 to June 30,
1997, and the notes thereto included in the Company's Form 10-SB filed
with the Securities and Exchange Commission.
b) NATURE OF OPERATIONS AND PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of PlayStar
Corporation ("the Company") and its wholly owned subsidiaries, PlayStar
Limited and Antiqua Casino and Sports Book Limited. All intercompany
accounts and transactions have been eliminated on consolidation.
The Company has been in the development stage since its incorporation on
October 3, 1996.
The Company, through its subsidiaries, designs, develops and intends to
operate, promote and commercialize an on-line gaming service operating
interactive, software-based games of chance, accessible world-wide
through the Internet.
c) DEVELOPMENT COSTS
Development costs associated with the design, development, operation,
promotion and commercial-ization are charged to expense in the period
incurred.
d) USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS
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
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.
e) EARNINGS PER SHARE
The Company adopted SFAS No. 128 "Earnings per Share". This statement
requires that the Company report basic and diluted earnings (loss) per
share for all periods reported. Basic net income (loss) per share is
calculated by dividing net income (loss) by the weighted average number
of common shares outstanding for the period. Diluted net income (loss)
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<PAGE>
per share is computed by dividing net income (loss) by the weighted
average number of common shares outstanding for the period, adjusted for
the dilutive effect of common stock equivalents, consisting of dilutive
common stock options using the treasury stock method.
For all periods presented, common stock options are not included in the
computation as they would be anti-dilutive.
f) CASH EQUIVALENTS
The Company considers highly liquid investments with original maturities
of three months or less to be cash equivalents.
2. BUSINESS ACQUISITIONS
PLAYSTAR LIMITED
On October 9, 1996, the Corporation acquired 100% of the issued and
outstanding common shares of PlayStar Limited, in exchange for 12,000,000
common shares of the Company.
On January 28, 1998, Antigua Casino and Sports Book Limited, an Antiguan
company, was incorporated as a wholly owned subsidiary of Playstar Limited.
The business combination has been accounted for as an "as if pooling of
interests", since both, the Company and PlayStar Limited, are entities under
common control. Accordingly, the assets and liabilities of the combining
companies are recorded at their historical cost and results of operations
include all entities from inception.
3. STOCK OPTION PLANS
On October 9, 1996, the Company adopted a stock option plan authorizing the
granting of options to purchase an additional 10,000,000 common shares.
During the period, an additional 550,000 options exercisable at $0.50-$0.75
per share, expiring between December 4, 2002 and March 30, 2003, have been
granted. In addition, 670,000 options, at $0.05 per share, were cancelled
bringing the total options outstanding as of March 31, 1998 to 3,923,000.
All of the outstanding options have been granted to company officers,
directors, employees and/or entities affiliated. 57,000 options have been
exercised during the period.
The Company adopted SFAS No. 123, "Accounting for Stock-Based
Compensation". The pronouncement requires entities to recognize as
compensation expense over the vesting period the fair value of
stock-based awards on the date of grant. Alternatively, SFAS No. 123
allows entities to continue to apply the provisions of APB No. 25 and
provide pro forma net income and pro forma income (loss) per share
disclosures for employee stock option grants made from 1995 forward as
if the fair-value-based method, defined in SFAS No. 123, had been
applied.
The Company has elected to adopt the disclosure-only provision of SFAS No.
123, and as described above, will continue to apply APB No. 25 to
account for stock options. Had compensation expense been determined as
provided in SFAS No. 123, the pro forma effect would have been:
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<PAGE>
Nine months Cumulative
----------- ----------
Net loss - as reported $(615,938) $(1,399,171)
Net loss - pro forma (631,938) (1,530,171)
Loss per share - as reported (0.04) (0.09)
Loss per share - pro forma (0.04) (0.10)
The fair value of each option granted subsequent to 1996 is estimated on the
date of the grant using the Black-Scholes option pricing model with the
following assumptions used for the grants in 1997 and 1998: dividend yield
of 0%, expected volatility of 142%; risk free interest rate of 6% and
expected lives of 5 years.
The table below summarizes the activity in the plan.
Weighted-average
Shares exercise price
--------- ----------------
Outstanding at beginning of period 4,100,000 $0.05
Granted 550,000 $0.69
Exercised 57,000 $0.05
Cancelled (670,000) $0.05
Outstanding at the end of period 3,923,000 $0.14
Options exercisable at the end of
period 3,923,000 $0.14
Weighted-average fair value of options
granted during the period - $0.65
Weighted-average remaining contractual
rights (months) - 59
4. SUBSEQUENT EVENTS
In April 1998, the company granted an additional 15,000 options exercisable
at $0.50 per share, expiring on April 9, 2003.
In May 1998, through a private placement offering, the company issued a
further 420,500 shares at $0.40 per share and 437,000 shares at $0.50 per
share, for gross proceeds of $386,700.
Also in May 1998, 400,000 options outstanding as of March 31, 1998 were
exercised at $0.05 per share.
5. INCOME TAXES
Deferred tax liabilities and assets are determined based on the difference
between financial statement and tax bases of assets and liabilities using
enacted tax rates in effect for the year in which differences are expected
to reverse.
The Company has net operating loss carry-forwards of approximately
$1,400,000, which expire through the year 2012. The future tax benefit has
been fully reserved by the use of valuation allowances.
6. COMPARABLE FIGURES
Information reported as of March 31, 1997 represents the period from
inception, October 3, 1996 to March 31, 1997.
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<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation.
The information contained in this Item 2, Management's Discussion and
Analysis or Plan of Operation, contains "forward looking statements" within the
meaning of Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). Actual results may materially differ from those
projected in the forward looking statements as a result of certain risks and
uncertainties set forth in this report. Although management believes that the
assumptions made and expectations reflected in the forward looking statements
are reasonable, there is no assurance that the underlying assumptions will, in
fact, prove to be correct or that actual future results will not be different
from the expectations expressed in this report.
PlayStar Corporation.
PlayStar Corporation (the "Company") is a holding company which, through
its subsidiaries, PlayStar Limited and Antigua Casino & Sportsbook Limited
("Antigua Casino" and together with PlayStar Limited, the "Subsidiaries"),
intends to operate, promote and commercialize an on-line gaming service which
will offer interactive, software-based games of chance. Antigua Casino will
conduct the Company's Internet gaming business, and PlayStar Limited will
license gaming technology to Antigua Casino's Internet gaming business.
In November 1997, the Company's Board of Directors approved a plan of
reorganization (the "Reorganization") whereby the Company would become an
Antigua, West Indies corporation. Subject to the approval of the Company's
stockholders, the Company expects to consummate the Reorganization in July 1998.
The Company has not yet commenced operation of its Internet gaming service, but
expects to do so immediately following the consummation of the Reorganization.
For the period from inception on October 3, 1996 until March 31, 1998, the
Company's cumulative earned interest income was $4,650 and its accumulated
deficit was $1,399,171.
The Company was incorporated in the State of Delaware on October 3, 1996.
During the succeeding months, the Company raised an aggregate of $1,000,000 in
capital through three private placements completed pursuant to Rule 504
promulgated under the Securities Act. In January 1998, the Company raised an
additional $1,004,637 through two additional private placements completed
pursuant to Section 4(2) of the Securities Act and Regulations D and S
promulgated thereunder. These financings have been sufficient to satisfy the
Company's cash requirements through the date hereof. From these proceeds, the
Subsidiaries paid approximately $860,000 for products provided by Dreamplay
Research Corp. ("Dreamplay") and approximately $550,000 for legal, accounting,
public relations and administrative services through June 3, 1998. PlayStar
estimates, however, that the total amount of capital required to proceed with
current operations and to bring the Subsidiaries' products and services to
market will be approximately $2,300,000, including approximately $300,000 for
research and development, approximately $1,500,000 for advertising, marketing
and promotional efforts, and approximately $500,000 for working capital.
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<PAGE>
Subsequent Events
In May 1998, the Company raised an additional $386,700 through a private
placement offering completed pursuant to Regulation S promulgated under the
Securities Act. See Part II, Item 5. The Company has also received subscriptions
for the purchase of additional shares of Common Stock in the amount of
$1,056,000, and expects to receive additional subscriptions in the near future.
Accordingly, management believes that PlayStar will have sufficient funds to
commence and conduct its operations for at least the next 12 months, not
including any revenues generated from the operations of Antigua Casino.
PlayStar Limited
PlayStar Limited's initial efforts for its first twelve months centered on
the purchase of on-line gaming and financial transaction processing software.
During this period, PlayStar Limited developed its software games and system
test site. PlayStar Limited's casino management system recently entered the
final stages of development, and PlayStar Limited has begun beta testing of the
system. PlayStar Limited intends to license its gaming technology to Antigua
Casino which will then operate the electronic casino.
Antigua Casino
In December 1997, PlayStar Limited, on behalf of Antigua Casino, applied
to the government of Antigua for an electronic casino gaming license. On January
28, 1998, the Antigua government granted approval for the issuance of the
license to Antigua Casino. Although Antigua Casino has established its
operations base, it has not yet commenced operations. Management anticipates
that Antigua Casino will begin operation of its Internet casino immediately
following the consummation of the Reorganization.
The launch of the on-line casino will be a critical factor for Antigua
Casino's success. Accordingly, the Company's management plans to announce the
opening of the casino through selected world media, press conferences and an
advertising campaign. Management is currently negotiating with an established
marketing communications firm and media buying company to oversee Antigua
Casino's promotional efforts and advertising needs.
During the next twelve months, Antigua Casino intends to acquire and lease
computer and telecommunications equipment to facilitate its computer operations
center. The estimated cost of this equipment will be approximately $1,200,000.
Dreamplay has bought approximately $300,000 worth of hardware/software, which it
will provide to Antigua Casino and install into the casino as part of its
agreement with PlayStar Limited.
-11-
<PAGE>
Finally, since Antigua Casino's revenues depend on customer gaming
activities, the Company's management will endeavor to develop a loyal customer
base. Antigua Casino marketing will be directed to establish the Company and its
PlayStar-brand products as the mark of integrity, quality and innovation in both
the Internet gaming and interactive entertainment markets. Ultimately, the
Company's management foresees that such efforts will establish the "PlayStar"
name as a premier brand in on-line gaming.
Year 2000 Compliance
The Company uses a significant number of computer software programs and
operating systems in its internal operations. The Company has initiated a review
of its computer hardware and software to ensure that its computer-related
applications will not fail or create erroneous results as a result of the use of
two digits in various program date fields (the "Year 2000 issue"). The Company's
cost of addressing the Year 2000 issue is not expected to be material. While the
consequences of an incomplete or untimely resolution of the Year 2000 issue
could be expected to have a negative effect on the future financial results of
the Company, the Company expects that its Year 2000 issues will be
satisfactorily resolved well before the year 2000. Certain of the Company's
major suppliers have informed the Company that such suppliers do not anticipate
problems in business operations due to Year 2000 issues. The Company is
currently unable to determine the extent to which Year 2000 issues will affect
its other suppliers, or the extent to which it would be vulnerable to the
suppliers' failure to remediate any of their Year 2000 issues.
New Accounting Pronouncements
In March 1997, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings per
Share." This Statement establishes standards for computing and presenting
earnings per share ("EPS") and applies to all entities with publicly-held common
shares or potential common shares. This Statement replaces the presentation of
primary EPS and fully-diluted EPS with a presentation of basic EPS and diluted
EPS, respectively. Basic EPS excludes dilution and is computed by dividing
earnings available to common stockholders by the weighted-average number of
common shares outstanding for the period. Similar to fully diluted EPS, diluted
EPS reflects the potential dilution of securities that could share in the
earnings. This Statement is not expected to have a material effect on the
Company's reported EPS amounts. The Statement is effective for the Company's
financial statements for the quarter ending December 31, 1997.
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income," which is effective for fiscal years beginning after December 15, 1997.
This Statement establishes standards for reporting and display of comprehensive
income and its components in financial statements. The Statement is effective
for the Company's financial statements for the year ending June 30, 1999. The
adoption of this Statement will not have a material effect on the Company's
financial statements.
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<PAGE>
In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information," which is effective for fiscal years
beginning after December 15, 1997. This Statement establishes standards for the
way a public business enterprise reports certain information about operating
segments, and discloses enterprise-wide information about its products and
services, activities in different geographic areas, and its reliance on major
customers. The Statement is effective for the Company's financial statements for
the year ending June 30, 1999. The adoption of this Statement will not have a
material effect on the Company's financial statements.
PART II
OTHER INFORMATION
Item 5. Other Information
On May 31, 1998, the Company sold 857,500 shares of Common Stock to eight
foreign investors, resulting in gross proceeds of $386,700. The shares were
issued in reliance on an exemption from registration pursuant to Regulation S
promulgated under the Securities Act.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 27. Financial Data Schedule
(b) Reports on Form 8-K. A Report on Form 8-K was filed with the
Securities and Exchange Commission on January 28, 1998, relating to certain
private placements of the Company's Common Stock.
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<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.
PLAYSTAR CORPORATION
Date: June 17, 1998
By: /s/ Julius Patta
Julius Patta, President
Date: June 17, 1998
By: /s/ Willam F.E. Tucker
William F.E. Tucker
Chairman, Chief Executive Officer,
Secretary and Treasurer
-14-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED MARCH 31, 1998 FINANCIAL STATEMENTS OF PLAYSTAR CORPORATION AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1997
<PERIOD-END> MAR-31-1998
<CASH> 184075
<SECURITIES> 0
<RECEIVABLES> 2850
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 384866
<PP&E> 197941
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<CURRENT-LIABILITIES> 38826
<BONDS> 0
0
0
<COMMON> 1834
<OTHER-SE> 344206
<TOTAL-LIABILITY-AND-EQUITY> 384866
<SALES> 0
<TOTAL-REVENUES> 1628
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 617567
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (615939)
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<EPS-PRIMARY> (.04)
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</TABLE>
