SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
/X/ Quarterly report pursuant to Section 13 or 15(d) of the
Securities Act of 1934
For the quarterly period ended September 30, 2000 or
/ / Transition report pursuant to Section 13 or 15(d) of the
Securities Act of 1934
For the transition period from to
Commission file number 0-25105
LITE KING CORP.
(Exact Name of Registrant as Specified in its Charter)
New York 11-2996988
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
P.O. Box 940007, Belle Harbor, New York 11694
(Address of Principal Executive Office) (Zip Code)
(718)318-0994
(Registrant's Telephone Number, Including Area Code)
240 Clarkson Avenue, Brooklyn, New York 11226
(Registrant's Former Address)
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 and 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 ninety days.
Yes / X / No / /
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 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. 2,484,620
10Q-1
LITE KING CORP.
FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
I N D E X
Page
ACCOUNTANTS' REVIEW REPORT 1
BALANCE SHEETS - ASSETS 2
BALANCE SHEETS
- LIABILITIES AND SHAREHOLDERS' EQUITY 3
STATEMENTS OF SHAREHOLDERS' EQUITY 4
STATEMENTS OF OPERATIONS 5
STATEMENTS OF CASH FLOWS 6
NOTES TO THE FINANCIAL STATEMENTS 7-10
ACCOUNTANTS' REVIEW REPORT
To the Board of Directors and Shareholders
LITE KING CORP.
Belle Harbor, New York
We have reviewed the accompanying balance sheet of LITE KING CORP. as of
September 30, 2000 and the related statements of operations, shareholders'
equity and cash flows for the three month periods ended September 30, 2000
and 1999, in accordance with standards established by the American Institute
of Certified Public Accountants. All information included in these financial
statements is the representation of management of LITE KING CORP.
A review of interim financial information consists principally of obtaining
an understanding of the system for the preparation of interim financial
information, applying analytical review procedures to financial data, and
making inquiries of persons responsible for financial and accounting matters.
It is substantially less in scope than an examination in accordance with
generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the financial statements for them to be in conformity with
generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of June 30, 2000, and the related statements
of operations, shareholders' equity and cash flows for the year then ended
(not presented herein); and in our report dated July 26, 2000, we expressed
an unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying consolidated balance sheet as of
June 30, 1999 is fairly stated in all material respects in relation to the
consolidated balance sheet from which it has been derived.
GREENBERG & COMPANY LLC
Springfield, New Jersey
November 1, 2000
Page 1 of 10
LITE KING CORP.
BALANCE SHEETS
A S S E T S
Sept. 30, June 30,
2000 2000
(Unaudited)
CURRENT ASSETS
Cash and Cash Equivalents $ 789,865 $ 811,573
Accounts Receivable 1,696 12,716
Inventory 10,000 50,000
Prepaid Expenses 5,090 5,090
Total Current Assets 806,651 879,379
FIXED ASSETS, At Cost
Machinery and Equipment 354,446 364,011
Leasehold Improvements 9,787 9,787
Less: Accumulated Depreciation
and Amortization (357,733) (343,798)
6,500 30,000
OTHER ASSETS
Deposits 6,100 6,100
TOTAL ASSETS $ 819,251 $ 915,479
See Accountants' Review Report and accompanying notes to the financial
statements.
Page 2 of 10
LITE KING CORP.
BALANCE SHEETS
L I A B I L I T I E S A N D S H A R E H O L D E R S' E Q U I T Y
Sept. 30, June 30,
2000 2000
(Unaudited)
CURRENT LIABILITIES
Accounts Payable and Accrued Expenses $ 9,908 $ 24,058
Total Current Liabilities 9,908 24,058
OTHER LIABILITIES
Deferred Income Tax Liability 2,276 2,276
TOTAL LIABILITIES 12,184 26,334
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY
Common Stock ($.001 Par Value
50,000,000 shares authorized,
2,484,620 shares issued and
outstanding 5,400 5,400
Paid-In Capital 1,139,880 1,139,880
Retained Earnings (Deficit) (338,213) (256,135)
TOTAL SHAREHOLDERS' EQUITY 807,067 889,145
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $ 819,251 $ 915,479
See Accountants' Review Report and accompanying notes to the financial
statements.
Page 3 of 10
LITE KING CORP.
STATEMENTS OF SHAREHOLDERS' EQUITY
For The Period July 1, 1999 to September 30, 2000
Total
Number $.001 Retained Share-
of Par Paid-In Earnings holders'
Shares Value Capital (Deficit) Equity
BALANCES AT
JULY 1, 1999 2,484,620 $5,400 $1,139,880 $ 178,092 $1,323,372
Net Income (Loss)
for the
year ended
June 30, 2000 (434,227) (434,227)
BALANCES AT
JUNE 30, 2000 2,484,620 5,400 1,139,880 (256,135) 889,145
Net Income (Loss)
for the three
months ended
Sept. 30, 2000
(Unaudited) (82,078) (82,078)
BALANCES AT
SEPT. 30, 2000
(Unaudited) 2,484,620 $5,400 $1,139,880 $(338,213) $ 807,067
See Accountants' Review Report and accompanying notes to the financial
statements.
Page 4 of 10
LITE KING CORP.
STATEMENTS OF OPERATIONS
(Unaudited)
For The Three Months Ended
September 30,
2000 1999
REVENUES
Sales - Net $ 15,956 $343,080
COST OF GOODS SOLD
Beginning Inventory 50,000 562,926
Purchase and Freight 26 37,680
Direct Labor 6,590 42,965
56,616 643,571
Less: Inventory - End of Period 10,000 402,926
46,616 240,645
GROSS MARGIN (LOSS) (30,660) 102,435
Interest Income 9,509 4,036
General and Administrative
Expenses (46,700) (77,013)
Depreciation and Amortization Expense (13,935) (8,000)
INCOME (LOSS) BEFORE INCOME TAXES (81,786) 21,458
Income Tax Expense 292 832
NET INCOME (LOSS) $(82,078) $ 20,626
Basic and Diluted Earnings (Loss) Per Share $(.03) $ .01
Weighted Average Number of Shares
of Common Stock Outstanding 2,484,620 2,484,620
See Accountants' Review Report and accompanying notes to the financial
statements.
Page 5 of 10
LITE KING CORP.
STATEMENTS OF CASH FLOWS
(Unaudited)
For The Three Months Ended
September 30,
2000 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $(82,078) $ 20,626
Adjustment to Reconcile Net Income
to Net Cash Provided By (Used In)
Operating Activities:
Depreciation and Amortization
Expense 13,935 8,000
Change in Assets and Liabilities:
Decrease (Increase) in Accounts
Receivable 11,020 (11,100)
Decrease (Increase) in Inventory 40,000 159,999
Decrease (Increase) in Prepaid
Expenses -0- 13,414
Increase (Decrease) in Accounts
Payable and Accrued Expenses (14,150) (91,497)
Net Cash Provided By (Used In)
Operating Activities (31,273) 99,442
CASH FLOWS FROM INVESTING ACTIVITIES
Capital Expenditures -0- (898)
Proceeds from Sale of Equipment 9,565 -0-
Net Cash Provided By (Used In)
Investing Activities 9,565 (898)
Net Increase (Decrease) in Cash and
Cash Equivalents (21,708) 98,544
Cash and Cash Equivalents at
Beginning of Period 811,573 604,463
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $789,865 $703,007
Supplemental Disclosures of Cash Flow Information:
Cash Paid During the Year for:
Interest $ -0- $ -0-
Income Taxes $ 292 $ 832
See Accountants' Review Report and accompanying notes to the financial
statements.
Page 6 of 10
LITE KING CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
NOTE 1: ORGANIZATION AND NATURE OF OPERATIONS
Lite King Corp. (LKC) is a New York corporation. LKC's
principal business is the manufacture and assembly of
electrical wiring devices, cord sets and sockets. LKC's
customers consist of manufacturers of lamps, chandeliers,
Christmas and Halloween illuminated decorations, novelties,
point of purchase displays, signs, and other electrical
specialties. The customers are located throughout North
America. See Note 6 (Subsequent Event).
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
CASH AND CASH EQUIVALENTS
Cash equivalents consist of highly liquid, short-term
investments with maturities of 90 days or less. The carrying
amount reported in the accompanying balance sheets approximates
fair value.
ACCOUNTS RECEIVABLE
Accounts receivable are judged as to collectibility by
management and an allowance for bad debts is established as
necessary. As of each balance sheet date, no reserve was
considered necessary.
INVENTORY
Inventories are stated at the lower of cost or market for June
30, 1999 and prior years. Cost is determined by the first-in,
first-out method. Inventory is stated at estimated net
realizable value at September 30, 2000 and June 30, 2000.
Inventories principally consist of raw materials.
During the three months ended September 30, 2000 the Company
sold $15,000 of its inventory and wrote down its inventory to
its estimated net realizable value of $10,000 and recorded a
charge of $25,000 in Cost of Goods Sold. Management has
decided to pursue other business ventures and has decided to
liquidate its inventory at a substantial discount from cost in
an effort to expedite the sale of the remaining inventory.
CONCENTRATION OF CREDIT RISK
The Company's financial instruments that are exposed to
concentrations of credit risk consist primarily of cash and
short-term investment.
See Accountants' Review Report.
Page 7 of 10
LITE KING CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
(Continued)
The Company maintains its cash and cash equivalents accounts
primarily with banks. The total cash balances are insured by
F.D.I.C. up to $100,000 per bank. The Company had cash and
cash equivalents balances on deposit with three institutions
at September 30, 2000 that exceeded the balance insured by the
F.D.I.C. in the amount of $686,265.
PROPERTY AND EQUIPMENT
Renewals and betterments are capitalized; maintenance and
repairs are expensed as incurred.
Depreciation is calculated using the straight line method over
the asset's estimated useful life, which generally
approximates 10 years.
In accordance with SFAS 121, during the three months ended
September 30, 2000 the Company wrote down its equipment by
approximately $13,900. This write down was included in
depreciation in 2000. Estimated salvage values were used and
are based on estimated net proceeds upon the sale of certain
assets.
REVENUE RECOGNITION POLICY
The company recognizes sales, for both financial statement
purposes and for tax purposes, when the products are shipped
to customers.
ESTIMATES IN FINANCIAL STATEMENTS
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from
those estimates.
INCOME TAXES
The Company accounts for income taxes in accordance with
Statement of Financial Accounting Standards ("SFAS") No. 109,
"Accounting for Income Taxes." SFAS 109 has as its basic
objective the recognition of current and deferred income tax
assets and liabilities based upon all events that have been
recognized in the financial statements as measured by the
provisions of the enacted tax laws.
See Accountants' Review Report.
Page 8 of 10
LITE KING CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
(Continued)
Valuation allowances are established when necessary to reduce
deferred tax assets to the estimated amount to be realized.
Income tax expense represents the tax payable for the current
period and the change during the period in the deferred tax
assets and liabilities.
CAPITAL STOCK
In October 1998, the Company increased its authorized common
shares from 200 to 50,000,000, changed the par value from none
to $.001 per share, and declared a stock split of 24,846.2 to
one. All related share and per share amounts have been
retroactively restated for these changes.
NOTE 3: COMMITMENTS AND CONTINGENCIES
The company was in a lease for office and factory space
requiring minimum annual base rental payments for the fiscal
periods shown as follows:
2001 $26,433
Rental expense under this lease for the three months ended
September 30, 2000 and 1999 was $14,500 and $14,500,
respectively. On October 30, 2000 the Company terminated this
lease. (See subsequent event.)
NOTE 4: INCOME TAXES
Income taxes are accrued at the statutory U.S. and state income
tax rates.
Income tax expense is principally due to state and local income
taxes based upon capital. Deferred tax liabilities relate to
depreciation timing differences and operating loss carrybacks.
During the year ended June 30, 2000 the Company incurred a tax
net operating loss of approximately $400,000 which is allowed
to be carried forward for 20 years.
September 30,
2000 1999
Current tax expense (benefit):
Income tax at statutory rates $ 292 $ 6,979
Deferred tax expense (benefit):
Operating loss carryforwards -0- (6,147)
Total Tax Expense (Benefit) $ 292 $ 832
See Accountants' Review Report
Page 9 of 10
LITE KING CORP.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
(Continued)
The tax effect of significant temporary differences, which
comprise the deferred tax assets and liabilities are as
follows:
Sept. 30 June 30,
2000 2000
Deferred tax asset:
Operating loss carryback $259,465 $228,658
Valuation allowance (259,465) (228,658)
Net deferred tax asset $ -0- $ -0-
Deferred tax liability:
Depreciation $ 2,276 $ 2,276
The Company has fully reserved the September 30, 2000 and the
June 30, 2000 deferred tax asset due to substantial losses and
a lack of current operating profitability for the foreseeable
future.
NOTE 5: POSTRETIREMENT EMPLOYEE BENEFITS
The company does not have a policy to cover employees for any
health care or other welfare benefits that are incurred after
employment (postretirement). Therefore, no provision is
required under SFAS's 106 or 112.
NOTE 6: INTERIM FINANCIAL REPORTING
The unaudited financial statements of the Company for the
period July 1, 2000 through September 30, 2000 have been
prepared by management from the books and records of the
Company, and reflect, in the opinion of management, all
adjustments necessary for a fair presentation of the financial
position and operations of the Company as of the period
indicated herein, and are of a normal recurring nature.
NOTE 7: SUBSEQUENT EVENTS
Management has decided to pursue other business ventures and
has decided to terminate the electrical wiring assembly
business. Therefore, management has written down its inventory
and fixed assets to their estimated net realizable value at
June 30, 2000 and September 30, 2000
On October 30, 2000, the Company terminated its lease for the
office and factory space.
See Accountants' Review Report.
Page 10 of 10
PART 1 Financial Information
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Lite King Corp. ("The Registrant") was incorporated in New York
on January 4, 1990 and is currently engaged in the manufacture and
assembly of wiring devices.
From February 1990 to March 31, 1999, the Registrant operated
as a wholly owned subsidiary of Daine Industries, Inc. ("Daine"). The
Board of Directors of Daine had determined to spin-off Lite King Corp.'s
shares of common stock to its shareholders on a pro rata basis. Daine
owned all of the 2,484,620 outstanding shares of the Registrant which
were distributed in May 1999 to its shareholders as of November 30,
1998.
Management of Daine and the Registrant believed the two
companies as separate entities may create additional value for the
shareholders. There is no assurance of any trading market developing.
It should be noted that even though Daine is a public company it has not
traded in the past two years. Management will attempt to use Daine as
a "shell" vehicle to acquire an operating business.
On February 26, 1990 Daine (through the Registrant) acquired
substantially all of the assets (with the exception of the cash) and the
business of Lite King Corporation, a manufacturer and assembler of
wiring devices, cord sets and sockets. The assets acquired had a total
cost of $738,079, consisting of machinery and equipment, inventory,
accounts receivable, a non compete clause entered into with Lite King
Corporation's former president and principal shareholder and a rent
deposit. The purchase price ($663,079 in cash and a $75,000 five year
note payable in quarterly installments with interest of 12%) was arrived
at by arms length negotiations and Daine obtained the funds for the
purchase from its own internal sources. There was no material
relationship between Daine and Lite King Corporation or any of its
officers or directors prior to this transaction. The Registrant had
entered into a six month consulting agreement with Lite King
Corporation's former president and owner Mr. Jerold Kolton. For the
consulting services rendered the Registrant paid Mr. Kolton the sum of
$36,000 plus expenses of $9,000 for a total of $45,000.
The Registrant and its predecessors have been in operation for
over twenty five years and its customers were in the Christmas,
Halloween, lamp, lighting, point of purchase display and ceramic
products field. Lite King's electrical wiring devices, consisted of
wiring harnesses, "pigtails", power supply cords and the sale of bulbs.
Wiring harnesses consist of wire, one or more sockets on a line with a
polarized plug and with or without a plug and a switch (which is
optional). "Pigtails" consisted of a socket and wire. Power supply
cords consists of a plug, wire and a switch (which is optional). The
Registrant's customers consisted of manufacturers of lamps, chandeliers,
Christmas and Halloween illuminated decorations, novelties, point of
purchase displays, signs, religious illuminated items, illuminated
ceramic products and electrical specialties. The Registrant's
"pigtails" were primarily sold to lamp and chandelier manufacturers
while wiring devices and power supply cords were sold primarily to the
Registrant's other customers.
The Registrant obtained its raw materials from a number of
different suppliers and believed that it was not dependent upon any
source of supply. It faced competition from a number of domestic and
international wiring device manufacturers, several of whom were
considerably larger than the Registrant. Competition is believed to be
intense and while the Registrant believed it was able to finance future
growth internally, management believed that a number of the Registrant's
competitors were materially stronger financially along with having
production facilities located domestically and overseas, taking
advantage of lower rates offshore.
Lite King's facilities consist of approximately 16,000 square
feet of office and factory space with annual lease payments of $58,000
plus tax escalations. The lease is scheduled to expire on April 30,
2002. At September 30, 2000, there were three employees in non
manufacturing activities and one engaged in manufacturing activities.
Management of the Registrant has recently concluded that it
will continue to experience declining profit margins in its major core
business: seasonal holiday light sets. The declining margins are due to
large disparities in labor rates experienced by the Registrant as
compared with labor rates existing in Far Eastern markets. Prices
offered by Far Eastern competitors continue to decline and the
Registrant cannot compete effectively with these competitors.
The Registrant also operates its production operations
utilizing a union representing manufacturing employees and the disparity
between labor rates experienced in the northeastern part of the U.S. and
those experienced by competitors in Mainland China and Mexico continues
to grow. To management's knowledge, there has been no other U.S.
manufacturer (competitor) of decorative seasonal lighting products for
the past few years with several domestic competitors acting in the role
of "wholesalers" bringing in finished product from Mexico and Mainland
China. These imports of product has resulted in continuing lower
selling prices offered to the Registrant's customers with the Registrant
continuing to lower its prices to compete.
Being the only U.S. manufacturer also placed the Registrant
under more product review by Underwriter's Laboratories Inc (U.L.) and
the Canadian Standards Association (C.S.A.) since both testing companies
had fewer U.S. competitive manufacturers to visit. The Registrant found
scrutiny of Mainland Chinese competitors to be less than those it has
experienced with more competitive, defective and inferior products being
shipped to the U.S. This has resulted in more consumer complaints and
accidents from inferior products made offshore.
The result has been the imposition of more and more regulations
and costly changes being placed by U.L. on the Registrant to the point
that it has become unprofitable and expensive to manufacture products in
the U.S. U.L.'s changes has also changed the components and raw
materials needed by the Registrant. Management has found that there are
no domestic buyers for much of its existing raw materials, inventory and
equipment since a good deal of production activities has moved outside
the U.S. to lower labor markets in Mexico, Dominican Republic, Mainland
China, Malaysia and other countries.
The Registrant has concluded that its best strategy for the
future would be to close down its production activities, sell off its
business assets (inventory, equipment, customer accounts, and U.L. and
C.S.A. product files) and position itself in an unrelated business
activity. Such alternative activities may take the form of making the
Registrant available as a reverse merger candidate (public shell
company) or entering the venture capital/financial consulting field whre
it can offer the president's experience (he has completed two reverse
mergers in 1998 and 1999 and has been engaged in financial consulting
activities since 1983 through an affiliated company, Modern Technology
Corp).
Management anticipates that once production and business
activities in the electrical cord field are terminated (production
stopped in October 2000) it will actively seek out companies for either
potential merger or for involvement through providing equity capital and
managerial assistance. Management intends to focus its efforts on
companies in the fields of information technology, telecommunications
and medical instrumentation with special emphasis on internet
software/hardware, wireless communications, fiberoptics and
semiconductors.
For the quarter ended September 30, 2000, the Registrant
continued to manufacture some product for its customers. It has been in
discussion with a number of companies regarding their purchase of the
Registrant's inventory and equipment. However as mentioned earlier,
management has found a small number of domestic manufacturers willing to
purchase the Registrant's raw materials and equipment. Management has
closed down its production facilities during October 2000. All
remaining assets and equipment has been liquidated, with some equipment
being placed with a dealer for sale on a "consignment" and auction
basis.
As a subsequent event to the quarter ended September 30, 2000,
management has been unable to locate any company willing to buy its
inventory and equipment (including customer accounts, U.L./C.S.A. files)
as a package and the Registrant has been forced to sell off most of its
inventory and equipment individually. This has resulted in the
Registrant being forced to record a one time writedown of most of the
cost of its remaining inventory and equipment. The Registrant has been
unable to recoup most of its cost in these assets and it has suffered a
loss on their sale.
For the quarter ended September 30, 2000, the Registrant has
written down its inventory to $10,000 which reflects the amount of
inventory sold during October 2000 as scrap copper. This write down
amounts to a $40,000 reduction in inventory and accounts for about 50%
of the net loss which occurred during the quarter ended September 30,
2000.
The Registrant has terminated all operations related to its
electrical products business during October 2000 and has closed down its
production facilities on October 27, 2000 leaving the premises on that
date. It also concluded an agreement with the owner of the facilities
("landlord") it has been leasing, to terminate its lease effective
October 31, 2000. The agreement called for the Registrant paying rent
through December 31, 2000 and forfeiting its security deposit and
interest held by the landlord and paying real estate and water taxes
related to the facilities rented through October 31, 2000.
Management estimated that this payment to the landlord of
approximately $25,000 resulted in the Registrant saving 16 months of
future rent payments and real estate and water taxes due (lease ended
April 2002), or a savings of approximately $90,000. The Registrant has
received a written release from the landlord for future rental payments,
real estate and water taxes and of any further obligations and claims by
the landlord.
The cash and cash equivalents balances of the Company as of
September 30, 2000 and June 30, 2000 were $789,865 and $811,573
respectively. This decrease of approximately $21,000 was due to a
reduction in payables and accrued expenses (approximately $14,000) and
payment of operating expenses. The Registrant expects that its current
balances of cash and cash equivalents will be sufficient to meet its
minimum planned capital and liquidity needs for the next year.
The Registrant does not believe that the impact of inflation on
its activities are significant.
PART II. OTHER INFORMATION:
Item 1. Legal Proceedings. None.
Item 2. Changes in Securities. None.
Item 3. Defaults upon Senior Securities. None.
Item 4. Submission of Matters To A Vote of Security Holders. None.
Item 5. Other Materially Important Events. None.
Item 6. Exhibits and Reports on Form 8-K. None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
By: Arthur Seidenfeld
President
Dated: November 6, 2000
