SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
-----------------
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________________ to ____________________
Commission File Number: 1-8641
COEUR D'ALENE MINES CORPORATION
(Exact name of registrant as specified on its charter)
IDAHO 82-0109423
(State or other jurisdiction of (I.R.S. Employer Ident. No.)
incorporation or organization)
P. O. Box I, Coeur d'Alene, Idaho 83816
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (208) 667-3511
Former name, former address and former fiscal year, if changed since last
report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. YES X NO
-------------------------
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of Issuer's classes of common stock, as of the latest practicable date:
Common stock, par value $1.00, of which 15,598,590 shares were issued and
outstanding as of May 5, 1995.
<PAGE>
COEUR D'ALENE MINES CORPORATION
INDEX
Page No.
PART I. Financial Information:
Item 1. Financial Statements
Consolidated Balance Sheets -- 3-4
March 31, 1995 and December 31, 1994
Consolidated Statements of Operations -- 5
Three Months Ended March 31, 1995 and 1994
Consolidated Statements of Cash Flows -- 6-7
Three Months Ended March 31, 1995 and 1994
Notes to Consolidated Financial Statements 8-10
Item 2. Management's Discussion and Analysis of 10-14
Financial Condition and Results of Operations
PART II. Other Information. 14
Item 6. Exhibits and Reports on Form 8-K 14
SIGNATURES
2
<PAGE>
UNAUDITED
COEUR D'ALENE MINES CORPORATION
(An Idaho Corporation)
Coeur d'Alene, Idaho
CONSOLIDATED BALANCE SHEETS
ASSETS March 31, December 31,
1995 1994
CURRENT ASSETS
Cash and cash equivalents $ 20,714,862 $ 15,147,908
Short term investments 113,640,743 128,112,407
Receivables 11,368,068 9,468,112
Refundable income taxes 2,606,218 3,413,344
Inventories 35,903,623 35,946,125
----------- -----------
Total Current Assets 184,233,514 192,087,896
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment 96,470,341 88,468,531
Less accumulated depreciation 40,548,341 39,947,983
---------- ----------
55,922,000 48,520,548
MINING PROPERTIES
Operational mining properties 98,472,697 102,571,977
Less accumulated depletion 33,529,718 38,162,432
---------- ----------
64,942,979 64,409,545
Developmental properties 99,758,070 95,896,774
----------- -----------
164,701,049 160,306,319
OTHER ASSETS
Funds held in escrow 2,270,695 2,270,695
Debt issuance costs, net of
accumulated amortization 8,023,455 8,240,209
Other 1,578,223 1,417,016
---------- ----------
11,872,373 11,927,920
----------- -----------
$416,728,936 $412,842,683
=========== ===========
3
<PAGE>
UNAUDITED
COEUR D'ALENE MINES CORPORATION
(An Idaho Corporation)
Coeur d'Alene, Idaho
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY MARCH 31, DECEMBER 31,
1995 1994
CURRENT LIABILITIES
Accounts payable $ 1,909,407 $ 2,458,605
Accrued liabilities 5,928,352 4,158,792
Cash dividends payable 2,339,376
Short-term project financing 5,000,000
Accrued interest payable 5,031,739 4,634,961
Accrued salaries and wages 3,278,939 4,164,061
Other current liabilities 173,876 1,084,366
Current portion of obligations under
capital leases 2,077,990 2,041,057
---------- ----------
Total Current Liabilities 25,739,679 18,541,842
OTHER LIABILITIES
6% Subordinated Convertible
Debentures 50,000,000 50,000,000
7% Subordinated Convertible
Debentures 74,990,000 75,000,000
6 3/8% Subordinated Convertible
Debentures 100,000,000 100,000,000
Obligations under capital leases 1,153,694 2,192,856
Other long-term liabilities 5,286,854 5,234,899
Deferred income taxes 588,352 1,580,804
----------- -----------
Total Long-Term Liabilities 232,018,900 234,008,559
COMMITMENTS AND CONTINGENCIES:
STOCKHOLDERS' EQUITY
Preferred Stock, par value $1.00 per
share authorized 10,000,000 shares,
none outstanding
Common Stock, par value $1.00 per
share-authorized 60,000,000 shares,
issued 16,655,051 and 16,633,163
shares (including 1,059,211 and
1,058,453 shares held in treasury
stock) 16,655,051 16,633,163
Capital surplus 180,896,087 182,881,071
Accumulated deficit (20,218,799) (17,043,506)
Unrealized losses on
short-term investments (5,037,389) (8,820,137)
Repurchased and Nonvested Shares (13,324,593) (13,358,309)
----------- -----------
158,970,357 160,292,282
----------- -----------
$416,728,936 $412,842,683
=========== ===========
See notes to consolidated financial statements.
4
<PAGE>
UNAUDITED
COEUR D'ALENE MINES CORPORATION
(An Idaho Corporation)
Coeur d'Alene, Idaho
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended March 31, 1995 and 1994
1995 1994
INCOME From mine operations:
Sale of concentrates and dore' $ 17,891,169 $ 20,209,582
Less cost of mine operations 16,040,529 17,339,549
---------- ----------
Gross Profits 1,850,640 2,870,033
From manufacturing operations:
Sale of industrial products 3,072,691 2,685,916
Less cost of manufacturing 2,801,551 2,509,563
--------- ---------
Gross Profits 271,140 176,353
OTHER INCOME
Interest and other 2,557,293 1,395,611
--------- ---------
Total Income 4,679,073 4,441,997
EXPENSES
Administration 964,371 1,590,709
Accounting and legal 367,969 420,940
General corporate 1,585,847 1,367,106
Interest 2,981,865 2,504,582
Mining exploration 1,136,103 736,324
Idle facilities 541,011 412,344
--------- ---------
Total Expenses 7,577,166 7,032,005
--------- ---------
LOSS BEFORE INCOME TAXES (2,898,093) (2,590,008)
Provision for income taxes 277,200 7,291
--------- ---------
NET INCOME (LOSS) $ (3,175,293) $ (2,597,299)
========= =========
EARNINGS PER SHARE DATA
Earnings per share data:
Weighted average number
of shares of Common Stock
and equivalents used in
calculation 15,578,036 15,338,770
========== ==========
Net Loss Per Share $ (.20) $ (.17)
========== ==========
Cash dividends per share $ .15 $ .15
========== ==========
See notes to consolidated financial statements.
5
<PAGE>
UNAUDITED
COEUR D'ALENE MINES CORPORATION
(An Idaho Corporation)
Coeur d'Alene, Idaho
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three months ended March 31, 1995 and 1994
1995 1994
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(3,175,293) $(2,597,299)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities:
Depreciation, depletion and
amortization 4,028,752 4,405,152
Deferred income taxes (992,452) (129,104)
Loss on disposition of assets 289,713 125,445
Foreign currency transaction gain (392,050)
Loss on sale of short-term investments 341,293
Change in operating assets and liabilities:
Accounts receivable (1,092,830) (269,624)
Inventories 42,503 706,783
Accounts payable and
accrued liabilities (2,387,626) 1,642,620
--------- ---------
NET CASH PROVIDED BY (USED
IN) OPERATING ACTIVITIES $(3,337,990) $ 3,883,973
========= =========
6
<PAGE>
UNAUDITED
CONSOLIDATED STATEMENTS OF CASH FLOW
Three months ended March 31, 1995 and 1994
1995 1994
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant,
and equipment (645,691) $ (970,987)
Purchase of short-term investments (2,399,338) (82,051,395)
Proceeds from sales of debt and
equity securities 19,955,321 165,613
Expenditures on developmental
properties (10,427,732) (2,621,315)
Expenditures on operational mining
properties (1,627,374) (1,150,914)
Proceeds from (expenditures on)
other assets 51,987 (118,678)
NET CASH PROVIDED BY (USED IN) --------- ----------
INVESTING ACTIVITIES 4,907,173 (86,747,676)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from bank loans 5,000,000
Proceeds from offering of 6 3/8%
Convertible Subordinated Debentures
Due 2004 (net of offering costs) 95,724,774
Retirement of obligations under
capital leases (1,002,229) (462,244)
--------- ----------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 3,997,771 95,262,530
--------- ----------
INCREASE IN CASH
AND CASH EQUIVALENTS 5,566,954 12,398,827
Cash and cash equivalents at beginning
of year 15,147,908 14,678,097
---------- ----------
CASH AND CASH EQUIVALENTS AT
MARCH 31, 1995 AND 1994 $ 20,714,862 $ 27,076,924
========== ==========
See notes to consolidated financial statements.
7
<PAGE>
UNAUDITED
Coeur d'Alene Mines Corporation
and Subsidiaries
Notes to Consolidated Financial Statements
NOTE A: Inventories are composed of the following:
MARCH 31, DECEMBER 31,
1995 1994
Mining:
Ore in process and on leach pads $28,955,080 $28,895,419
Dore' inventory 1,617,150 1,748,207
Supplies 3,625,188 3,571,501
---------- ----------
34,197,418 34,215,127
Manufacturing:
Raw materials 1,010,488 1,092,727
Finished goods 695,717 638,271
---------- ----------
$35,903,623 $35,946,125
========== ==========
Inventories of ore on leach pads and in the milling process are valued
based on actual costs incurred to place such ore into production, less costs
allocated to minerals recovered through the leaching and milling processes.
Inherent in this valuation is an estimate of the percentage of the minerals on
leach pads and in process that will ultimately be recovered. Management
evaluates this estimate on an ongoing basis. Adjustments to the recovery are
accounted for prospectively. All other inventories are stated at the lower cost
or market cost being determined using first in, first out and weighted average
cost methods. Dore' inventory includes product at the mine site and product held
by refineries.
NOTE B:
The Company's tax expense for the first quarter of 1995 results
primarily from amounts paid as a result of Internal Revenue Service adjustments
which were settled in the first quarter. The tax expense for the first quarter
of 1994 results primarily from accrued state taxes.
8
<PAGE>
NOTE C:
On May 2, 1995, the Company sold all the assets of its flexible hose and
tubing division, "The Flexaust Company", and shares of a related subsidiary for
approximately $10.0 million payable in cash, of which approximately $4 million
was paid at the closing and the balance is payable over the next five years. The
results of operations of the Flexaust manufacturing segment will be presented as
"Discontinued Operations" in the second quarter of 1995. The Company will record
a pre-tax gain of approximately $4 million ($2.4 million net of income taxes)
during the second quarter of 1995.
NOTE D:
On January 1, 1995, the Company entered into an agreement with Asarco
Incorporated, forming a new company called Silver Valley Resources, Inc. Both
Coeur and Asarco contributed their respective interests in the Galena and Coeur
Mines, as well as other assets and waived certain cash flow entitlements at the
Galena Mine in return for shares of capital stock of Silver Valley Resources,
Inc. Coeur's investment is included on the balance sheet as operational
mining properties. The transaction resulted in no gain or loss to the Company.
NOTE E:
On April 19, 1995, the Company signed a project financing agreement with
a bank syndicate lead by N.M. Rothschild & Sons, Ltd. The agreement provides for
the borrowing of up to $24 million for use in the construction of the Fachinal
project, provides for various covenants by the Company and dependent upon
attainment of certain completion tests, restricts the recourse of the bank in
the event of default to the assets of the Company's Chilean subsidiary. The
Company is required to guarantee repayment of the borrowing until the project
reaches a defined completion, after which the project alone is liable for
repayment. The interest rate prior to completion is equal to LIBOR plus 1.5% and
increases to LIBOR plus 2.75% after completion. The borrowing is repayable in
eight equal remaining semiannual installments after project completion.
NOTE F:
Certain reclassifications of prior year balances have been made to
conform to current year classifications.
9
<PAGE>
NOTE G:
Other than as stated in the notes above, in the opinion of management,
the foregoing unaudited financial statements include all adjustments, consisting
of normal recurring accruals, necessary for a fair presentation of the results
of operations for the periods shown.
Item 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
General
The results of the Company's operations are significantly affected by the
market prices of gold and silver which may fluctuate widely and are affected by
many factors beyond the Company's control, including interest rates,
expectations regarding inflation, currency values, governmental decisions
regarding the disposal of precious metals stockpiles, global and regional
political and economic conditions, and other factors. The Company's currently
operating mines are the Rochester Mine in Nevada, which it wholly owns and
operates; the Golden Cross Mine in New Zealand, in which the Company has an 80%
operating interest; and the El Bronce Mine, a Chilean gold mine of which the
Company assumed 51% operating control in October 1994. In addition, in September
1994, the Company entered into an agreement under which it has the right to
acquire up to a 51% operating interest in another developmental stage Chilean
gold mine, the Faride Mine. The Company also owns a 50% joint venture interest
in the Kensington project, which is being developed as an underground gold mine
north of Juneau, Alaska. The Company recently announced its proposed acquisition
of the remaining 50% interest in that project.
Effective January 1, 1995, the Company, Callahan and Asarco contributed to
Silver Valley Resources, Inc. ("Silver Valley") their interests in and relating
to the Galena and Coeur Mines in Idaho, at which mining activities were
suspended in July 1992 and April 1991, respectively, due to then prevailing
silver prices, and the adjoining Caladay property, a silver exploration
property. It is contemplated that Silver Valley, of which Asarco owns 50% and
the Company and Callahan own 50%, will invest approximately $25 million in
development and exploration at the properties under a two-year plan of
lengthening the existing workings, improving infrastructure and diamond drilling
to increase reserves and mine life. The reopening of the Galena and Coeur Mines
is dependent upon the favorable action of the Board of Directors of Silver
Valley, which will base its decision upon several factors, including silver
prices.
The Company has an option until July 1997 to increase its ownership
interest in the El Bronce Mine to 51% if it invests $20.4 million and also
invests a minimum of $5 million over a two-year period for exploration and mine
development designed to expand ore reserves and increase annual gold production
above the current level of 40,000 ounces per year. The Company also has an
option until
10
<PAGE>
January 15, 1998 to acquire up to a 51% operating interest in the Faride
Mine by paying the current owner $4 million over a four-year period and
investing $3.5 million in exploratory activities.
In July 1994, the Company's Board of Director's approved construction of
the Fachinal Project. Construction of the new mine is expected to be completed
in the fourth quarter of 1995 at a total estimated cost of approximately $41.8
million. The mine presently is expected to produce approximately 41,000 ounces
of gold and 2.6 million ounces of silver in its first full year.
On May 5, 1995, the Company announced that subject to the execution and
consummation of a definitive agreement, Echo Bay Mines, Ltd. ("Echo Bay")
accepted the Company's offer to purchase from Echo Bay the 50% joint venture
interest in the Kensington project not already owned by the Company. The Company
has agreed to acquire that interest for $32.5 million, plus a scaled royalty on
one million ounces of future production. Such royalty payments to Echo Bay would
begin only after the Company recoups its acquisition cost of Echo Bay's 50%
interest and the Company's remaining cost to place the property into production.
The royalty ranges from 1% at $400 gold prices to a maximum to 2 1/2% at gold
prices above $475, with the royalty to be capped at one million ounces of
production. Consummation of the proposed agreement will give the Company full
ownership and operating control of the Kensington gold property.
A production decision by the Company at the Kensington Property is subject
to a market price of gold of at least $400 per ounce and the receipt of certain
required permits. The market price of gold (London final) on May 5, 1995 was
$389.30 per ounce. With respect to the permits, the Company is unable to control
the timing of their issuance. On November 8, 1994, the EPA issued a draft of its
Technical Assistance Report which calls for the Kensington venture to redesign
portions of its project and furnish additional data, in order to satisfy certain
environmental requirements. If, in its final report, the EPA adheres to the
recommendations in the draft, the Company believes it is feasible to make design
changes and furnish necessary data. It is anticipated that a final EPA Technical
Assistance Report will be furnished by the EPA to the Army Corps of Engineers in
the second quarter of 1995, which should lead to the issuance by the Corps of
its Section 404 permit in due course. However, the Company is not able to
control the timing of such regulatory issues.
The Company's business plan is to continue to acquire mining properties
and/or businesses that are operational or expected to become operational in the
near future so that they can reasonably be expected to contribute to the
Company's near-term cash flow from operations and expand the Company's gold
and/or silver production.
11
<PAGE>
RESULTS OF OPERATIONS
Sales and Gross Profits
Sales of concentrates and dore' decreased by $2,318,413, or 11%, for the
first quarter of 1995 compared with the same quarter of 1994 and was
attributable to a decrease in metals prices. Silver and gold prices averaged
$4.70 and $379.10 per ounce, respectively, in the first quarter of 1995 compared
with $5.28 and $384.30 per ounce, respectively, in the first quarter of 1994. In
the first quarter of 1995, the Company produced 1,528,817 ounces of silver and
36,571 ounces of gold compared to 1,510,396 ounces of silver and 31,577 ounces
of gold in the first quarter of 1994. The increase in gold production is
primarily due to increased production at the Company's Rochester Mine in the
first quarter of 1995.
The cost of mine operations for the first quarter of 1995 decreased by
$1,299,020, or 7%, below the prior year's comparable quarter and is primarily
attributable to lower production costs at the Golden Cross Mine. In 1994, higher
than normal production costs were incurred at the Golden Cross Mine, which
experienced a wetter than expected January and an anticipated, temporary
reduction in ore grade from the open pit mine. As a result of the above, gross
profits from mine operations decreased by $1,019,393, or 36% in the first
quarter of 1995 from the prior years first quarter. The sales of manufactured
products, which consist of lightweight flexible hose and duct and metal tubing,
increased by $386,775, or 14%, in the first quarter of 1995 above the first
quarter of 1994. Cost of manufacturing increased by $291,988, or 12%, compared
with the first quarter of 1994. As a result, gross profits from manufacturing
increased by $94,787, or 54%, in the first quarter of 1995 from the prior year's
first quarter.
Other Income
Other income increased by $1,161,682, or 83%, for the first quarter of
1995 compared to the first quarter of 1994. The difference is primarily the
result of an increase in interest income resulting from the higher level of the
Company's cash and securities portfolio and management fee income related to the
El Bronce mine.
Expenses
For the first quarter of 1995, total expenses increased by $545,161, or
8%, above the prior year's comparable quarter. The increase is primarily due to
(i) an increase in interest expense of $477,283 primarily resulting from the
issuance of $100 million principal amount of 6 3/8% Convertible Subordinated
Debentures in the first quarter of 1994, and (ii) an increase in mining
exploration expense.
12
<PAGE>
Loss Before Taxes
As a result of the above, the Company's loss before income taxes amounted
to $2,898,093 for the first quarter of 1995 compared to a loss before income
taxes of $2,590,008 for the first quarter of 1994. The Company reported income
tax expense for the first quarter of 1995 of $277,200 compared to $7,291 for the
same period of 1994. As a result, the Company reports a net loss of $3,175,293,
or $.20 per share, for the first quarter of 1995 compared with a net loss of
$2,597,299, or $.17 per share, for the 1994's comparable quarter.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital at March 31, 1995 was approximately $158.5
million compared to $173.5 million at December 31, 1994. The ratio of current
assets to current liabilities was 7.2 to 1 at March 31, 1995, compared with 10.4
to 1 at December 31, 1994.
Net cash provided by (used in) operating activities for the first quarter
of 1995 was $(3,337,990) compared with $3,883,973 for the first quarter of 1994.
A total of $4,907,173 of cash was provided by investing activities in the first
quarter of 1995, compared to $86,747,676 used in the first quarter of 1994. Of
the $86,747,676 used in investing activities in the first quarter of 1994, $82.1
million relates to the purchase of investment grade intermediate term
investments. The Company's financing activities provided $3,997,771 of cash
during the first quarter of 1995 compared with $95,262,530 for the first quarter
of 1994. As a result of the above, the Company's net cash increase for the first
quarter of 1995 was $5,556,954 compared with $12,398,827 for the first quarter
of 1994.
The Company estimates that the cost to complete construction of the
Fachinal mining facilities will be approximately $41.8 million. On April 19,
1995, the Company signed a project financing agreement with a bank syndicate
lead by N.M. Rothschild & Sons, Ltd. The agreement provides for the borrowing of
up to $24 million for use in the construction of the Fachinal project, provides
for various covenants by the Company and dependent upon attainment of certain
completion tests, restricts the recourse of the bank in the event of default to
the assets of the Company's Chilean subsidiary. The Company is required to
guarantee repayment of the borrowing until the project reaches a defined
completion, after which the project alone is liable for repayment. The interest
rate prior to completion is equal to LIBOR plus 1.5% and increases to LIBOR plus
2.75% after completion. The borrowing is repayable in eight equal remaining
semiannual installments after project completion.
For the quarters ended March 31, 1995 and 1994, the Company expended
$581,052 and $465,174, respectively, in connection with environmental compliance
activities at its operating properties. At March 31, 1995, the Company had
expended a total of approximately $4.8 million on environmental and permitting
activities at the
13
<PAGE>
Kensington property, which expenditures have been capitalized as part of its
development cost.
On May 2, 1995, the Company agreed to sell all the assets of its
flexible hose and tubing division, "The Flexaust Company", and shares of a
related subsidiary for approximately $10.0 million payable in cash, of which
approximately $4 million was paid at the closing and the balance is payable over
the next five years. The results of operations of Flexaust will be presented as
"Discontinued Operations" in the second quarter of 1995. The Company will record
a gain of approximately $4 million during the second quarter of 1995.
PART II. Other Information.
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
None
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
COEUR D'ALENE MINES CORPORATION
(Registrant)
Dated May 5, 1995 /s Dennis E. Wheeler
DENNIS E. WHEELER
Chairman, President and
Chief Executive Officer
Dated May 5, 1995 /s James A. Sabala
JAMES A. SABALA
Senior Vice President
(Principal Financial and
Accounting Officer)
15
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 20,714,862
<SECURITIES> 113,640,743
<RECEIVABLES> 11,368,068
<ALLOWANCES> 0
<INVENTORY> 35,903,623
<CURRENT-ASSETS> 184,233,514
<PP&E> 96,470,341
<DEPRECIATION> 40,548,341
<TOTAL-ASSETS> 416,728,936
<CURRENT-LIABILITIES> 25,739,679
<BONDS> 224,990,00
<COMMON> 16,655,051
0
0
<OTHER-SE> 142,315,306
<TOTAL-LIABILITY-AND-EQUITY> 416,728,936
<SALES> 20,963,860
<TOTAL-REVENUES> 18,842,080
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,595,301
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,981,865
<INCOME-PRETAX> (2,898,093)
<INCOME-TAX> 277,200
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,175,293)
<EPS-PRIMARY> (.20)
<EPS-DILUTED> 0
</TABLE>