<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1999
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 000-26451
PRO NET LINK CORP.
Incorporated in the IRS Employer Identification
State of Nevada Number 88-0333454
645 Fifth Avenue
New York, New York 10022
(212) 688-8838
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
Registrant had 50,901,506 shares of common stock outstanding as of December 31,
1999.
This report consists of 17 pages
<PAGE> 2
PRO NET LINK CORP.
INDEX
PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Item 1. Financial Statements (Unaudited) Page No.
--------
<S> <C>
Condensed Statements of Operations - Six and
Three Months ended December 31, 1999 and 1998 3-4
Condensed Balance Sheets - as of
December 31, 1999 and June 30, 1999 5
Condensed Statements of Cash Flows -
Six Months Ended December 31, 1999
and 1998 6-7
Notes to Condensed Financial Statements 8-9
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 10-15
Part II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8K 16
SIGNATURES 17
</TABLE>
<PAGE> 3
Item 1. FINANCIAL STATEMENTS
PRO NET LINK CORP.
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
==================================
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1999 1998
------------ ------------
<S> <C> <C>
Revenue
Membership $ 4,136 $ 13,199
Barter 622,000 --
Advertising 23,000 --
------------ ------------
Total revenue 649,136 13,199
------------ ------------
Expenses
Barter expenses 622,000 --
Website development 261,221 196,096
Commission 108,875 31,815
Selling, general and administrative 1,031,673 458,335
Non-cash compensation expense 680,142 --
Depreciation 24,495 9,687
Interest expense (net) 12,253 16,199
------------ ------------
Total expenses 2,740,659 712,132
------------ ------------
Net loss ($ 2,091,523) ($ 698,933)
============ ============
Basic loss per share of common stock ($ .04) ($ .02)
============ ============
Weighted average common shares outstanding 50,435,578 40,446,012
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
-3-
<PAGE> 4
PRO NET LINK CORP.
CONDENSED UNAUDITED STATEMENTS OF OPERATIONS
(UNAUDITED)
============================================
<TABLE>
<CAPTION>
Three Months Ended
December 31,
1999 1998
------------ ------------
<S> <C> <C>
Revenue
Membership $ 2,334 $ 1,440
Barter 382,000 --
Advertising 23,000 --
------------ ------------
Total revenue 407,334 1,440
------------ ------------
Expenses
Barter expenses 382,000 --
Website development 145,913 36,395
Commission 42,375 19,440
Selling, general and administrative 562,633 296,611
Non-cash compensation expense 340,142 --
Depreciation 18,807 6,416
Interest expense (net) 8,742 15,896
------------ ------------
Total expenses 1,500,612 374,758
------------ ------------
Net loss ($ 1,093,278) ($ 373,318)
============ ============
Basic loss per share of common stock ($ .02) ($ .01)
============ ============
Weighted average common shares outstanding 50,646,335 42,792,523
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements
-4-
<PAGE> 5
PRO NET LINK CORP.
CONDENSED BALANCE SHEETS
========================
ASSETS
------
<TABLE>
<CAPTION>
December 31, June 30,
1999 1999*
----------- -----------
(unaudited)
<S> <C> <C>
Current assets
Cash $ -- $ 285,259
Accounts receivable 23,000 --
Prepaid expenses 20,000 104,912
----------- -----------
Total current assets 43,000 390,171
Fixed assets, net of accumulated depreciation
of $47,243 at December 31, 1999 and
$22,748 at June 30, 1999 324,160 113,985
Other assets 48,667 144,385
----------- -----------
Total assets $ 415,827 $ 648,541
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current liabilities
Loan payable - bank $ 100,000 $ --
Cash overdraft 21,848 --
Accounts payable and accrued expenses 209,784 396,664
Deferred income 36,025 42,325
Notes payable - shareholder 3,520 3,520
----------- -----------
Total current liabilities 371,177 442,509
----------- -----------
Shareholders' equity
Common stock $.001 par value, 150,000,000 shares authorized; issued 50,901,506
shares at December 31, 1999 and 50,068,570 shares at
June 30, 1999 50,902 50,069
Common stock to be issued; 800,000 shares at
June 30, 1999 -- 800
Additional paid-in capital 5,951,477 5,221,368
Deficit (5,957,729) (3,866,205)
Stock subscriptions receivable -- (1,200,000)
----------- -----------
Total shareholders' equity 44,650 206,032
----------- -----------
Total liabilities and shareholders'
equity $ 415,827 $ 648,541
=========== ===========
</TABLE>
* Derived from the audited financial statements as of June 30, 1999.
The accompanying notes are an integral part of these financial statements
-5-
<PAGE> 6
PRO NET LINK CORP.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
==================================
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1999 1998
----------- -----------
<S> <C> <C>
Cash flows from operating activities
Net loss ($ 2,091,523) ($ 698,933)
Adjustments to reconcile net loss to
net cash used in operating activities
Depreciation and amortization 24,495 9,688
Amortization of deferred rental income (6,300) (2,693)
Non-cash compensation 680,142 --
Changes in assets and liabilities
Increase in accounts receivable (23,000) --
Decrease (increase) in prepaid expenses 84,911 (4,187)
Decrease (increase) in other assets 95,718 (69,653)
(Decrease) in accounts payable and
accrued expenses (186,880) (37,025)
Increase in deferred income -- 52,073
----------- -----------
Net cash used in operating activities (1,422,437) (750,730)
----------- -----------
Cash flows from investing activities
Purchase of fixed assets (234,670) (52,383)
----------- -----------
Net cash used in investing activities (234,670) (52,383)
----------- -----------
Cash flows from financing activities
Proceeds from sale of common stock 1,250,000 750,209
Proceeds from notes payable - bank 100,000 --
Repayment of notes payable to others -- (23,500)
Increase in cash overdraft 21,848 --
----------- -----------
Net cash provided by financing activities 1,371,848 726,709
----------- -----------
Net decrease in cash and cash equivalents (285,259) (76,404)
Cash - beginning of period 285,259 258,139
----------- -----------
Cash - end of period $ -- $ 181,735
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements
-6-
<PAGE> 7
PRO NET LINK CORP.
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
===================================
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1999 1998
--------- -------
<S> <C> <C>
Supplemental disclosure of cash flow information:
Cash paid for interest $ 11,228 $19,753
======== =======
Supplemental schedule of non cash financing and investing activities:
Barter sales in exchange for website and
marketing expenses $622,000 $ --
======== =======
Security deposit of previous tenant credited
on new lease $ -- $52,073
======== =======
Stock options issued in conjunction with
consulting agreement - non-cash compensation $680,142 $ --
======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements
-7-
<PAGE> 8
PRO NET LINK CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
=======================================
Note - 1 Interim Financial Statements.
The Company is no longer in the development stage and the
interim financial statements of Pro Net Link Corp. (the
"Company" or "Pro Net Link") have been prepared in accordance
with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all
information and disclosures necessary for a presentation of
the Company's financial position, results of operations and
cash flows in conformity with generally accepted accounting
principles. In the opinion of management, these financial
statements reflect all adjustments, consisting only of normal
recurring accruals, necessary for a fair presentation of the
Company's financial position, results of operations and cash
flows for the periods presented. The results of operations
for any interim periods are not necessarily indicative of the
results for the full year.
Note - 2 (Loss) per Common Share:
The reconciliation of basic and diluted (loss) per common
share computation is as follows:
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1999 1998
----------- ------------
<S> <C> <C>
Net (loss) available for common
stock equivalent shares
deemed to have a dilutive effect ($ 2,091,523) ($ 698,933)
=========== ============
(Loss) per common share
Basic ($ .04) ($ .02)
=========== ============
Diluted ($ .04) ($ .02)
=========== ============
Shares used in computation:
Basic:
Weighted average common shares 50,435,578 40,446,012
=========== ============
Diluted:
Weighted average common shares
Common stock equivalents (1) (1)
----------- ------------
50,435,578 40,446,012
=========== ============
</TABLE>
-8-
<PAGE> 9
PRO NET LINK CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
=======================================
<TABLE>
<CAPTION>
Three Months Ended
December 31,
1999 1998
----------- ------------
<S> <C> <C>
Net (loss) available for common
stock equivalent shares
deemed to have a dilutive effect ($ 1,093,278) ($ 373,318)
=========== ============
(Loss) per common share
Basic ($ .02) ($ .01)
=========== ============
Diluted ($ .02) ($ .01)
=========== ============
Shares used in computation:
Basic:
Weighted average common shares 50,646,335 42,792,523
=========== ============
Diluted:
Weighted average common shares
Common stock equivalents (1) (1)
----------- ------------
50,646,335 42,792,523
=========== ============
</TABLE>
(1) For the six and three months ended December 31, 1999
and the six and three months ended December 31, 1998
the effect of exercising the outstanding stock
options would have been anti-dilutive and, therefore,
the use of common stock equivalent shares was not
considered.
Note - 3 Related Party Agreements.
On February 19, 1999, the Company entered into a consulting
agreement with Zagoren-Zozzora, Inc. ("ZZI"), under which ZZI
provides on-going marketing and business functions to Pro Net
Link, including the development of marketing plans, general
business consultation, supervision of marketing tools and the
investigation and recommendation of strategic alliances and
other business opportunities. Glenn Zagoren, the President of
ZZI, currently serves as Chairman of the Board of Directors
of Pro Net Link, and spends substantially all of his time in
such capacity. The current consulting agreement which expires
in February 2000 provides that ZZI be paid $10,000 per month
by Pro Net Link for its services. For the six months ended
December 31, 1999 Pro Net Link paid ZZI $60,000. In addition,
the Company recognized $680,142 of non-cash compensation
expense related to options granted to Mr. Zagoren during the
prior fiscal year. An additional $320,000 will be amortized
through the remaining period of the consulting agreement. Mr.
Zagoren and the Company are in the process of negotiating a
new agreement whereby Mr. Zagoren would become an employee of
the Company.
-9-
<PAGE> 10
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
================================================
Results of Operations
- ---------------------
Overview
- --------
Pro Net Link is a startup corporation with a limited operating history, formed
in July 1997. Pro Net Link has recently completed its development and testing
stages of operations, having launched the current and most advanced operational
version of its website, the Global Trade Internetwork. Operating expenses have
increased significantly since inception, reflecting the costs associated with
the formation of Pro Net Link, the building of operating infrastructure, product
development, solicitation of new members and the promotion of product awareness.
Pro Net Link has a limited operating history on which to base an evaluation of
its business and prospects. Pro Net Link's prospects must be considered in light
of the risks frequently encountered by companies in their early stages of
development, particularly for companies in the rapidly evolving technology
industry. Certain risks for Pro Net Link include, but are not limited to, having
an unproven business model, capital requirements and growth management. To
address these risks, Pro Net Link must, among other things, successfully
continue to develop and execute its business and marketing plan, continue to
expand and otherwise improve its website and increase the operating
infrastructure. There can be no assurances that Pro Net Link will be successful
in addressing its risks, and the failure to do so could prevent us from ever
generating a profit. Since inception, Pro Net Link has incurred significant
losses, and as of December 31, 1999, had an accumulated deficit of approximately
$5,960,000.
Pro Net Link believes that its success depends, in large part, on its ability to
create market awareness and acceptance for its products, raise additional
operating capital to grow operations, build technology and non technology
infrastructures and continue product research and development.
-10-
<PAGE> 11
PRO NET LINK CORP.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
================================================
Six Months Ended December 31, 1999 and December 31, 1998
- --------------------------------------------------------
Revenue
- -------
The Company's revenue increased from $13,199 for the six month period ended
December 31, 1998 to $649,136 for the six month period ended December 31, 1999.
95.8% of the revenue in 1999 occurred as a result of Pro Net Link's bartering
transactions with approximately ten companies in exchange for website
development and marketing expenses. Such revenue increase also resulted from
increases in advertising revenues from $-0- in 1998 to $23,000 in 1999. Such
revenue increase offsets a decrease in cash revenues from membership fees from
$13,199 to $4,136 in such periods. This reduction was the result of the
Company's gradual modification of its fee structure which currently emphasizes
streams of income other than membership fees.
As of December 31, 1999, Pro Net Link had over 3,800 registered members from
approximately 102 countries (of which 21 were subscription paying members and 42
were members who had previously paid subscriptions fees (and for whom the
Company waived further payment)). As of December 31, 1998, Pro Net Link had
approximately 750 registered members (of which 42 were subscription paying
members).
For much of the period beginning from the Company's inception in July 1997 to
the fiscal quarter ended June 30, 1999, the Company has been designing,
developing and marketing its website. The Company believes that the increases in
its revenue are generally the result of its transition to its revenue generation
stage, which has provided the Company with opportunities to generate revenues in
cash and in bartering transactions.
Expenses
- --------
Total expenses, excluding non-cash compensation expense of $680,142, increased
from $712,132 for the six month period ended December 31, 1998 to $2,060,517 for
the six month period ended December 31, 1999. Additionally, the expenses during
this period include a non-cash compensation expense of $680,142 which is the
fair market value of options issued with respect to consulting services being
provided by a company whose president is also the Chairman of the Company.
Bartering transactions resulted in $622,000 of expenses related to marketing and
website development. General and administrative expenses increased by
approximately $573,000 due to an increase of $316,000 in payroll for new
employees, an increase in insurance costs of $47,000 and an increase in
marketing expenses of $116,000, with smaller increases in other expenses.
Website development expense increased by approximately $65,000.
-11-
<PAGE> 12
PRO NET LINK CORP.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
================================================
Three Months Ended December 31, 1999 and December 31, 1998
- ----------------------------------------------------------
Revenue
- -------
The Company's revenue increased from $1,440 for the three month period ended
December 31, 1998 to $407,334 for the three month period ended December 31,
1999. 93.8% of the revenue in 1999 occurred as a result of Pro Net Link's
bartering transactions with approximately ten companies in exchange for website
development and marketing expenses. Such revenue increases also resulted from
increases in advertising revenues from $-0- in 1998 to $23,000 in 1999.
As noted above, the Company believes that the increases in its revenue are
generally the result of its transition to its revenue generation stage, which
has provided the Company with opportunities to generate revenues in cash and in
bartering transactions.
Expenses
- --------
Total expenses, excluding non-cash compensation expense of $340,142, increased
from $374,758 for the three month period ended December 31, 1998 to $1,160,470
for the three month period ended December 31, 1999. Additionally, the expenses
during this period include a non-cash compensation expense of $340,142 which is
the fair market value of options issued with respect to consulting services
being provided by a company whose president is also the Chairman of the Company.
Bartering transactions resulted in $382,000 of expenses related to marketing and
website development. Website development expenses increased by approximately
$109,000. General and administrative expenses increased by approximately
$266,000 principally due to an increase of $227,000 in payroll for new
employees.
-12-
<PAGE> 13
PRO NET LINK CORP.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
================================================
Liquidity and Capital Resources
- -------------------------------
Pro Net Link has used cash in its operating and investing activities in varying
amounts since the inception of its business in July 1997. For the six months
ended December 31, 1999, net cash used in operating activities was $1,422,437
and net cash used in investing activities was $234,670. Net cash provided by
financing activities was $1,371,848 which was principally from the proceeds of
the issuance of equity of the Company. At December 31, 1999, the Company had a
cash overdraft of $21,848.
At December 31, 1999 there was $400,000 available to the Company under its
revolving credit facility. From January 1, 2000 through February 8, 2000 the
Company drew down $300,000 leaving approximately $100,000 available to it under
its revolving credit facility.
Historically, most of the Company's liquidity has been provided by private
placement of equity securities which reached approximately $3.9 million,
cumulatively, from the date of Pro Net Link's inception through December 31,
1999.
The substantial capital investments required to initiate Pro Net Link's services
and the funding of its initial operations has resulted in negative operating
cash flow in all periods since its inception. We currently estimate our cash
requirements for the next 12 months, which includes cash to fund our expansion
activities associated with the development of our markets, to equal
approximately $100,000 per month. As a result, Pro Net Link expects to continue
to have negative operating cash flow throughout 2000. Although we have no
material commitments during the next 12 months or beyond, Pro Net Link expects
that it will continue to have substantial capital requirements in connection
with the continued development, implementation and marketing of its products and
services. There can be no assurances that Pro Net Link will attain break-even
cash flow in any future fiscal periods.
However, we believe the trend for cash flows for Pro Net Link is positive. Due
to our transition from our development stage to the implementation of our
selling phase with the launch of the current version of our website in April of
1999, we have begun to generate more significant revenues. Pro Net Link's recent
activities have included the launch of its Internet trade news facility known as
PNL-TV, whose programming includes paid advertising, and the hiring of
additional sales professionals. Pro Net Link believes that its revenues will
increase as it continues to implement its business plan. Pro Net Link believes
that these revenues will meet some of its capital requirements.
-13-
<PAGE> 14
PRO NET LINK CORP.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
================================================
Until sufficient operating cash flows are generated, Pro Net Link will be
required to utilize other current and future capital resources to meet all of
its cash flow requirements in the next 12 months and beyond. Pro Net Link's most
significant source of capital resources is currently its revolving credit
facility, which is secured by a standby letter of credit, and which provides a
$500,000 line of credit at terms which include an interest rate of 1% over the
lender's base rate. To the extent the revolving credit facility is insufficient
to meet its capital requirements at any time during the next twelve months and
beyond, the Company will be required to issue additional debt and/or equity
securities or secure additional credit facilities.
Quantitative and Qualitative Disclosure About Market Risk
- ---------------------------------------------------------
Since indebtedness under our revolving credit facility bears floating interest
rates, we run the risk that our cost of capital under the facility will
fluctuate based on changes in interest rates. Under our current risk management
policies, we do not use interest rate derivative instruments to manage our
exposure to interest rate changes.
Year 2000
- ---------
Many current installed computer systems and software products are coded to
accept only two-digit entries in the date code field and cannot reliably
distinguish dates beginning on January 1, 2000 from dates prior to the year
2000. Many companies' software systems may need to be upgraded or replaced in
order to correctly process dates beginning in 2000 and to comply with the "Year
2000" requirements. As of January 2000, Pro Net Link has reviewed its internal
programs and has determined that all products and information/non-information
technologies systems are Year 2000 compliant, and it has not incurred costs
which can be attributed to Year 2000 compliance. The Company believes that any
future actions taken in connection with Year 2000 compliance will not have a
material effect on its operating results or financial condition. The Company
believes that this is due in large part to the limited operating history of Pro
Net Link and the emphasis on compliance during the planning and development
stages of Pro Net Link.
To date, Pro Net Link has not experienced Year 2000 technical difficulties with
any third parties, including vendors and companies with which it enjoys
cooperative business relationships. The Company does not believe that its
website will be affected by third parties that are not 2000 compliant because
the website and its content is hosted entirely on the Company's own servers.
-14-
<PAGE> 15
PRO NET LINK CORP.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
================================================
Information Regarding Forward-Looking Statements
================================================
The information set forth above in "Management's Discussion and Analysis of
Financial Condition and Results of Operations" includes forward-looking
statements that involve numerous risks and uncertainties including, but not
limited to, the demand for the Company's services and the ability of the Company
to successfully implement its strategies, each of which may be impacted, among
other things, by economic and competitive or technological conditions.
Forward-looking statements can be identified by use of forward-looking
terminology such as "estimates", "projects," "anticipates," "expects,"
"intends," "believes," or the negative thereof or other variations thereon or
comparable terminology or by discussions of strategy that involve risks and
uncertainties. The Company's actual results could differ materially from those
anticipated in such forward-looking statements contained in this report. The
Company undertakes no obligation to publish the results of any adjustments to
these forward-looking statements that my be made to reflect events on or after
the date of this report or to reflect the occurrence of unexpected events.
-15-
<PAGE> 16
PART II - OTHER INFORMATION
===========================
Item 6. Exhibits and Reports on Form 8-K
a. Exhibit Index
Number Exhibit
3.1 Amended and Restated Articles of Incorporation of Pro Net Link. Exhibit
3.1 to the Company's Registration Statement on Form 10, filed with the
Commission on June 21, 1999 (No. 000-26451) is incorporated herein by
reference.
3.2 By-laws of Pro Net Link. Exhibit 3.2 to the Company's Registration
Statement on Form 10, filed with the Commission on June 21, 1999 (No.
000-26451) is incorporated herein by reference.
27.1 Financial Data Schedule (For SEC Use Only).
b. Reports on Form 8-K
-------------------
No reports on Form 8-K were filed during the second quarter of
the registrant's fiscal year ending June 30, 2000
-16-
<PAGE> 17
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report 10Q to be signed on its behalf by the
undersigned thereunto duly authorized.
PRO NET LINK CORP.
(Registrant)
By:/s/ Jean Pierre Collardeau
--------------------------
Jean Pierre Collardeau
Chief Executive Officer
Dated: February 14, 2000
-17-
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-START> JUL-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 0
<SECURITIES> 23,000
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 43,000
<CURRENT-ASSETS> 371,403
<PP&E> 47,243
<DEPRECIATION> 415,827
<TOTAL-ASSETS> 371,177
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
50,902
<COMMON> (6,252)
<OTHER-SE> 415,827
<TOTAL-LIABILITY-AND-EQUITY> 649,136
<SALES> 415,827
<TOTAL-REVENUES> 649,136
<CGS> 649,136
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,728,406
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 12,253
<INCOME-PRETAX> (2,091,523)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,091,523)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,091,523)
<EPS-BASIC> (.04)
<EPS-DILUTED> (.04)
</TABLE>
