<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended December 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 0-22851
GLOBAL DIGITAL INFORMATION, INC.
(Exact name of registrant as specified in its charter)
Washington 91-179-3053
(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
455 Wards Corner Road
Loveland, OH 45140
513-831-6647
(Registrant's telephone number, including area code)
(Former Address, if changed since last report)
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 that the registrant was
required to file such reports), and (2) has shorter period been subject to such
filing requirements for the past 90 days.
Yes X No
----- -----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY.
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
As of December 31, 1998, approximately 10,778,394 shares of the
Registrant's Common Stock, $.01 par value, were outstanding.
<PAGE> 2
GLOBAL DIGITAL INFORMATION, INC.
FINANCIAL STATEMENTS
DECEMBER 31, 1998
<PAGE> 3
GLOBAL DIGITAL INFORMATION, INC.
DECEMBER 31, 1998
<TABLE>
CONTENTS
<CAPTION>
Page
<S> <C>
Accountant's Report 1
Balance Sheet 2
Statement of Earnings(Deficit) and Retained Deficit
For the NINE MONTHS ended DECEMBER 31, 1998 3
Statement of Shareholders' Equity DECEMBER 31, 1998 4
Statement of Cash Flows For the NINE MONTHS
ended DECEMBER 31, 1998 5
Statement of Earnings(Deficit) and Retained Deficit
For the Three Months ended DECEMBER 31, 1998 6
Statement of Cash Flows For the Three Months
ended DECEMBER 31, 1998 7
Notes to Financial Statements 8
</TABLE>
<PAGE> 4
THOMAS J HARRIS CPA
3901 STONE WAY N #202
SEATTLE, WA 98103
INDEPENDENT AUDITOR'S REPORT
Board of Directors
GLOBAL DIGITAL INFORMATION, INC
Seattle, Washington
We have compiled the accompanying balance sheet of GLOBAL DIGITAL
INFORMATION, INC, as of DECEMBER 31, 1998, and the related statement of income
and retained earnings for the periods then ended, in accordance with Statements
on Standards for Accounting and Review Services issued by the American Institute
of Certified Public Accountants.
A compilation is limited to presenting in the form of financial statements
that which is the representation of management. We have not audited or reviewed
the accompanying financial statements and, accordingly, do not express an
opinion or any form of assurance on them.
February 28, 1999
<PAGE> 5
<TABLE>
GLOBAL DIGITAL INFORMATION, INC.
BALANCE SHEET
DECEMBER 31, 1998
UNAUDITED
<CAPTION>
ASSETS
1998 1997
<S> <C> <C>
CURRENT ASSETS:
Cash in Bank $ 0 $ 18,172
Accounts Receivable 34,600 23,161
Inventory 173 0
----------- ---------
TOTAL CURRENT ASSETS 34,773 41,333
----------- ---------
PROPERTY & EQUIPMENT:
Office Equipment 38,603 27,130
Depreciation (8,040)
----------- ---------
TOTAL FIXED ASSETS 30,563 27,130
----------- ---------
OTHER ASSETS
CaduSys Software 54,315 8,151
----------- ---------
TOTAL ASSETS 119,651 76,614
=========== =========
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Bank overdraft 8,561
Accounts payable 222,597 0
Payroll taxes 63,208 15,003
----------- ---------
TOTAL CURRENT LIABILITIES 294,366 15,003
----------- ---------
Loans payable shareholders 179,692 15,590
----------- ---------
TOTAL LIABILITIES 474,058 30,593
----------- ---------
STOCKHOLDER'S EQUITY:
Common Stock, no par; $.001 stated value;
50,000,000 shares authorized and
10,778,394 and 10,200,000 shares issued 10,779 10,200
Paid in Surplus 858,258 733,443
Accumulated Deficit (1,223,444) (697,622)
----------- ---------
TOTAL STOCKHOLDER'S EQUITY (354,407) 46,021
----------- ---------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY 119,651 76,614
=========== =========
</TABLE>
See accompanying notes and accountants' report
2
<PAGE> 6
<TABLE>
GLOBAL DIGITAL INFORMATION, INC.
STATEMENT OF INCOME(DEFICIT) AND RETAINED DEFICIT
UNAUDITED
For the Nine Months Ended December 31, 1998 and 1997
<CAPTION>
1998 1977
<S> <C> <C>
REVENUE 137,998 54,214
---------- --------
EXPENSES:
Payroll 223,362 182,587
Payroll taxes & employee benefits 20,226 21,049
Depreciation 4,612 0
Insurance 471 13,996
Interest 5,899 0
Licensing Fees 103,000 0
Marketing 7,578 0
Miscellaneous 13,115 21,236
Office 5,663 10,555
Postage & Delivery 5,520 2,174
Printing & Reproduction 3,136 10,620
Rent 16,926 7,300
Royalty 7,500 0
Telephone 41,488 16,795
Travel & Entertainment 24,105 23,864
---------- --------
Total Expenses 482,601 310,176
---------- --------
NET LOSS FOR THE PERIOD (344,603) (255,962)
RETAINED DEFICIT
Balance beginning of period (878,841) (441,660)
---------- --------
Balance end of period (1,223,444) (697,622)
========== ========
</TABLE>
See accompanying notes and accountants' report
3
<PAGE> 7
<TABLE>
GLOBAL DIGITAL INFORMATION , INC.
STATEMENT OF SHAREHOLDERS' EQUITY
PERIOD ENDED DECEMBER 31, 1998
<CAPTION>
COMMON STOCK PAID IN SURPLUS ACCUM
------------------- --------------- ----------
SHARES AMOUNT AMOUNT DEFICIT TOTAL
---------- ------ -------- ---------- --------
<S> <C> <C> <C> <C> <C>
United States Mining & Exploration Inc.
prior to merger:
Balance, MARCH 31, 1997 491,314 491 441,169 (443,562) (1,902)
Shares issued 2 for 1 stock split 491,314 492 (492)
Shares issued for cash to investors 440,962 441 52,059 52,500
Less expenses of issuing the Common Stock (52,776) (52,776)
Shares issued for services to Shareholders 276,410 276 276
Net Income 1,902 1,902
---------- ------ -------- ---------- --------
Balance, November 11, 1997 1,700,000 1,700 439,960 (441,660) 0
---------- ------ -------- ---------- --------
Global Digital Information Inc. shares
issued prior to merger:
Shares issued at par June, 1997 to
Founders for acquisition rights 8,044,150 8,044 8,044
Shares issued for cash June, 1997 to
November 11, 1997 to investors 455,850 456 327,294 327,750
Less expenses of issuing the
Common Stock (64,463) (64,463)
Net Loss (217,589) (217,589)
---------- ------ -------- ---------- --------
Balance, November 11, 1997 8,500,000 8,500 262,831 (217,589) 53,742
---------- ------ -------- ---------- --------
Combined balance after merger
Balance, November 11, 1997 10,200,000 10,200 702,791 (659,249) 53,742
Shares issued for cash November 11,
1997 to March 31, 1998 to investors 331,394 332 156,268 156,600
Less expenses of issuing the
Common Stock (102,060) (102,060)
Net Loss (222,936) (222,936)
---------- ------ -------- ---------- --------
Balance, MARCH 31, 1998 10,531,394 10,532 756,999 (882,185) (114,654)
---------- ------ -------- ---------- --------
Shares issued for cash March 31, 1998
to September 30, 1998 to investors 157,000 157 $ 78,343 78,500
Less expenses of issuing the
Common Stock (37,428) (37,428)
Net Loss (251,167) (251,167)
---------- ------ -------- ---------- --------
Balance, SEPTEMBER 30, 1998 10,688,394 10,689 797,914 (1,133,352) (324,749)
---------- ------ -------- ---------- --------
Shares issued for cash September 30,
1998 to December 31, 1998 to investors 90,000 90 89,910 90,000
Less expenses of issuing the Common Stock (29,566) (29,566)
Net Loss (90,092) (90,092)
---------- ------ -------- ---------- --------
Balance, DECEMBER 31, 1998 10,778,394 10,779 858,258 (1,223,444) (354,407)
========== ====== ======== ========== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 8
<TABLE>
GLOBAL DIGITAL INFORMATION, INC.
Statement of Cash Flows
UNAUDITED
For the Nine Months Ended DECEMBER 31, 1998 and 1997
<CAPTION>
1998 1997
<S> <C> <C>
Operating Activities
Net Income (Loss) (344,603) (255,962)
Add depreciation not
requiring cash 4,612 0
Changes in:
Accounts Receivable (14,300) (23,161)
Accounts payable 179,188 0
Inventory (173)
Payroll Taxes 44,948 15,003
-------- --------
Cash Provided (used)
by Operations (130,328) (264,120)
-------- --------
Investing Activities
Investment in Office Equipment (8,448) (27,130)
CaduSys Software (46,271) 0
-------- --------
Net Cash Provided(used) by Investing
Activities (54,719) (27,130)
-------- --------
Financing Activities
Shareholder loans 31,892 15,590
Sale of Common Stock 168,500 381,350
Costs of Issuing Common Stock (60,273) (87,518)
-------- --------
Net Cash provided (used) by Financing
Activities 140,119 309,422
-------- --------
Increase (Decrease) in Cash (44,928) 18,172
Cash Balance Beginning 36,367 0
-------- --------
Cash Balance Ending (8,561) 18,172
======== ========
</TABLE>
See accompanying notes and accountants' report
5
<PAGE> 9
<TABLE>
GLOBAL DIGITAL INFORMATION, INC.
STATEMENT OF INCOME(DEFICIT) AND RETAINED DEFICIT
UNAUDITED
For the Three Months Ended December 31, 1998 and 1997
<CAPTION>
1998 1997
<S> <C> <C>
REVENUE 38,600 46,464
-------- --------
EXPENSES:
Payroll 53,173 100,600
Payroll taxes & employee benefits 5,142 20,799
Depreciation 1,556
Insurance 0 10,608
Interest 2,810
Licensing Fees 50,000
Marketing 0
Miscellaneous 161 13,742
Office 635 7,136
Postage & Delivery 768 1,354
Printing & Reproduction 0 3,669
Rent 3,400 4,120
Royalty 0
Telephone 6,730 7,292
Travel & Entertainment 4,317 7,265
-------- --------
Total Expenses 128,692 176,585
-------- --------
NET LOSS FOR THE PERIOD (90,092) (130,121)
RETAINED DEFICIT
Balance beginning of period (878,841) (125,841)
-------- --------
Balance end of period (968,933) (255,962)
======== ========
</TABLE>
See accompanying notes and accountants' report
6
<PAGE> 10
<TABLE>
GLOBAL DIGITAL INFORMATION, INC.
Statement of Cash Flows
UNAUDITED
For the Three Months Ended DECEMBER 31, 1998 and 1997
<CAPTION>
1998 1997
<S> <C> <C>
Operating Activities
Net Income (Loss) (90,092) (125,841)
Add depreciation not
requiring cash 1,640 0
Changes in:
Accounts Receivable (30,600) (18,661)
Accounts payable 38,105 (1,902)
Inventory (173)
Payroll Taxes 15,056 8,364
------- --------
Cash Provided (used)
by Operations (66,064) (138,040)
------- --------
Investing Activities
Investment in Office Equipment (1,983) (7,727)
CaduSys Software 0 0
------- --------
Net Cash Provided(used) by Investing
Activities (1,983) (7,727)
------- --------
Financing Activities
Shareholder loans (5,000) 15,590
Sale of Common Stock 90,000 131,300
Costs of Issuing Common Stock (29,477) (21,563)
------- --------
Net Cash provided (used) by Financing
Activities 55,523 125,327
------- --------
Increase (Decrease) in Cash (12,524) (20,440)
Cash Balance Beginning 3,963 38,612
------- --------
Cash Balance Ending (8,561) 18,172
======= ========
</TABLE>
See accompanying notes and accountants' report
7
<PAGE> 11
GLOBAL DIGITAL INFORMATION, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) THE COMPANY
The Company was incorporated in 1983 under the laws of the State of Utah
as Forward Electronics Corporation. In 1988 it was reorganized with United
States Mining & Exploration, Inc.(USM) and changed its name at that time. Also
in 1998 the Company acquired Ridge Rock Mining Corporation which it subsequently
dissolved. During 1989 Rocky Mountain Process Components was acquired. This
company was also dissolved. Since 1990 the Company has had no operations, until
the merger with Global Digital Information, Inc.(GDI) After the merger the
Company changed its name to Global Digital Information, Inc. Although there has
been a change in reporting entity ie from USM to GDI the accompanying financial
statements include the activities of USM for comparison purposes for years prior
to 1998.
(b) FIXED ASSETS
Fixed Assets includes all property, plant and equipment. Furniture and
fixtures, computer equipment and manufacturing equipment are stated at cost.
They are be depreciated over their estimated useful lives of five to twenty
years, as appropriate. Depreciation expense amounted $1,556 for the quarter
ended December 31, 1998.
(c) BUSINESS ACTIVITY
GLOBAL DIGITAL INFORMATION, INC. was incorporated June 25, 1997 in the
State of Washington. The Company designs, develops, markets and supports medical
document management systems and personal productivity software which facilitates
the recording, imaging, manipulation, distribution and storage of paper-based
medical information on personal network computers. The Company has acquired
"CaduSys Medical Record" a client/server clinical information software package
that collects and stores patient data during the creation of the clinical
narrative. It is sold to health care organizations including, but not limited
to, single and multi-doctor practices, clinics, health care organizations and
small hospitals. Some of the Company's other products include office adaptations
which use the personal computer to eliminate paper in the office filing system.
(d) INCOME TAXES
Effective April 1, 1993, the Company adopted the provisions of Statement
of Financial Accounting Standards No. 109, "Accounting for Income Taxes". SFAS
No. 109 requires a company to recognize deferred tax assets and liabilities for
the expected future income tax consequences of events that have been recognized
in the financial statements. Under this method, deferred tax assets and
liabilities are determined based on the temporary differences between the
financial statement carrying amounts and tax basis of assets and liabilities
using enacted tax rates in effect in the year in which the temporary differences
are expected to reverse. There was no cumulative effect of adopting SFAS No.
109.
8
<PAGE> 12
GLOBAL DIGITAL INFORMATION, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(CONTINUED)
(e) PRINCIPALS OF CONSOLIDATION
The Consolidated Financial Statements, including the Balance Sheet,
Statement of Retained Earnings, Statement of Net Income(Loss), and Statement of
Cash Flows, include the accounts of all subsidiaries. All intercompany items and
transactions have been eliminated.
(f) CASH
Cash included in the statement of cash flows includes cash and cash
equivalents at the balance sheet date. Certain noncash transactions with
shareholders for which were reimbursed in shares of Common stock have been
eliminated.
NOTE 2. - MERGER AND REORGANIZATION
Effective November 11, 1997 the Company U. S. Mining & Exploration,
Inc.(USM) pursuant to a Reorganization Agreement(the "Plan") with Global Digital
Information, Inc.(GDI) USM was acquired in a "reverse acquisition" and the
shareholders of GDI became the major shareholders in USM. the "Plan" as approved
by the Board of Directors provided for a 2 for 1 split of the then owned shares
of the USM, the issuance of additional shares(440,962) for cash($52,500), and
276,410 shares issued for services rendered by officers and directors of the
Company. The total shares of Common stock outstanding at that time was then
1,700,000. As part of the "Plan" the shareholders of GDI were issued an
additional 8,500,000 shares making the total shares outstanding 10,200,000
shares. The then existing Board of Directors(USM) resigned and was replaced by
directors from GDI.
The acquisition has been accounted for as a "Pooling of Interests" as per
APB Opinion No 16. Since GDI came into existence on June 25, 1997, its results
of operations have been included in these financial statements. No adjustment is
made to prior years presented because GDI was not in existence at that time.
NOTE 3 - EARNINGS PER SHARE:
Primary earnings per share have not been computed since they are antidilutive.
9
<PAGE> 13
GLOBAL DIGITAL INFORMATION, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 4 - RELATED PARTY TRANSACTIONS
The Company has acquired its rights to most of its software programs from its
shareholders who are also shareholders in previous corporations which had these
rights or had developed the programs. The company purchased these rights through
the issuance of common stock. Although the value of these rights may be
substantial, because of the lack of a proper valuation method, they have been
recorded at the par value of the stock issued. ie. 8,044,150 shares were issued
to the founders and they have been valued at $.001 per share or $8,044. In
addition to the stock the Company agreed to pay for liabilities in the
approximate amount of $47,000.00.
NOTE 5 - ISSUANCE OF COMMON STOCK:
Effective July 1, 1997, the Company offered shares of its common stock to a
limited number of investors pursuant to a Regulation D exemption up to a maximum
of 500,000 shares at $1.00 per share or $500,000. At June 30, 1998, as a result
of this offering, 888,834 Common Shares of stock were sold to individual
investors for $1.00 per unit, grossing the company $534,774. The placement is
being offered on a "best efforts" basis by various employees and officers of the
company. Fees and expenses were paid in conjunction with the offering amounting
to $183,008 at June 30, 1998, including commissions for a net total of $351,766.
NOTE 6 - CASH TRANSACTIONS
Since no cash was actually paid by the company for the acquisition of the
CaduSys software no cash disbursements have been shown on these financial
statements for that transaction.
NOTE 7 - COMMON STOCK SALE
As part of the reorganization between U. S. Mining and Exploration, Inc.(USM)
and Global Digital Information, Inc.(GDI) the Company previously reported the
receipt of $52,500(the amount has been reported as expense of issuing common
stock on the financial statements). Upon further review, it has been determined
that this amount is not correct The correct amount may be $220,481 or it may be
that the Company has not received any funds for the sale of stock. The Company's
previous attorney, who is in control of the records, has refused to release
them. The Company is endeavoring to settle with the former majority shareholders
of USM concerning the merger between USM and GDI. Upon receipt of those records,
the correct amount received, as well as a determination of what should have been
received, will be known. If the amounts actually received by the Company were
greater than that which was reported, the difference will be reported as
additional costs or reduced costs of issuing the common stock to effect the
merger.
10
<PAGE> 14
GLOBAL DIGITAL INFORMATION, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 8. - INCOME TAXES
As discussed in Note 1, effective April 1, 1993, the Company applied the
provisions of SFAS No. 109 in accounting for income taxes. Prior to that date,
the Company accounted for income taxes under the provisions of Accounting
Principles Board Opinion No. 11. The adoption of SFAS No. 109 had no cumulative
effect on the results of operations.
The Company has no income tax provision for the years ended March 31, 1998 and
1997 due to net operating loss carryforwards.
The income tax effect of the temporary differences giving rise to the Company's
deferred tax assets as of March 31, 1998 is as follows:
<TABLE>
<S> <C>
Federal net operating loss carryforwards $ 198,587
Total deferred tax asset 198,587
Valuation allowance (198,587)
Net deferred tax asset $ -0-
</TABLE>
Upon implementation of SFAS No. 109 at April 1, 1993, the Company recorded a
valuation allowance due to the uncertainty of utilization of net operating loss
carryforwards. The change in the valuation allowance for the year ended October
30, 1995 is as follows:
<TABLE>
<S> <C>
Balance April 1, 1997 $ 2,592
Increase in non-utilization of net operating
loss carryforwards 195,995
Balance, October 30, 1995 $ 198,587
</TABLE>
At March 31, 1998, the Company had unused net operating loss carryforwards for
income tax purposes available to offset future taxable income, if any, as
follows:
<TABLE>
<CAPTION>
Alternative
Expiring In Regular Tax Minimum Tax
<S> <C> <C>
2008 17,279 17,279
2012 566,799 566,799
$584,078 $584,078
</TABLE>
11
<PAGE> 15
GLOBAL DIGITAL INFORMATION, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 9 - ACQUISITION OF MASTERPIECE MEDICAL
The Board of Directors of Global Digital Information, Inc. approved the
acquisition of Masterpiece Medical, Inc.(MM), and Del Crane Medical, Inc(DC).
Masterpiece Medical and Del Crane Medical are Ohio corporations with software
programs and billing capability which complement the CaduSys medical records
program offered by the Company.
The company intends to purchase all of the stock of the companies by issuance of
common stock. The acquisition will not be completed until approved by the Board
of Directors of Masterpiece Medical.
The Company believes that the addition of the sales generated by MM and DC
combined with the anticipated sales of the CaduSys product, will produce
significant sales and potential income for the Company. In addition, the
management and technical personnel of MM and DC will be added to and compliment
those of the Company.
12
<PAGE> 16
<TABLE>
GLOBAL DIGITAL INFORMATION, INC.
STATEMENT OF INCOME(DEFICIT) AND RETAINED DEFICIT
UNAUDITED
For the Six Months Ended SEPTEMBER 30, 1998 and 1997
<CAPTION>
1998 1997
<S> <C> <C>
REVENUE 99,398 7,750
---------- --------
EXPENSES:
Payroll 170,189 81,987
Payroll taxes & employee benefits 15,084 250
Depreciation 3,056 0
Insurance 471 3,388
Interest 3,089 0
Licensing Fees 53,000 0
Marketing 7,578 0
Miscellaneous 12,954 7,494
Office 5,028 3,419
Postage & Delivery 4,752 820
Printing & Reproduction 3,136 6,951
Rent 13,526 3,180
Royalty 7,500 0
Telephone 34,758 9,503
Travel & Entertainment 19,788 16,599
---------- --------
Total Expenses 353,909 133,591
---------- --------
NET LOSS FOR THE PERIOD (254,511) (125,841)
RETAINED DEFICIT
Balance beginning of period (878,841) 0
---------- --------
Balance end of period (1,133,352) (125,841)
========== ========
</TABLE>
<PAGE> 17
Signatures
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 there unto duly authorized.
Global Digital Information, Inc.
(Registrant)
Date /s/ Newell Crane
President
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001041711
<NAME> GLOBAL DIGITAL INFORMATION, INC.
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 34,600
<ALLOWANCES> 0
<INVENTORY> 173
<CURRENT-ASSETS> 34,773
<PP&E> 38,603
<DEPRECIATION> (8,040)
<TOTAL-ASSETS> 119,651
<CURRENT-LIABILITIES> 294,366
<BONDS> 179,692
0
0
<COMMON> 869,037
<OTHER-SE> (1,223,444)
<TOTAL-LIABILITY-AND-EQUITY> 119,651
<SALES> 137,998
<TOTAL-REVENUES> 137,998
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 482,601
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,899
<INCOME-PRETAX> (344,603)
<INCOME-TAX> 0
<INCOME-CONTINUING> (344,603)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (344,603)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
