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 January 31, 2000
[ ] Transition report under Section 13 or 15(d) of the Exchange Act
Commission file number 0-25659
VIRILITEC INDUSTRIES, INC.
(Exact name of small business issuer as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
11-3447894
(IRS Employer Identification No.)
100 Cedarhurst Avenue, Suite 201, Cedarhurst, New York 11516
(Address of principal executive offices)(Zip Code)
(800) 775-0712 ext. 4144
(Issuer's telephone number)
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, and (2) has been
subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
As of January 31, 2000, the Registrant had 4,702,100 shares of its Common Stock
outstanding.
Transitional Small Business Disclosure Format: Yes [ ] No [X]
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
100 CEDARHURST AVE. SUITE 201
CEDARHURST, NEW YORK 11516
FINANCIAL STATEMENTS
FOR THE PERIOD AUGUST 11, 1998
(INCEPTION) TO JANUARY 31, 2000
<PAGE>
ACCOUNTANT'S REPORT
Virilitec Industries Inc.
100 Cedarhurst ave. Suite 201
Cedarhurst, NY 11516
I have reviewed the accompanying balance sheet of Virilitec Industries Inc. (a
development stage company) as of January 31, 2000 and the related statements of
operations and accumulated deficit, stockholders equity and cash flows for the
six months then ended and the statements of operations and accumulated deficit,
stockholders' equity and cash flows for the period August 11, 1998 (Inception)
to January 31, 2000, in accordance with Statements on Standards for Accounting
and Review Services issued by the American Institute of Certified Public
Accountants. All information included in these financial statements is the
representation of the management of Virilitec Industries Inc.
A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit 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, I do not express such an opinion.
Based on my review, I am not aware of any material modifications that should be
made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.
/s/Joseph Morgenstern
Joseph Morgenstern
Certified Public Accountant
February 29, 2000
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
JANUARY 31, 2000
ASSETS
Current Assets:
Cash $ 6,946
Due from officer 8,640
--------
Total Current Asset 15,586
--------
Equipment, net 1,800
License fee 8,500
--------
Total Assets $ 25,886
========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable and
accrued expenses $ 6,201
---------
Commitments and other matters
Stockholders' Equity:
Common stock, $.0001 par value;
20,000,000 shares authorized; 4,702,100 shares
issued and outstanding, of which 3,175,000
shares are restricted shares 471
Additional paid-in capital 241,456
---------
241,927
Deficit accumulated during the
development stage (222,242)
----------
Total Stockholders' Equity 19,685
---------
Total Liabilities &
Stockholders' Equity $ 25,886
=========
See accountant's report.
The accompanying notes are an integral part of these financial statements.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
AND ACCUMULATED DEFICIT
FOR THE SIX MONTHS ENDED JANUARY 31, 2000
AND FOR THE PERIOD AUGUST 11, 1998
(INCEPTION) TO JANUARY 31, 2000
-------------------------------
Cumulative Amounts
For the Period
Six August 11, 1998
Months Ended (Inception) To
January 31, 2000 January 31, 2000
Sales $ -0- $ -0-
Costs and expenses:
Officer's salary (20,000) (58,460)
Other compensation expense -0- (52,500)
Management fees -0- (38,500)
Compensation expense of
international counsel ( 4,936) (35,000)
General and administrative
expenses (17,502) (22,876)
Travel (6,600) (12,380)
Depreciation ( 600) (1,800)
Taxes (250) ( 750)
Interest income -0- 24
--------- --------
Net Loss ( 49,888) (222,242)
Accumulated deficit,
beginning of period (172,354) -0-
-------- ------
Accumulated deficit,
end of period $(222,242) $(222,242)
========== ==========
See accountant's report.
The accompanying notes are an integral part of these financial statements.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
AND ACCUMULATED DEFICIT
FOR THE SIX MONTHS ENDED JANUARY 31, 2000
AND FOR THE PERIOD AUGUST 11, 1998
(INCEPTION) TO JANUARY 31, 2000
-------------------------------
Deficit
Common Stock Accumulated
$.0001 Par Value Additional During The
Paid - In Development
Shares Amount Capital Stage
Common stock issued in 3,100,000 $ 310 $( 310)
connection with the
formation of the Company
Common stock issued 933,000 93 41,417
Contributed services:
Officer's salary 14,615
Rent 750
Other comp. expense 525,000 52 52,448
Compensation of
international counsel 50,000 5 10,091
Net loss - August 11,1998
through December 31, 1998 $ (78,783)
---------- ------ ------- ------------
Balance-December 31, 1998 4,608,000 461 119,010 (78,783)
---------- ------ -------- ------------
Common stock issued 4,100 4,400
Contributed services:
Officer's salary 16,667
Rent 750
Management fees 55,000 6 38,494
Compensation of
international counsel 14,135
Stock issuance costs (24,440)
Net loss - five months
ended May 31, 1999 (79,342)
---------- ------ ------- -----------
Balance - May 31, 1999 4,667,100 467 169,016 (158,125)
---------- ----- --------- -----------
Contributed services:
Officer's salary 7,178
Rent 300
Compensation of
international counsel 5,833
Stock issuance costs (540)
Net loss - two months
ended July 31, 1999 (14,229)
---------- ------ ------- ----------
Balance - July 31, 1999 4,667,100 $ 467 $181,732 $(172,354)
---------- ------ -------- ----------
See accountant's report.
The accompanying notes are an integral part of these financial statements.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
AND ACCUMULATED DEFICIT
FOR THE SIX MONTHS ENDED JANUARY 31, 2000
AND FOR THE PERIOD AUGUST 11, 1998
(INCEPTION) TO JANUARY 31, 2000
-------------------------------
Deficit
Common Stock Accumulated
$.0001 Par Value Additional During The
Paid - In Development
Shares Amount Capital Stage
Balance - July 31, 1999 4,667,100 $ 467 $181,732 $(172,354)
---------- ------ -------- ----------
Contributed services:
Officer's salary 10,000
Rent 450
Compensation of
international counsel 4,936
Common stock issued 15,000 2 14,998
Net loss - three months
ended October 31, 1999 (27,818)
---------- ------ ------- ----------
Balance-October 31, 1999 4,682,100 469 212,121 (200,172)
---------- ------ -------- ----------
Contributed services:
Officer's salary 10,000
Rent 450
Common stock issued 20,000 2 19,998
Stock issuance costs (1,113)
Net loss - three months
ended January 31, 2000 (22,070)
---------- ------ ------- ----------
Balance-January 31, 2000 4,702,100 $ 471 $241,456 $(222,242)
========== ====== ======== ==========
See accountant's report.
The accompanying notes are an integral part of these financial statements.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JANUARY 31, 2000
AND FOR THE PERIOD AUGUST 11, 1998
(INCEPTION) TO JANUARY 31, 2000
-------------------------------
Cumulative Amounts
For the Period
Six months August 11, 1998
Ended (Inception) To
January 31,2000 January 31,2000
Cash Flows From Operating Activities
Net loss $( 49,888) $(222,242)
Adjustments to reconcile net
loss to net cash used in operating
activities:
Depreciation 600 1,800
Contributed services 26,836 187,160
Changes in operating assets
and liabilities:
Accrued expenses 4,931 6,201
Due from officer (8,720) (8,640)
--------- --------
Net cash used in operating
activities (27,241) (35,721)
--------- ---------
Cash Flows From Investing Activities
Capital expenditures -0- (3,600)
License fee -0- (8,500)
-------- --------
Net cash used in investing
activities -0- (12,100)
------- --------
Cash Flows From Financing Activities
Stock offering 35,000 80,910
Cost of stock offering (1,113) (26,143)
------ ---------
Net cash from financing
activities 33,887 54,767
--------- --------
Net increase (decrease) in cash 6,646 6,946
Cash at beginning of period 300 -0-
------- ------
Cash at end of period $ 6,946 $ 6,946
========= =========
See accountant's report.
The accompanying notes are an integral part of these financial statements.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2000
THE COMPANY
Virilitec Industries Inc. (the Company) was incorporated on August 11, 1998 with
total authorized shares of 20,000,000, par value $.0001. The Company was formed
to license and distribute a line of bioengineered virility supplements.
Initially, the Company intends to market its product in international markets,
using independent sales agents. The Company is in the development stage and its
efforts through January 31, 2000 have been principally devoted to organizational
activities and raising capital. Management anticipates incurring additional
losses as it pursues its organizational and development efforts. The Company's
initial stock offering was closed on April 6, 1999. The Company believed it
raised sufficient funds from the offering to finance its operations. Company
also believes it will be able to obtain any additional funds required.
SIGNIFICANT ACCOUNTING POLICIES
Use Of Estimates
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 and disclosure of
contingent 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.
Depreciation
Equipment, primarily computers, is depreciated by the straight-line method over
its estimated useful life. When property is retired or otherwise disposed of,
the cost and accumulated depreciation are removed from the accounts and any
resulting gain or loss is included in operations.
Amortization
The licensing fee will be amortized on the straight-line basis over the life of
the agreement. All mandatory additional annual payments will be charged to
operations as they become due.
Stock issuance costs
Stock issuance costs represent expenses related to the Company's offering. These
expenses include the direct costs of the offering such as legal, filing fees,
printing and related consulting fees. These costs were deducted from the
proceeds of the offering.
Stock Offering
The Company's initial offering consisted of up to 460,000 units at $1.00 per
unit. Each unit entitles the holder to one (1) share of common stock, $.0001 par
value and one (1) redeemable Class A warrant entitling the holder to purchase
one (1) share of restricted common stock at an exercise price of $10.00 per
share. The Company is currently conducting a second stock offering of up to
100,000 shares at $1.00 per share. As of the date of these financial statements,
35,000 shares have been sold.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2000
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
The Company has issued an aggregate of 525,000 shares of stock to certain
officers and directors in exchange for present and anticipated management
services. The stock has been recorded at its estimated fair value of $.10 per
share. The Company later issued an aggregate of 105,000 shares to consultants in
exchange for services. The stock has been recorded at its estimated fair value
of $.70 per share with a corresponding amount as compensation expense.
CAPITALIZATION
The Company currently has 4,702,100 shares of common stock outstanding, of which
management owns 3,675,000. Included in the 3,675,000 shares owned by directors
and company management are 3,175,000 shares of restricted shares as defined in
the Securities Act of 1933 and the regulations thereunder. Management which owns
3,125,000 restricted shares has agreed not to sell any of such shares for a
period of one year following the final closing of the Stock Offering referred to
above.
OPTIONS
The Company has granted stock options to certain officers and directors to
purchase additional shares of restricted common stock of the Company as follows:
Exercise
Option Holders Number of Options Price (Per Share)
- -------------- ----------------- -----------------
President and
Chairman of Board
of Directors 175,000 2.50
President 150,000 4.00
Vice President/Director 25,000 2.00
Vice President/Director 50,000 3.00
Secretary/Treasurer and Director 25,000 2.50
Secretary/Treasurer and Director 50,000 4.00
Under the terms of the Company's licensing agreement, the Company has also
agreed to grant stock options to its manufacturer to purchase up to 300,00
additional restricted shares of the common stock of the Company for a period of
five years beginning January 31, 2000 according to the following schedule:
Exercise
Effective Date Number of Shares Price (Per Share)
- -------------- ---------------- -----------------
10/31/1999 100,000 10.00
03/31/2000 100,000 10.00
10/31/2000 100,000 10.00
This options shall become effective only in the event the licensing and
distribution agreement between the Company and the manufacturer is still in
effect on the date the options are due to be effective.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2000
LICENSING AND DISTRIBUTION AGREEMENT
The Company has entered into a fifty (50) year licensing and distribution
agreement, whereby the Company was granted exclusive rights to distribute a
certain nutritional supplement designed to enhance human male sperm count and
potency. Under the terms of the agreement, the Company's independent sales
agents will place orders directly with the manufacturer, which will fill such
orders. The sales agents will pay the manufacturer upon order placement, and the
manufacturer, acting as collections agent for the Company, will forward the
Company's portion of sales proceeds to the Company. The manufacturer has agreed
to periodic review of its order receipts in order to ensure that the Company is
receiving its appropriate revenue.
The Company has paid an initial non-refundable one time licensing fee of $8,500.
The Company will also pay an annual licensing fee of $10,000, commencing on 90
days after the product is manufactured and delivered and each year thereafter,
on the anniversary of the first payment's due date as long as the licensing and
distribution agreement has not been terminated before the date such payment is
due. The Company's agents are required to pay the manufacturer $1.85 for each
unit of the product sold of which the manufacturer retains $1.45 and forwards
$.40 to the company. The parties have agreed to certain minimum sales and
production quotas. If either the company or the manufacturer fail to meet the
minimum sales and production quotas, either party may terminate the agreement
without penalties.
INCOME TAXES
As of July 31, 1999, the Company has an operating loss carry forward for tax
purposes of approximately $172,000, which expires in 2014. The Company has fully
reserved the tax benefit of the operating loss carry forward because the
likelihood of realization of the benefit cannot be established.
COMMITMENTS
The Company maintains its corporate offices rent free at an office of one of its
shareholders at 100 Cedarhurst Ave. Suite 201, Cedarhurst, NY 11516. The Company
has agreed to either sublet the space it is currently using at a cost of $150
monthly, or relocate its office to another location. Management anticipates that
the monthly rental cost of another item should be no more than $500. The company
included rent expense of $150 a month in the General and Administrative expenses
with a corresponding amount in paid in capital.
The president of the company will receive an annual salary of $40,000. The
President has waived payment, accordingly; the pro-rata amount is included in
general and administrative expenses with a corresponding amount in paid in
capital.
<PAGE>
VIRILITEC INDUSTRIES INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 2000
COMMITMENTS (CONTINUED)
On September 18, 1998, the Company entered into an agreement with an individual
to perform the duties of international counsel for a period of one year in
exchange for 50,000 shares of company stock. The total fair market value of the
shares and services has been determined to be $35,000; accordingly, the pro-rata
portion of this amount has been charged to compensation expense with
corresponding amounts charged to stock and paid-in capital. The agreement has
not been renewed.
The Company has also hired an individual to act as its local agent in the State
of Israel. The agent's duties will include supervising the completion of the new
manufacturing facility of its supplier, reviewing applications for local
licenses and approvals, as well as overseeing the initial product runs and
testing for quality control. The agreement will terminate at the later of either
March 31, 2000, or 45 days after the aforementioned manufacturing facility is
operational and delivers its first shipment to the Company. The Company has
issued 55,000 shares to the agent as compensation for these services. The value
of these services has been determined to be $38,500 and has been recorded as an
expense with corresponding offsets to common stock and paid-in capital.
SUBSEQUENT EVENT
The Company is currently conducting a second stock offering of up to 100,000
shares at $1.00 per share.
<PAGE>
Item 2. Plan of Operations.
The following discussion should be read in conjunction with
the financial statements and related notes which are included under Item 1.
Statements made below which are not historical facts are forward-looking
statements. Forward-looking statements involve a number of risks and
uncertainties including, but not limited to, general economic conditions,
availability of our product, our ability to market our product, competitive
factors and other risk factors as stated in other of our public filings with the
Securities and Exchange Commission.
The Company was formed to license and distribute a line of
bioengineered virility nutritional supplements, designed to enhance human male
sperm count and potency (the "Product"). The Product is a nutritional supplement
derived from natural materials and compounds. While the Company believes it
contains properties that could stimulate human male sperm production and sexual
virility, it does not make any claims whatsoever that the product does in fact
induce the desired results. The Company has not clinically tested the product,
nor has it been clinically tested in a previous formulation. There is no
statistical data to support any claims of effectiveness and the Company makes no
such clinical claims.
The Company is currently waiting for the initial production date of the
Product. Until the production facilities of its supplier, Vitahealth Scientific,
Inc. ("Vitahealth") are operational, the Company cannot begin to market the
Product with an expectation to be able to deliver goods within a reasonable
amount of time. The Company has been advised by Vitahealth that it expects to
begin delivery of the Product around the end of the first quarter of 2000.
Vitahealth had originally planned to lease and construct its facility
based upon commitments made to Vitahealth by the Company regarding the initial
licensing fee and ongoing support. Because the Company's financing via its
initial offering did not proceed according to management's initial timetable,
the Company could not honor those commitments on a timely basis. As such,
Vitahealth had to abandon the original site selected for its production
facility. As it now had a new time window available due to the financing delays,
Vitahealth decided to reformulate the Product and to try to refine the
production run. When the Company completed its offering, the reformulation was
not yet finished. Once the reformulation was completed, Vitahealth had to
reselect a site and negotiate tenancy as well as redesign and outfit the
production facility in the new plant.
The Company has interviewed sales agents only in Israel and England,
and has identified agents it intends to retain as distributors as soon as
production commences. Because of the delays involved with commencing Product
production, the Company was uncertain as to exactly when such agents could begin
the sales process and could not, in good faith, make commitments to potential
distributors. As such, management has delayed interviewing potential
distributors in other countries. As soon as initial sales via the Israel and
England distributors are processed, the Company will resume its efforts to
identify and engage additional international distributors.
The Company intends to allow each master distributor exclusive rights
within his/her own country. Any sales generated in their territory shall be for
the sole benefit of the sales agents. When a sales agent becomes a distributor
for the Company, they agree to purchase the Product from the Company for $1.85
per capsule, and the Company's independent sales agents are projected to sell
them for approximately $2.15 to $2.25 per capsule. However, the sales agents can
sell the capsules at whatever price they determine. The sales agents
compensation is the difference between what they pay the Company for the product
and the price they sell the Product.
<PAGE>
At the present time, management has full faith in Vitahealth's ability
to deliver the Product. However, the Company cannot guarantee that additional
delays will not further delay the commencement of sales and distribution.
Currently, management is prepared to give Vitahealth every opportunity to
complete the production facility, even at the cost of postponing the production
deadline again. While management continually reviews the status of the
production facility to determine when the Company will begin sales there are no
plans or intentions at this time to exercise the Company's right to terminate
the Vitahealth agreement due to missing the production deadline.
As the Company has not yet begun to sell the Product, it is difficult
for management to evaluate the growth curve of Product sales. Additionally, it
is expected that the delays involved with initiating production has tarnished
the earlier market 'excitement' for human sexual virility and potency products
created by Viagra(R). When considering those factors, Management believes it is
likely that the initial sales quotas will not be met and it will have a right to
terminate the Vitahealth Agreement pursuant to the sales quota clauses present
in the agreement. Having considered the various factors involved with its right
to terminate the agreement based on sales quota requirements, management has no
plans to do so at this time. It is management's opinion, that there is a market
for a human sexual potency nutritional supplement and is fully committed to
providing Vitahealth with the opportunity to be the sole supplier of such a
product to the Company. While the Company will review the sales numbers as sales
are commenced, and retains the right to reevaluate its position on an ongoing
basis, there are no plans or intentions at this time to exercise the Company's
right to terminate the Vitahealth agreement due to sales quotas for at least
three months following initial production and sale of the Product.
The Company expects to fund $4,000 of initial advertising in health
journals and media so distributors will have such publications in hand for sales
purposes. The Company also intends to use the Internet for advertising as that
currently allows the greatest visibility for very small costs. In fact, the
Company believes that it may be able to obtain free access on certain websites
looking for products such as the Company's. Subsequently, the company intends to
reserve 20% of revenues for ongoing advertising and marketing up to $10,000 (in
advertising expenditures - or $50,000 total revenues) monthly per country, and
10% of all additional revenues.
While the Company is committed to retaining Vitahealth as its supplier,
there is no guarantee that Vitahealth's production delays or lack of product
salability as evidenced by underpreforming the sales quotas will not necessitate
the eventual termination of the Vitahealth agreement. Should the agreement be
terminated for any reason, the Company at this time intends to locate another
provider of human sexual potency and virility nutritional supplements to become
its supplier. There is no guarantee that the Company will be able to locate and
retain such a provider and the Company has not even begun to attempt to locate
one. The Company continually evaluates the business market to attempt to place
itself at the most profitable position. While the Company currently intends to
continue to operate as discussed, there can be no guarantee that uncontrollable
variables will not force a substantive change in the Company's operation or
plans of operation.
<PAGE>
At present the only cash outlay of the Company is in banking fees and
in legal and accounting fees incurred by the Company as it prepares filings
associated with being a reporting company (quarterly unaudited reports, annual
reports, etc.). Management believes there is enough cash on hand to fund such
activities for the next 12 months. When the Company becomes operational, further
costs (such as salary for Mrs. Roth) are expected to be covered by revenue
generated by the Company's sales. The agreement with Mrs. Roth calls for her to
be paid up to $40,000 from the proceeds of sales of the Product. Should sales
levels not allow for her to receive her full compensation, she will receive
compensation from available funds after the Company satisfies all its other
obligations. The only other anticipated expense not currently provided for is
the advertising budget. Management is currently exploring various options
including the sale of additional stock and/or warrants, bank financing or
personal loans by management or family members. Other than as specifically
identified, the Company does not anticipate the need to raise additional funds
in the next 12 months.
The Company does not expect to conduct any product research and
development or to purchase or sell a plant or significant equipment. The Company
intends to retain marketing and public relations consultants as necessary, and
to hire support staff for its President only if warranted by its sales volume on
an as needed basis.
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 Vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) A financial data schedule is filed herewith as an exhibit.
(b) No reports on Form 8-K were filed during the quarter for which this
report is being filed.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this Report to be signed on its behalf by the undersigned thereto duly
authorized.
Date: March 14, 2000
VIRILITEC INDUSTRIES, INC.
By: /s/Bella Roth
President
/s/Moshe Laufer
Treasurer
<TABLE> <S> <C>
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<S> <C>
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<PERIOD-START> AUG-01-1999
<PERIOD-END> JAN-31-2000
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0
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<OTHER-SE> 19,214
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