<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
SUMMIT ENVIRONMENTAL CORPORATION, INC.
(Exact name of registrant as specified in its charter)
Texas 333-48659 73-1537206
- -------------- ------------------------ -------------
(state of (Commission File Number) (IRS Employer
incorporation) I.D. Number)
414 East Loop 281, Suite 7
Longview, TX 75605
800-522-7841
-------------------------------------------------------
(Address and telephone number of registrant's principal
executive offices and principal place of business)
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 twelve 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 [ ]
As of September 30, 1999, there were 7,528,494 shares of the
Registrant's Common Stock, par value $0.001 per share, outstanding.
Transitional Small Business Disclosure Format (check one): Yes [ ]
No [X]
<PAGE> 2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
SUMMIT ENVIRONMENTAL CORPORATION, INC.
BALANCE SHEET
As of the nine months ended September 30, 1999 and the twelve months
ended December 31, 1998
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998
Unaudited Audited
------------------ -----------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 114,808 $ 744,704
Accounts Receivable 179,699 173,456
Less Allowance (30,000) (30,000)
Inventory 713,546 399,060
Accrued Income Tax Refund 7,252 7,252
Prepaid Expenses 4,865 --
------------ ------------
Total Current Assets 990,170 1,294,472
------------ ------------
PROPERTY AND EQUIPMENT AT COST
Equipment 77,059 21,203
Accumulated Depreciation (6,008) (1,942)
------------ ------------
Net Property and Equipment 71,051 19,261
------------ ------------
OTHER ASSETS
Prepaid Royalties 450,000 250,000
Organization Cost 129,291 129,291
Less: Accumulated Amortization (174,627) (9,697)
Patents and Licenses 2,435,000 2,435,000
Less: Accumulated Amortization -- (23,792)
------------ ------------
Total Other Assets 2,839,664 2,780,802
------------ ------------
TOTAL ASSETS $ 3,900,885 $ 4,094,535
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 23,742 $ 19,201
Accrued Liabilities 18,726 17,283
Notes Payable - Related Party 500,000 500,000
Notes Payable - Other 130,730 1,738
------------ ------------
Total Current Liabilities 673,198 538,222
------------ ------------
STOCKHOLDERS' EQUITY
Preferred stock, par value $.001; 10,000,000
shares authorized, no shares issued -- --
Common stock, par value $.001; 40,000,000
shares authorized, 7,528,494 & 7,406,694
shares issued and outstanding respectively 7,529 7,406
Additional Paid in Capital 4,462,200 4,154,823
Deficit Accumulated (1,242,042) (605,916)
------------ ------------
Total Stockholders' Equity 3,227,687 3,556,313
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 3,900,885 $ 4,094,535
============ ============
</TABLE>
The accompanying notes are an integral part of these statements.
2
<PAGE> 3
SUMMIT ENVIRONMENTAL CORPORATION, INC.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended Nine Months Ended
September 30, 1999 September 30, 1998
Unaudited Unaudited
------------------ ------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings (loss) (636,126) (315,797)
Adjustments to reconcile net earnings (loss) to cash
used in operating activities
Amortization 141,138 2,709
Depreciation 4,066 1,066
Change in assets and liabilities
Accounts receivable (6,243) (95,997)
Inventory (314,486) (226,337)
Prepaid insurance (4,865) --
Prepaid royalties (200,000) --
Accounts payable 4,541 63,743
Accrued liabilities 1,443 10,099
------------ ------------
Net cash used in operating activities (1,010,532) (560,514)
------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property and equipment (55,856) (18,855)
Organization costs -- (142,041)
Acquisition of licenses -- (305,000)
------------ ------------
Net cash used in investing activities (55,856) (465,896)
============ ============
CASH FLOWS FROM FINANCING ACTIVITIES
Loan proceeds 133,966 6,554
Loan principal repayments (4,974) (3,558)
Proceeds from sale of stock 307,500 1,517,100
------------ ------------
Net cash provided by financing activities 436,492 1,520,096
------------ ------------
NET INCREASE (DECREASE) IN CASH (629,896) 493,686
Cash - Beginning of Period 744,704 5,001
------------ ------------
Cash - End of Period $ 114,808 $ 498,687
------------ ------------
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE> 4
SUMMIT ENVIRONMENTAL CORPORATION, INC.
STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
Unaudited Unaudited
---------------------------- ----------------------------
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
SALES $ 3,774 $ 66,156 $ 82,093 $ 225,343
COST OF SALES 1,650 7,198 31,205 45,346
----------- ----------- ----------- -----------
GROSS PROFIT 2,124 58,958 50,888 179,997
----------- ----------- ----------- -----------
OPERATION EXPENSES
General and administrative 182,485 338,383 551,836 484,509
Depreciation and amortization 49,168 -- 145,204 3,775
Interest expense 565 311 662 646
----------- ----------- ----------- -----------
Total operating expense 232,218 338,694 697,702 488,930
----------- ----------- ----------- -----------
NET EARNINGS (LOSS) FROM OPERATIONS (230,094) (279,736) (646,814) (308,933)
OTHER INCOME
Interest income 277 1,308 8,208 1,308
Auto/Trailer Lease Income 2,480 -- 2,480 --
Income tax expense -- -- -- (8,125)
----------- ----------- ----------- -----------
Total other income (expense) 2,757 1,308 10,688 (6,817)
----------- ----------- ----------- -----------
NET EARNINGS (LOSS) (227,337) (278,428) (636,126) (315,750)
=========== =========== =========== ===========
NET EARNINGS (LOSS) PER SHARE (0.030197) (0.050116) (0.084911) (0.067285)
----------- ----------- ----------- -----------
WEIGHTED AVERAGE SHARES 7,528,494 5,555,623 7,491,670 4,692,723
----------- ----------- ----------- -----------
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE> 5
SUMMIT ENVIRONMENTAL CORPORATION, INC.
NOTES TO THE FINANCIAL STATEMENTS
(Unaudited)
The balance sheet of Summit Environmental Corporation, Inc., the "Company," at
December 31, 1998 has been taken from the Company's audited financial statements
at that date. The balance sheet at September 30, 1999, the statement of
operations for the three months ended September 30, 1999 and the three months
ended September 30, 1998, the nine months ended September 30, 1999 and the nine
months ended September 30, 1998, and the statement of cash flows for the nine
months ended September 30, 1999 and the nine months ended September 30, 1998
have been prepared by the Company without audit. The financial statements have
been prepared in conformity with generally accepted accounting principles and
contain such adjustments as management feels are necessary to present fairly, in
all material aspects, the financial position and results of operation of the
Company.
1. SIGNIFICANT ACCOUNTING POLICIES
Business Activity
Summit Environmental Corporation, Inc. (the "Company") was organized in
accordance with the Business Corporation Act of the State of Texas on
February 2, 1998, for the purpose of merging (the "Merger") with Summit
Technologies, Inc., a Texas corporation. The Company continued to exist
as the surviving corporation under its present name pursuant to the
provisions of the Texas Business Corporation Act. The Merger was
effected on December 2, 1998 as a tax-free reorganization accounted for
as a pooling of interests.
The Company manufactures and markets environmentally friendly non-toxic
chemicals, cleaners and fire suppression materials along with herbal
and cosmetic health products. The products are proprietary or are under
exclusive license. Marketing efforts include "infomercials" and other
television and radio promotion, videotapes, and personal
demonstrations. Products are marketed domestically and internationally.
Revenue Recognition
Revenues from sales of materials and products are recorded at the time
the goods are shipped or when title passes.
Cash
The Company maintains cash balances at a financial institution located
in Longview, Texas, which at times may exceed federally insured limits.
The Company has not experienced any losses in such accounts and
believes it is not exposed to any significant credit risk on cash and
cash equivalents.
For purposes of the statement of cash flows, the Company considers all
highly liquid investments with a maturity of three months or less when
purchased to be cash equivalents.
Inventory
Inventory is recorded at the lower of cost or market, with the cost
being determined by the first-in, first-out method.
Intangible Assets
Patents, licenses and organization costs are recorded at cost.
Amortization is computed on the straight-line method over fifteen years
for patents and licenses and over five years for organization costs.
5
<PAGE> 6
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES (Continued)
Income Taxes
Deferred income taxes are determined using the liability method under
which deferred tax assets and liabilities are determined based upon
differences between financial accounting and tax bases of assets and
liabilities.
Property and Equipment
Depreciation and amortization are provided in amounts sufficient to
relate the cost of depreciable assets to operations over their
estimated service lives by the straight-line method.
Leasehold improvements are amortized over the lives of the respective
leases or the service lives of the improvements, whichever is shorter.
Major repairs or replacements of property and equipment are
capitalized. Maintenance, repairs and minor replacements are charged to
operations as incurred.
When units of property are retired or otherwise disposed of, their cost
and related accumulated depreciation are removed from the accounts and
any resulting gain or loss is included in operations.
The estimated service lives used in determining depreciation and
amortization are:
<TABLE>
<CAPTION>
Description Estimated Service Life
----------- ----------------------
<S> <C>
Office furniture and equipment 5-7 years
Leasehold improvements 4 years
</TABLE>
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
Per Share Information
Per share information is based on the weighted average number of common
stock and common stock equivalent shares outstanding. Only basic
earnings per share are shown, as there are no dilutive items. During
1998 a 33.6-for-one stock split of the Company's common stock was
authorized. Net earnings (loss) per share have been adjusted to reflect
the split on a retroactive basis.
2. PATENT
On November 2, 1998, the Company purchased via issuance of common stock
and a note payable, patent rights and intellectual property to various
fire suppression products for a purchase price of $2,375,000. This
purchase required cash payments of $500,000 and 750,000 shares of
common stock of the Company to be issued and delivered to BioGenesis
Enterprises, Inc., which were issued on February 1, 1999.
6
<PAGE> 7
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
3. LICENSES
Licenses for limited exclusive marketing rights to various herbal
health products have been acquired for fees totaling $60,000 from a
related party. Under the agreements, the Company must meet annual
production quotas. The grantor of the licenses is the
manufacturer/supplier of the products.
4. LEASES
The Company is obligated under various operating leases for equipment,
vehicles, and office and warehouse space. Management expects that, in
the normal course of business, leases that expire will be renewed by
other leases; thus it is anticipated that future minimum lease
commitments will not be less than the amount shown for the period
ending December 31, 1998.
5. COMMON STOCK
Common Stock Options
The Company has adopted, and the shareholders have approved, a 1998
Stock Option Plan (the "Plan"). The Company is authorized, under the
Plan, to grant to employees, directors and consultants up to 500,000
options to purchase Common Stock of the Company at prices determined by
the directors or a Stock Option Committee. No options have been granted
in accordance with this plan.
Contingency Concerning Some Shares
In 1998 the Company filed a registration statement with the Securities
and Exchange Commission ("the Commission") on March 26, 1998 related to
a proposed merger with Summit Technologies, Inc. Summit Technologies,
Inc. subsequently sold, prior to the merger, 810,840 shares of its
common stock in an offering intended to be exempt from registration
pursuant to the provisions of Section 4 (2) of the Securities Act of
1933 and of Regulation D, Rule 506 of the Commission. Then, the merger
occurred on December 2, 1998.
It is possible, but not certain, that the filing of the registration
statement by the Company and the manner in which Summit Technologies,
Inc. conducted the sale of the 810,840 shares of common stock
constituted "general advertising or general solicitation." General
advertising and general solicitation are activities that are prohibited
when conducted in connection with an offering intended to be exempt
from registration pursuant to the provision of Regulation D, Rule 506
of the Commission. The Company does not concede that there was no
exemption from registration available for this offering. Nevertheless,
should the aforementioned circumstances have constituted general
advertising or general solicitation, the Company would be denied the
availability of Regulation D, Rule 506 as an exemption from the
registration requirements of the Securities Act of 1933 when it sold
the 810,840 shares of common stock after March 26, 1998 and before the
registration statement for the merger became effective. Should no
exemption from registration have been available with respect to the
sale of these shares, the persons who bought them would be entitled,
under the Securities Act of 1933, to the return of their subscription
amounts if actions to recover such monies should be filed within one
year after the sales in question.
Of the 810,840 shares of common stock, 54,000 shares were never funded,
leaving 756,840 shares and $1,129,594 stockholder's equity that may be
refunded. The last of the contingency stock was sold by the Company
June 30, 1998.
7
<PAGE> 8
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
6. RELATED PARTY TRANSACTIONS
The following transaction occurred between the Company and related
parties:
The Company acquired a patent from BioGenesis Enterprises, Inc.
(BioGenesis) on November 2, 1998 (see footnote number 2). The purchase
agreement requires the Company to pay BioGenesis a periodic royalty of
$.50 per 16-oz. can and an equivalent (approximately 7%) on all other
product categories using the fire suppressant technology. One-half of
all periodic royalty fees due to BioGenesis will be credited against
the advance royalty fee (until fully recovered) and one-half will be
paid to BioGenesis in cash on the 30th of each month based upon
invoiced sales through the close of the preceding month. The Company
has prepaid royalties to BioGenesis totaling $250,000 as of December
31, 1998, and $450,000 as of September 30, 1999.
7. INCOME TAXES
Deferred tax assets and liabilities are determined based on the
differences between the financial statement and tax bases of assets and
liabilities as measured by the currently enacted tax rates. Deferred
tax expense or benefit is the result of the changes in deferred tax
assets and liabilities.
Deferred income taxes arise principally from the temporary differences
between financial statement and income tax recognition of depreciation,
bad debts and net operating losses.
8
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction
with the financial statements and the accompanying notes thereto and is
qualified in its entirety by the foregoing and by more detailed
financial information appearing elsewhere. See "Item 1. Financial
Statements."
RESULTS OF OPERATIONS - THIRD QUARTER OF 1999 COMPARED TO THIRD QUARTER
OF 1998
Summit Environmental's revenues for Q3 1999 were flat compared to Q3
1998. Gross margin was 62 percent for Q3 1999 compared to 89 percent for Q3
1998.
Operating expenses decreased significantly during Q3 1999 compared to
Q3 1998. Marketing expenses decreased from $156,617 in Q3 1998 to $38,820 in Q3
1999.
Amortization and depreciation were $49,168 higher in Q3 1999 than Q3
1998. This is due in great part to the acquisition by Summit of the patent
rights to its fire suppressant.
Summit had a net loss from operations of $227,337 for Q3 1999 compared
to a net loss of $278,428 for Q3 1998.
RESULTS OF OPERATIONS--FIRST THREE QUARTERS OF 1999 COMPARED TO FIRST
THREE QUARTERS OF 1998
Sales from operations decreased by 35 percent for the first three
quarters of 1999 compared to the first three quarters of 1998. Gross margin on
these sales was 62 percent in the first three quarters of 1999 compared to gross
margin of 64 percent in the first three quarters of 1998.
Operating expenses, however, increased by 41 percent during the first
three quarters of 1999 compared to those in the first three quarters of 1998.
The principal increases in operating expenses in the first three quarters of
1999 were amortization and depreciation $145,204 compared to $3,775 in the first
three quarters of 1998.
We experienced a net loss of $636,126 in the first three quarters of
1999 as compared to a net loss of $315,750 in the first three quarters of 1998.
The loss per share of common stock was $0.08 for the first three quarters of
1999 compared to a net loss per share of $0.07 in the first three quarters of
1998.
Our inventory increased from $399,060 at December 31, 1998 to $713,546
on September 30, 1999. This increase is deliberate and reflects an improvement
in our ability to handle large orders we expect to receive this year.
Other balance sheet items that reflect significant changes from
December 31, 1998 to September 30, 1999 are cash, down from $744,704 to
$114,808, and prepaid royalties, up from $250,000 to $450,000.
The net loss of $636,126 was financed partly from the $307,500 proceeds
of sale of 121,800 shares of common stock, the $80,000 proceeds of sale of
convertible notes and partly from $145,204 in amortization and depreciation.
OUTLOOK
This outlook section contains a number of forward-looking statements,
all of which are based on current expectations. Actual results may vary
considerably.
9
<PAGE> 10
Summit has recently entered into the following contracts or
distribution agreements that we expect to produce the indicated results:
1. We have entered into an exclusive distribution agreement with
Convenience Service Group, a company that places products in over 130,000 retail
grocery and convenience stores across the United States and Canada. For
Convenience Service Group to maintain its exclusive distributorship for
convenience stores, it must produce sales of $5,000,000 of FirePower 911(TM)
during the first year of the agreement. It will place additional products of
Summit in its convenience store network after FirePower 911TM is successfully
introduced. FirePower 911(TM) will first hit the shelves by December 1, 1999. We
have been approved by some major distributors: Core-Mark, MSM Solutions,
Affiliated Food Store--Southwest, Fleming Foods, and Grocery Supply Company.
Some of the retail chain store names are Tom Thumb/Randalls, Town and Country,
Furrs, Harvest Food, Auschan, Coast to Coast, Albertsons, Minter Weisman,
Walgreens, Holiday Foods, and Jewell Osco. The fulfillment transition begins
November 15, 1999. An initial introductory advertising kickoff will begin being
aired in Little Rock, Dallas, Fort Worth, Houston, and Albuquerque around
December 10, 1999.
2. Through International Aero, Inc., we have executed an agreement with a
United Kingdom distributor with 40 sales representatives that cover the European
Union. The initial order for FirePower 911(TM) and FlameOut(TM) has just been
shipped and is for England and Finland. This marketing firm is a fire products
sales organization. Product sales will be in the United Kingdom, throughout the
European Union, and Scandinavia.
3. We have executed a contract with a New York City exporter that was
granted the exclusive right to sell our fire suppressant products in thirteen
countries in South America. The first year's product quota for the exclusive
distribution right is $925,000. The second year's quota is $1,600,000.
Representatives are currently (November) in Brazil, Argentina and Chile securing
initial shipments.
4. We concluded 18 months of negotiations for distributor rights to
Hong Kong/Singapore and Japan on September 30, 1999. Products have been
submitted for testing and certification through Japanese Standards and the
Chinese Environmental Agency in October. Further, we are negotiating contracts
with a Malaysian group for it to be a regional distributor in that region.
5. We have developed a proprietary, biodegradable, non-toxic cleaner
called Ultimate Clean 668(TM) that is manufactured by BioGenesis Enterprises,
Inc. exclusively for Summit. Solar Turbines, Inc., a division of Caterpillar
Inc., has approved the cleaner to be used on its turbine (small horsepower jet
engines) fleet. We are in the process of obtaining the approval by other turbine
manufacturers to use Ultimate Clean 668(TM) on their turbines. FlameOut(TM) and
Ultimate Clean 668(TM) are both being tested by the Department of the Navy.
With a military specification number, FAA approval for the turbine cleaner is
in place. International Aero began calling on the major airlines that are
their customers the week of November 8, 1999.
6. FirePower 911(TM) has been approved for the Spring/Summer 2000
catalog for the Amway Corporation. Amway's distribution of its Spring/Summer
2000 gift catalog is over 3,000,000 copies. Additionally, Premier City Shopper,
which services the customer bases for credit card companies (Visa, MasterCard,
etc) has also approved FirePower 911TM for its member services program for
Spring 2000.
In addition to the above, we expect to commence a vigorous marketing
effort using direct response television in December 1999. The producer of the
infomercials is The Video Agency of Studio City, California. The initial
preparation is being edited at Paramount Studios. Direct response television ads
will be extracted from this 30-minute production. The program will air
nationally on the Discovery, Learning, or Bravo Channels, or on CNBC. It will be
rebroadcast once every other week for six months. We believe this program will
generate investor interest, support the convenience and retail grocery sales
initiative and produce direct sales from the home office. A 60-second FirePower
911(TM) support ad for the local retailers will begin December 10, 1999 on local
CBS or local cable affiliates, where FirePower 911(TM) is on the shelves. (See
paragraph 1 of "Outlook.")
10
<PAGE> 11
MANAGEMENT'S STATEMENT ON Y2K
Summit's information technology system is Y2K compliant based on
communications with our hardware and software providers and in-house testing. We
have no non-information technology systems affecting business operations. We
have no multiple computer systems.
Third parties with whom we have material relationships have confirmed
that they expect no business interruptions. We expect no cost directly relating
to fixing Y2K issues, such as modifying software and hiring Y2K solution
providers. We estimate no material lost revenues due to Y2K issues, and we are
establishing a contingency plan.
Summit's future results of operations and the other forward-looking
statements contained herein involve a number of risks and uncertainties. Among
the factors that could cause actual results to differ materially are the
following: inability of the Company to obtain needed additional capital, loss of
personnel--particularly chief executive officer B. Keith Parker--as a result of
accident or for health reasons, interruptions in the supply of inventory from
manufacturers of the inventory, the development of a competing fire suppressant
by a well-capitalized competitor that either is able to develop a new product
with the same attributes as the Company's fire suppressant or is able to
discover the additives to the Company's fire suppressant that give it its unique
and superior qualities, and an accident involving life or serious bodily harm
that fairly or unfairly would bring into question the safety of using the
Company's fire suppressant products.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
Exhibit 27 Financial Data Schedule
(b) FORMS 8-K
None
SIGNATURES
Pursuant to the requirements of the Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: November 10, 1999 Summit Environmental Corporation, Inc.
By /s/ B. Keith Parker
----------------------------------------
B. Keith Parker, Chief Executive
Officer
11
<PAGE> 12
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
- ---------- -----------
<S> <C>
Exhibit 27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 114,808
<SECURITIES> 0
<RECEIVABLES> 179,699
<ALLOWANCES> 30,000
<INVENTORY> 713,546
<CURRENT-ASSETS> 990,170
<PP&E> 77,059
<DEPRECIATION> 6,008
<TOTAL-ASSETS> 3,900,885
<CURRENT-LIABILITIES> 673,198
<BONDS> 0
0
0
<COMMON> 7,529
<OTHER-SE> 3,220,158
<TOTAL-LIABILITY-AND-EQUITY> 3,900,885
<SALES> 3,774
<TOTAL-REVENUES> 6,808
<CGS> 1,650
<TOTAL-COSTS> 1,650
<OTHER-EXPENSES> 232,218
<LOSS-PROVISION> 30,000
<INTEREST-EXPENSE> 565
<INCOME-PRETAX> (227,337)
<INCOME-TAX> 0
<INCOME-CONTINUING> (227,337)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (227,337)
<EPS-BASIC> (.030)
<EPS-DILUTED> (.030)
</TABLE>
