United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended February 28, 1999 Commission File Number: 0-24075
NBG RADIO NETWORK, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 88-0362102
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
520 SW Sixth Avenue, Suite 750
Portland, Oregon 97204
(Address of principal executive offices) (Zip Code)
(503) 802-4624
(Issuer's telephone number, including area code)
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 / /
The registrant has one class of Common Stock with 10,490,700 shares
outstanding as of April 12, 1999.
Transitional Small Business Issuer Disclosure Format (check one):
Yes / / No /X/
<PAGE>
PART I - FINANCIAL INFORMATION
- ------------------------------
Item 1. Financial Statements
- -----------------------------
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS
------
February 28 November 30
(Unaudited)
--------------------------------------- -----------------
1999 1998 1998
------------------ ------------------ -----------------
<S> <C> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 1,377,094 $ 77,761 $ 1,855,666
Barter exchange receivables 232,850 11,829 241,678
Accounts receivable, net of allowance for
Doubtful accounts of $1,200 in 1998 and 1997 1,280,275 393,905 1,175,330
Related-party receivable 14,462 14,340 14,462
Deferred tax asset - 468 -
----------- ----------- -----------
Total current assets 2,904,681 498,303 3,287,136
----------- ----------- -----------
PROPERTY AND EQUIPMENT, net of accumulated depreciation 167,205 97,959 136,171
DEPOSITS 3,250 - 3,250
COVENANT NOT TO COMPETE, net of amortization 717,087 - -
GOODWILL, net of amortization 1,219,560 643,999 587,750
----------- ----------- -----------
Total assets $ 5,011,783 $ 1,240,261 $ 4,014,307
=========== =========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES
Accounts payable $ 272,514 $ 239,753 176,202
Accrued liabilities 30,741 44,711 67,886
Current portion of long-term debt 243,459 243,419 245,248
----------- ----------- -----------
Total current liabilities 546,714 527,883 489,336
----------- ----------- -----------
OTHER LIABILITIES
Long-term debt, net of current portion 240,000 387,808 240,000
Deferred income tax liability 9,789 10,327 9,789
----------- ----------- -----------
Total other liabilities 249,789 398,135 249,789
----------- ----------- -----------
2
<PAGE>
STOCKHOLDERS' EQUITY
Common stock, $.001 par value; 20,000,000 shares
authorized; 10,840,700 and 1,146,000 shares
issued and outstanding at February 28, 1999
and 1998, respectively 10,840 1,146 10,490
Additional paid-in-capital 5,196,862 529,327 3,930,212
Retained deficit (815,338) (216,230) (484,763)
Stock subscription receivable (177,084) - (180,757)
----------- ----------- -----------
Total stockholders' equity 4,215,280 314,243 3,275,182
=========== =========== ===========
Total liabilities and stockholders' equity $ 5,011,783 $ 1,240,261 $ 4,014,307
=========== =========== ===========
</TABLE>
See Accompanying Notes
3
<PAGE>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED FEBRUARY 28
(Unaudited)
---------------------------------------
1999 1998
------------------ ------------------
<S> <C> <C>
REVENUES
Advertising income $ 150,544 $ 431,335
Kiosk income 62,865 -
Interest income 9,038 1,644
------------ ------------
Total revenues 222,447 432,979
DIRECT COSTS 6,647 32,310
COST OF GOODS SOLD 33,882 -
------------ ------------
GROSS MARGIN 181,918 400,669
------------ ------------
GENERAL AND ADMINISTRATIVE EXPENSES
Wages and employee benefits 161,642 111,992
Talent fees 55,705 33,155
Travel and entertainment 34,560 23,331
Consulting and professional 86,451 10,796
Advertising 13,604 21,795
Depreciation and amortization 37,165 23,928
Postage and printing 23,485 22,162
Rent 18,148 15,800
Interest 362 8,196
Office supplies 6,924 6,660
Telephone 13,828 4,043
Other expenses 60,619 49,301
------------ ------------
Total general and administrative expenses 512,493 331,159
------------ ------------
Net income (loss) before provision for income taxes (330,575) 69,510
Provision for income taxes - -
------------ ------------
Net income (loss) $ (330,575) $ 69,510
============ ============
Basic loss per share of common stock $ (0.03) $ 0.02
============ ============
Weighted average number of shares outstanding 10,606,200 3,365,640
============ ============
</TABLE>
See Accompanying Notes
4
<PAGE>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
ADDITIONAL STOCK
PAID-IN RETAINED SUBSCRIPTION
COMMON STOCK CAPITAL DEFICIT RECEIVABLE TOTAL
--------------------------- ------------- ------------ -------------- -----------
SHARES AMOUNT
----------- ------------
<S> <C> <C> <C> <C> <C> <C>
BALANCE, November 30, 1997 1,110,000 1,110 493,363 (285,740) - 208,733
Issuance of common shares for
Services 232,250 232 337,968 - (180,757) 157,443
Issuance of common shares for
Cancellation of notes
payable 220,220 220 120,020 - - 120,240
Private placement of common
Stock 750,000 750 1,999,250 - - 2,000,000
Exercise of options and
warrants 1,184,430 1,184 986,605 - - 987,789
3 for 1 stock split 6,993,800 6,994 (6,994) - - -
Net loss for the year - - - (199,023) - (199,023)
----------- ------------ ------------- ------------ -------------- ------------
BALANCE, November 30, 1998 10,490,700 $ 10,490 $ 3,930,212 $ (484,763) $ (180,757) $3,275,182
Issuance of common shares for
acquisition 350,000 350 1,266,650 (330,575) 3,673 940,098
----------- ------------ ------------- ------------ -------------- ------------
BALANCE, February 28, 1999 10,840,700 $ 10,840 $ 5,196,862 $(815,338) $ (177,084) $ 4,215,280
=========== ============ ============= ============ ============== ============
</TABLE>
See Accompanying Notes
5
<PAGE>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
THREE MONTHS ENDED FEBRUARY 28
(Unaudited)
-----------------------------------------
1999 1998
------------------- ------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss $ (330,575) $ 69,510
Adjustments to reconcile net loss to cash from operating activities:
Depreciation and amortization 37,165 38,370
Common stock shares issued for services - -
Deferred tax liability - -
Changes in assets and liabilities:
Barter exchange receivables 8,828 (11,829)
Accounts receivable (104,945) (180,020)
Related-party receivables - -
Stock subscription receivable 3,673 -
Deposits - -
Accounts Payable 96,312 95,611
Accrued liabilities (37,145) (63,701)
------------------- ------------------
Net cash from operating activities (326,687) (52,059)
------------------- ------------------
CASH FLOWS FROM INVESTING ACTIVITIES
Issuance of common stock $ 1,267,000 $ 36,000
Goodwill from subsidiary acquisition (656,027) -
Covenant not to compete from subsidiary acquisition (721,093) -
Acquisition of property and equipment (39,976) (10,859)
------------------- ------------------
Net cash from investing activities (150,096) 25,141
------------------- ------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long-term debt - -
Payments on long-term debt (1,789) (8,014)
------------------- ------------------
Net cash from financing activities (1,789) (8,014)
------------------- ------------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (478,572) (34,932)
CASH, beginning of year 1,855,666 112,693
------------------- ------------------
CASH, end of year $ 1,377,094 $ 77,761
=================== ==================
</TABLE>
6
<PAGE>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
THREE MONTHS ENDED FEBRUARY 28
(Unaudited)
-----------------------------------------
1999 1998
------------------- ------------------
<S> <C> <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest $ 362 $ 8,196
=================== ==================
Cash paid for income taxes $ - $ -
=================== ==================
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Issuance of common stock for subsidiary acquisition $ 1,267,000 $ -
=================== ==================
Issuance of common stock for services, net of stock subscription
Receivable $ 16,916 $ -
=================== ==================
Cash paid for income taxes
</TABLE>
See Accompanying Notes
7
<PAGE>
NOTE 1 - ORGANIZATION AND BUSINESS ACTIVITY
Nostalgia Broadcasting Corporation was organized under the laws of
the State of Nevada on March 27, 1996. In January 1998,
shareholders of Nostalgia Broadcasting Corporation approved its
name change to NBG Radio Network, Inc. (the Company). The Company
is involved in the acquisition, creation, and syndication of
national radio programming. Substantially all operations are
conducted from the Company's headquarters in Portland, Oregon.
NOTE 2 - PRINCIPLES OF CONSOLIDATION
The interim consolidated financial statements include the accounts
of the Company and its wholly owned subsidiaries, NBG Solutions,
Inc. and NBG Travel Exclusives, Inc., after elimination of
intercompany transactions and balances.
The interim financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial
information. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. The financial
information included in this interim report has been prepared by
management without audit by independent public accountants who do
not express an opinion thereon. The Company's annual report will
contain audited financial statements. In the opinion of management,
all adjustments, including normal recurring accruals necessary for
fair presentation of results of operations for the interim periods
included herein have been made. The results of operations for the
three months ended February 28, 1999 are not necessarily indicative
of results to be anticipated for the year ending November 30, 1999.
Certain amounts for 1998 have been restated to conform with the
1999 presentation.
NOTE 3 - EARNINGS PER COMMON SHARE
Earnings per common share is calculated by dividing net income by
the weighted average shares outstanding. Weighted average shares
outstanding consists of common shares outstanding and common stock
equivalents attributable to outstanding stock options and warrants.
The weighted average number of shares and common share equivalents
have been adjusted to give retroactive effect to the 3 for 1 stock
split in July 1998.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
- -----------------------------------------------------------------
FORWARD LOOKING STATEMENTS
- --------------------------
The information set forth below relating to matters that are not historical
facts are "forward looking statements" within the meaning of Section 21E of the
Securities Exchange Act of 1934 and involve risks and uncertainties which could
cause actual results to differ materially from those contained in such forward
looking statements. Such risks and uncertainties include, but are not limited
to, the following:
o A decline in national and regional advertising
o Preference by customers of other forms of advertising such as newspapers
and magazines, outdoor advertising, network radio advertising, yellow page
directories and point of sale advertising
o Loss of executive management personnel
o Ability to maintain and establish new relations with radio stations
o Ability to predict public taste with respect to entertainment programs
THREE MONTHS ENDED FEBRUARY 28, 1999 AND 1998
- ---------------------------------------------
Reference is made to Item 6, "Management's Discussion and Analysis or Plan
of Operation" included in the Company's annual report on Form 10-KSB for the
year ended November 30, 1998, as amended, on file with the Securities and
Exchange Commission. The following discussion and analysis pertains to the
Company's results of operations for the three-month period ended February 28,
1999, compared to the results of operations for the three-month period ended
February 28, 1998, and to changes in the Company's financial condition from
November 30, 1998 to February 28, 1999.
REVENUES. Total revenues for the three months ended February 28, 1999 were
$222,447 compared to revenues of $432,979 for the same period in 1998,
representing a decrease of $210,532, or 48%. This decrease was principally due
to transitioning from a blend of cash and barter sales in the first quarter of
1998 to strictly cash sales in the first quarter of 1999. The internal
development of new radio programs and the partnering with other radio
programmers has allowed the Company to increase the number of cash customers.
Barter sales usually generate higher spot rates than cash sales typically do.
However, by focusing on cash sales, the Company hopes to develop long-term
relationships with customers.
In the first quarter of 1998, $200,921 of the $432,979 in revenues, or 46%,
were barter transactions. In the first quarter of 1999 all of the $222,447 in
revenues consisted of cash sales. The Company anticipates that 90% of total
revenues for the year will consist of cash sales.
DIRECT COSTS. Direct costs for the three months ended February 28, 1999 and
1998 were $6,647 and $32,310, respectively, representing a decrease of $25,663,
or 79%. Direct costs consist primarily of commissions paid to advertising
agencies. The decrease in direct costs for the first quarter of 1999 is
primarily due to an increase in the number of clients that do not charge an
advertising agency commission.
9
<PAGE>
COST OF GOODS SOLD. Cost of goods sold represent direct costs for the
production of the Company's Kiosk marketing system. Cost of goods sold for the
three months ended February 28, 1999, was $33,882, or 55% of Kiosk sales,
compared to $0 in the same period in 1998. The Company did not offer the Kiosk
marketing system in the first quarter of 1998.
GROSS MARGIN. Gross margin for the three months ended February 28, 1999 was
$181,918, a decrease of $218,751, or 55%, compared to the same period 1998. The
decrease in gross margin during the first quarter of 1999 was principally due to
the Company selling only to cash clients and not accepting any barter sales.
Gross margin for the first quarter of 1999 was 82% of total revenues
compared to 93% of total revenues for the same period in 1998. The reason for
the decrease in gross margin as a percentage of total revenues was primarily due
to the cost of goods sold relating to the new Kiosk product combined with lower
margins on Kiosk sales compared to radio sales. The lower margins on Kiosk sales
were partially offset by an increase in gross margins on radio sales.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
for the three months ended February 28, 1999 was $512,493, representing an
increase of $181,334, or 55% over the same period in 1998. The increase is
primarily due to increased costs associated with a growth in the number of
Company employees and programs offered by the Company and increased professional
fees relating to SEC reporting compliance and the acquisition of MTek Technical
Services, Inc. Amortization expense was $28,223 during the three months ended
February 28, 1999, an increase of $9,473, or 51%, compared to $18,750 for the
same period in 1998. The increase resulted from the purchase of MTek Technical
Services, Inc. Management expects general and administrative expenses to
continue to grow as the Company attempts to acquire new programming and
continues to develop existing programs.
INCOME TAXES. Due to loss carryforwards, there was no provision for income
taxes during the three months ended February 28, 1999 and 1998.
NET LOSS AND EARNINGS PER SHARE. Net loss for the three months ended
February 28, 1999 was $330,575, or $.03 per share. Net income for the three
months ended February 28, 1998 was $69,510, or $.02 per share. The loss for 1999
was mainly due to reduced revenues and increased amortization, professional
fees, and employee benefits.
Earnings per share, which includes the dilutive effects of options and
warrants to purchase common stock, are based upon 10,606,200 and 3,365,640
shares outstanding on February 28, 1999 and 1998, respectively. The Company
declared a three for one stock split in June of 1998 payable to all shareholders
or record as of July 31, 1998. Per share earnings for the first quarter of 1998
were adjusted to reflect the stock split.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Historically, the Company has financed its cash flow requirements through
cash flows generated from operations and financing activities. The Company's
working capital at February 28, 1999 was $1.37 million compared to $.07 million
at February 28, 1998. The increase in working capital was primarily due to an
increase in cash and cash equivalents resulting from the proceeds received in
connection with the sale of common stock.
10
<PAGE>
In June 1998 the Company completed a private placement of 250,000 units at
$2.00 per unit. Each unit consisted of one share of common stock and one warrant
to purchase one share of common stock, exercisable immediately. The warrants are
exercisable for $2.25 from June 1998 to January 31, 2000. The warrants then
become exercisable for $2.50 after February 1, 2000 and expire on July 31, 2001.
The Company received proceeds of $500,000 from the private placement.
In July 1998 the Company completed a second private placement of 500,000
units at $3.00 per unit. Each unit consisted of one share of common stock and
one warrant to purchase one share of common stock, exercisable immediately. The
warrants are exercisable at $3.50 and expire on July 31, 1999. The Company
received proceeds of $1,500,000 from the private placement.
The Company declared a three for one stock split in June of 1998 payable
to all shareholders or record as of July 31, 1998. The offerings discussed above
and the warrant prices indicated do not reflect the stock split.
The Company has long term note payable to ITEX Corporation with an
outstanding balance of $478,596 as of February 28, 1999. The original balance of
the note was $600,000. The terms of the note require the Company to pay $120,000
per annum plus interest calculated at 6%. The term of the note is five years and
the last payment is scheduled to be made on May 5, 2001. The note is secured by
equipment and accounts receivable.
Management believes that its available cash together with operating
revenues will be sufficient to fund the Company's working capital requirements
through November 30, 2000. The Company's management further believes it has
sufficient liquidity to implement its expansion and acquisition strategies.
YEAR 2000
- ---------
The last Year 2000 issue exists because many computer programs use two
digit date fields to define the applicable year rather than four digit date
fields. Because of this, computer equipment and software (sometimes referred to
as "information technology" or "IT") and devices with embedded technology
(sometimes referred to as "non-IT") that are time-sensitive may recognize a date
using "00" as the year 1900 rather than the year 2000. This could result in a
system failure or miscalculations causing disruptions of operations, including,
among other things, production delays or breakdowns, a temporary inability to
process transactions, send invoices, or engage in other normal business
activity. Incomplete or untimely resolution of the Year 2000 issue by the
Company or important suppliers or customers of the Company could have a
materially adverse effect on the Company's business, financial condition or
results of operations.
The Company's approach to the Year 2000 issue is discussed below. In
discussing the Year 2000 issue, the Company necessarily makes certain forward
looking statements. There can be no assurance that actual results will not
differ materially from the projections contained in the forward looking
statements. Factors which may cause actual results to differ materially include,
but are not limited to:
o failure of Company personnel and outside consultants to properly assess and
address the Company's Year 2000 issues,
o inaccurate or incomplete responses to questionnaires sent to third parties
or inaccurate disclosure by third parties regarding the Year 2000 issue,
11
<PAGE>
o failure to address Year 2000 issue with all vendors, including utility
vendors, and customers,
o infrastructure failures, such as disruptions in the supply of electricity,
gas, water or communications services, or major institutions, such as the
government and banking systems, and
o failure of the Company to accurately predict the costs to address the Year
2000 issue or the lost revenues related to interruption in the Company's or
its customers' businesses.
State of Readiness. The Company, in conjunction with outside consultants,
has made an assessment of the effect of the Year 2000 issue on its IT and non-IT
systems. The Company has identified certain modifications to its IT systems
which are necessary to address the Year 2000 issue and has fully implemented
those modifications. The Company has determined there are no necessary
modifications to its non-IT systems. Based on this assessment and implementation
of the modifications discussed above, the Company believes its IT systems and
non-IT systems will properly recognize calendar dates beginning in the year
2000.
In addition, the Company has evaluated, through conversations and
questionnaires sent to its critical vendors and customers, the IT systems of
most of its outside vendors and customers. The Company has received responses
from approximately 80% of its vendors and 45% of its customers. The Company does
not expect to receive all of the remaining responses in time to correct any
problems which may be identified in such responses. The Company has, however,
received replies from what the Company considers to be its critical vendors and
customers. Based on the responses received to date, the Company does not believe
the Year 2000 issue will have a material adverse effect on the Company.
Costs to Address Year 2000 Issue. To date, the Company has incurred costs
of approximately $5,000 and the Company estimates its total cost to become Year
2000 compliant will be approximately $10,000. Accordingly, the Company expects
the costs to address the Year 2000 issue will not have a material adverse
financial impact on the Company's financial condition or results of operations.
However, there can be no assurance that additional remediation and costs will
not be identified, especially since the Company has not received responses from
all third parties.
Risks of the Company's Year 2000 Issue. The most reasonably likely worst
case scenario for the Company would involve an extended shutdown in production
and/or lost revenue caused by interruption in the Company's customers'
businesses. The Company is unable to quantify the effect of such scenario.
However, the Company has identified its critical vendors and customers and does
not believe that any such vendors or customers represent a significant risk.
Company's Contingency Plan. Based on the Company's assessment of the Year
2000 issue, the Company has not developed and does not intend to develop a
contingency plan to address the reasonably likely worst case scenario.
12
<PAGE>
PART II - OTHER INFORMATION
- ---------------------------
ITEM 1. CHANGES IN SECURITIES AND USE OF PROCEEDS
- -------------------------------------------------
UNREGISTERED SECURITIES
- -----------------------
The following unregistered securities were issued by the Company during the
first quarter of 1999:
<TABLE>
<CAPTION>
- ------------------------------ ------------------------ ------------------ -------------------- ---------------------
Name of
Principal
Title and Amount of Underwriter/
Securities Underwriting Name or Class of
Granted/Exercise Price Discounts or Persons who Consideration
Date of Grant/Issue if Applicable Commissions Received Securities Received
- ------------------------------ ------------------------ ------------------ -------------------- ---------------------
<S> <C> <C> <C> <C>
Shareholders of
350,000 shares of MTek Technical
January 1999 Common Stock None/None Services, Inc. $1,267,000*
- ------------------------------ ------------------------ ------------------ -------------------- ---------------------
* Estimated value of assets acquired from MTek Technical Services, Inc.
</TABLE>
The above unregistered securities were sold or granted in reliance on an
exemption from the registration requirements of the Securities Act of 1933, as
amended ("Act") under Section 4 (2) of the Act and/or Regulation D promulgated
under the Act.
ITEM 2. OTHER INFORMATION
- --------------------------
On January 25, 1999, the Company completed its acquisition of MTek
Technical Services, Inc., a kiosk integration company providing customized
technical solutions, bar coding, and distribution channels. In the acquisition,
the Company acquired assets and assumed certain liabilities of MTek Technical
Services, Inc. for a purchase price of $1,367,000. The purchase price consisted
of $100,000 in cash and 350,000 shares of Company Common Stock.
The acquisition will be accounted for as a purchase. Accordingly, the
excess of the fair value of net assets acquired over liabilities will be
recognized as intangible assets and be amortized over their expected useful
lives. The following summarized the fair value of the assets acquired and
liabilities assumed in the Company's purchase of MTek Technical Services, Inc.:
Assets acquired:
Cash $ 200
Accounts receivable 66,875
Intangible assets:
Covenant not-to-compete 721,093
Goodwill 656,027
Liabilities assumed (77,195)
-----------------
Net assets acquired $ 1,367,000
=================
13
<PAGE>
ITEM 3. EXHIBITS AND REPORTS ON FORM 8-K
- ----------------------------------------
(a) The following exhibits are filed as part of this report:
Exhibit Number Description of Exhibit
-------------- ----------------------
27 Financial Data Schedule
(b) No reports on form 8-K were required to be filed during the quarter ended
February 28, 1999.
14
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
NBG RADIO NETWORK, INC.,
a Nevada corporation
Date: April 14, 1999 By: /s/ John J. Brumfield
----------------------------------------
John J. Brumfield, Chief Financial Officer
Vice President, Finance
(Principal Financial and Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S REPORT ON FORM 10-QSB FOR THE PERIOD ENDED FEBRUARY 28, 1999, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<CIK> 0001059366
<NAME> NBG Radio Network, Inc.
<MULTIPLIER> 1
<CURRENCY> USD
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-30-1999
<PERIOD-START> DEC-01-1998
<PERIOD-END> FEB-28-1999
<EXCHANGE-RATE> 1
<CASH> 1,377,094
<SECURITIES> 0
<RECEIVABLES> 1,528,787
<ALLOWANCES> 1,200
<INVENTORY> 0
<CURRENT-ASSETS> 2,904,681
<PP&E> 241,110
<DEPRECIATION> 73,905
<TOTAL-ASSETS> 5,011,783
<CURRENT-LIABILITIES> 546,714
<BONDS> 240,000
0
0
<COMMON> 10,840
<OTHER-SE> 5,196,862
<TOTAL-LIABILITY-AND-EQUITY> 5,011,783
<SALES> 181,918
<TOTAL-REVENUES> 222,447
<CGS> 40,529
<TOTAL-COSTS> 512,493
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 362
<INCOME-PRETAX> (330,575)
<INCOME-TAX> 0
<INCOME-CONTINUING> (330,575)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (330,575)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> (.02)
</TABLE>