<PAGE>
FORM 10-QSB
------------------------------------------------
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1998.
Commission File No. 1-8129.
US 1 INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Indiana 95-3585609
------- ----------
(State of Incorporation) (I.R.S. Employer Identification No.)
1000 Colfax, Gary, Indiana 46406
-------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (219) 944-6116
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 ___
As of August 11, 1998, there were 10,618,224 shares of common stock outstanding.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1998 (UNAUDITED) AND DECEMBER 31, 1997
<TABLE>
<CAPTION>
ASSETS June 30, December 31,
1998 1997
------------ ------------
<S> <C> <C>
(Unaudited)
CURRENT ASSETS:
Cash $ 134,744 $ 298,079
Account receivable--trade less allowance for
doubtful accounts of $291,663 and $195,298 4,653,092 5,066,256
Other receivables 826,425 336,919
Deposits 152,012 154,068
Prepaid expenses 51,497 83,731
------------ ------------
Total current assets 5,817,770 5,939,053
------------ ------------
FIXED ASSETS:
Equipment 62,326 52,996
Less accumulated depreciation and amortization (18,234) (12,682)
------------ ------------
Net fixed assets 44,092 40,314
------------ ------------
ASSETS HELD FOR SALE:
Land 195,347 423,226
Valuation allowance (141,347) (141,347)
------------ ------------
Net assets held for sale 54,000 281,879
------------ ------------
TOTAL ASSETS $ 5,915,862 $ 6,261,246
------------ ------------
------------ ------------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
2
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1998 (UNAUDITED) AND DECEMBER 31, 1997
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
------------ ----------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable $ 2,885,946 $ 2,651,580
Bank overdraft 530,133
Accrued expenses 148,532 137,454
Short-term debt 3,245,379 3,292,945
Insurance and claims 300,935 241,607
Accrued interest 63,050 140,824
Accrued compensation 14,579 38,302
Estimated fuel and other taxes 26,177 273,901
----------- -----------
Total current liabilities 6,684,598 7,306,746
----------- -----------
LONG-TERM DEBT 2,796,925 2,599,815
REDEEMABLE PREFERRED STOCK,
authorized 5,000,000 shares; no par value,
Series A shares outstanding: 1,094,224
Liquidation preference $0.3125 per share. 789,254 753,254
SHAREHOLDERS' EQUITY (DEFICIENCY):
Common stock authorized 20,000,000 shares;
no par value; shares outstanding 10,618,224 40,844,296 40,844,296
Accumulated deficit (44,957,070) (45,036,724)
Accumulated other comprehensive loss (242,141) (206,141)
------------ ----------
Total shareholders' equity (deficiency) (4,354,912) (4,398,569)
------------ ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 5,915,862 $ 6,261,246
------------ ----------
------------ ----------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
3
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
1998 1997 1998 1997
----------- ------------ ------------ ------------
OPERATING REVENUES $ 8,082,343 $ 6,171,327 $15,207,988 $10,655,666
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
OPERATING EXPENSES:
Purchased transportation 6,184,382 4,721,505 11,678,517 8,113,784
Insurance and claims 249,693 200,707 501,725 379,554
Salaries, wages, and other 277,130 331,476 523,694 611,758
Commissions 862,304 620,155 1,544,270 1,046,255
Operating supplies and expense 211,630 237,516 424,774 430,526
Operating taxes and licenses 19,506 35,416 38,687 66,656
Communications and utilities 23,641 40,950 55,598 69,887
Rents 21,150 24,470 42,300 47,641
Depreciation and amortization 2,935 2,697 5,527 4,046
------------ ------------ ------------ -----------
Total operating expenses 7,852,371 6,214,892 14,815,092 10,770,107
------------ ------------ ------------ -----------
OPERATING INCOME 229,972 (43,565) 392,896 (114,441)
------------ ------------ ------------ -----------
NON-OPERATING INCOME (EXPENSE):
Interest income 300 1,336 779 1,336
Interest expense (167,843) (98,962) (329,339) (159,517)
Other income 14,835 20,866 15,320 48,311
------------ ------------ ------------ -----------
Total non-operating (expense) (152,708) (76,760) (313,240) (109,870)
------------ ------------ ------------ -----------
NET INCOME (LOSS) $ 77,264 $ (120,325) $ 79,656 $ (224,311)
DIVIDENDS ON PREFFERRED SHARES 18,000 15,301 36,000 15,301
----------- ------------ ------------ ------------
NET INCOME (LOSS) TO COMMON SHARES 59,264 (135,626) 43,656 (239,612)
----------- ------------ ------------ ------------
----------- ------------ ------------ ------------
EARNINGS (LOSS) PER COMMON SHARE $ 0.01 $ (0.01) $ 0.01 $ (0.02)
----------- ------------ ------------ ------------
----------- ------------ ------------ ------------
WEIGHTED AVERAGE NUMBER OF COMMON SHARES 10,614,768 10,614,768 10,614,768 10,614,768
----------- ------------ ------------ ------------
----------- ------------ ------------ ------------
</TABLE>
4
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended June 30,
1998 1997
--------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (loss) $ 79,656 $ (103,986)
Adjustments to reconcile net income (loss) to net
cash provided from (used for) operations:
Depreciation and amortization 5,552 1,349
Changes in operating assets and liabilities:
Accounts receivable - trade 413,164 (1,047,993)
Other receivables (489,506) (314,309)
Prepaid assets 32,234 14,047
Deposits 2,056 (375)
Accounts payable 234,366 498,559
Accrued expenses 11,078 13,363
Accrued interest (77,774) 38,454
Insurance and claims 59,328 42,643
Other accrued compensation (23,723) (24,709)
Fuel and other taxes (247,727) (68,728)
--------- ----------
Net Cash provided by (used for) operating activities (1,296) (951,685)
--------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment (9,330) (18,071)
Sale of assets held for sale 227,879
--------- ----------
Net cash used in investing activities 218,549 (18,071)
--------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (repayments) under line of credit (47,566) 693,930
Proceeds from other related party loans 197,110 246,849
Decrease in bank overdraft (530,133) 0
--------- ----------
Net cash provided from (used for)financing activities (380,589) 940,779
--------- ----------
NET DECREASE IN CASH AND CASH EQUIVALENTS (163,336) (28,977)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 298,079 225,541
--------- ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $134,743 196,564
--------- ----------
--------- ----------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
5
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED JUNE 31, 1998 AND 1997
1. BASIS OF PRESENTATION
The accompanying consolidated balance sheet as of June 30, 1998 and the
consolidated statements of operations and cash flows for the six month periods
ended June 30, 1998 and 1997 are unaudited, but, in the opinion of management,
include all adjustments (consisting of normal, recurring accruals) necessary for
a fair presentation of the financial position and the results of operations for
such periods. The year-end balance sheet data was derived from audited
financial statements. These statements should be read in conjunction with the
Company's audited consolidated financial statements for the year ended December
31, 1997 and the notes thereto included in the Company's annual report on Form
10-KSB. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been omitted, as permitted by the requirements of the Securities
and Exchange Commission, although the Company believes that the disclosures
included in these financial statements are adequate to make the information not
misleading. The results of operations for the six months ended June 30, 1998
and 1997 are not necessarily indicative of the results for a full year.
2. GOING CONCERN
The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern. The Company has experienced
operating losses and negative cash flows in recent years. At June 30, 1998 and
December 31, 1997, the Company's current liabilities exceeded its current assets
by $1.2 million and $1.4 million, respectively. While this is an improvement,
the Company's future still depends heavily on raising the capital to fund
operations until its revenue growth generates sufficient cash flows to satisfy
its indebtedness. Revenue growth and the resulting improved cash flows would
enable the Company to reduce its third party debt and improve its working
relationships with potential agents and independent contractors. The Company is
exploring options to raise capital and various other potential transactions.
Recent poor results raise substantial doubts about the Company's ability to
continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
6
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)
3. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENT
Reporting Comprehensive Income. Statement of Financial Accounting Standards
No. 130, "Reporting Comprehensive Income," establishes standards for
reporting and display of comprehensive income and its components in a full
set of general-purpose financial statements. The term comprehensive income
is defined as the change in the equity of a business. Comprehensive income
includes net income as well as other components (revenues, expenses, gains,
and losses) that under generally accepted accounting principles are excluded
from net income but effect equity. The statement was effective for fiscal
years beginning after December 15, 1997. Comprehensive income (loss) for the
periods ended June 30, 1998 and December 31, 1997 were $ 79,656 and (103,986)
respectively.
Disclosure about Segments. Statement of Financial Accounting Standards No.131,
"Disclosure about Segments of an Enterprise and Related Information," changes
Statement of Financial Accounting Standards No. 14 by requiring a new framework
for segment reporting and includes the disclosure of financial information
related to each segment. The statement was effective for fiscal years beginning
after December 15, 1997; however, adoption of this statement is not required in
interim statements in the initial year of application. The Company is currently
evaluating the effects of this pronouncement.
Employers' Disclosures About Pensions and Other Postretirement Benefits.
Statement of Financial Accounting Standards NO. 132, "Employers' Disclosures
About Pensions and Other Postretirement Benefits", standardized the disclosure
requirements for pensions and other post retirement benefits, requires
additional information on changes in the benefit obligation and fair values of
plan assets and eliminates certain disclosures that are no longer useful. This
statement is effective for fiscal years beginning after December 15, 1997. The
Company believes that the adoption of this statement will not have a significant
impact on its financial statements.
4. EARNINGS PER COMMON SHARE
The Company calculates earnings per share in accordance with the Financial
Accounting Standards No. 128 effective for both interim and annual financial
statement periods. As required by this statement, the company adopted the
standards for computing and presenting earnings per share (EPS) and for all
prior period earnings per share data presented. Following are the
reconciliation of the numerators and denominators of the basic and diluted
EPS. There were no outstanding options during these periods.
<TABLE>
<CAPTION>
Numerator 1998 1997
---------- ------------
<S> <C> <C>
Income (Loss) from continuing operations 79,656 ($103,986)
Dividends on preferred shares (36,000) (30,602)
---------- ------------
Income (Loss) available to common
Shareholders for basic and diluted EPS 43,656 ($134,588)
---------- ------------
Net income (loss) available to common
Shareholders for basic and diluted EPS (43,656) (134,588)
Denominator
Weighted average common shares 10,618,224 10,573,780
Outstanding for basic and diluted EPS
</TABLE>
7
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)
SHORT-TERM DEBT
Short-term debt at June 30, 1998 and December 31, 1997 comprises:
<TABLE>
<CAPTION>
JUNE 30, December 31,
1998 1997
----------- -----------
<S> <C> <C>
Line of credit $3,289,606 $3,188,581
Current portion of long-term debt 44,227 54,364
Note on Kansas City Property 50,000
----------- -----------
Total $3,245,379 $3,292,945
----------- -----------
----------- -----------
</TABLE>
Under its revolving line of credit agreement the Company may borrow up to a
maximum of $3,300,000. Borrowings are limited to 80% of eligible accounts
receivable and bear interest at the prime rate (8.50% and 8.25% at June 31, 1998
and December 31, 1997, respectively) plus 2.75% and 3.25% respectively. The
Company's accounts receivable; property and other assets collateralize advances
under the line of credit agreement.
The line of credit is subject to termination upon various events of default,
including failure to remit timely payments of interest, fees and principal, any
adverse change in the business of the Company or the insecurity of the lender
concerning the ability of the Company to repay its obligations as and when due
or failure to meet certain financial covenants. Financial covenants include:
minimum net worth requirements, total debt service coverage ratio, capital
expenditure limitations, restrictions on compensation levels of key officers,
and prohibition of additional indebtedness without prior authorization. As of
December 31, 1997, the Company was in violation of the debt service coverage
ratio covenant. At June 30, 1998, the company is not in violation of any of the
financial covenants of the agreement as amended.
8
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)
6. LONG-TERM DEBT
Long-term debt at June 30, 1998 and December 31, 1997 comprises:
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
--------- ------------
<S> <C> <C>
Mortgage note payable to August Investment
Partnership collateralized by land,
interest at prime + .75%, interest only
payments required, principal balance due
July 31, 1999 $250,000 $250,000
Mortgage note payable to Antonson/Kibler
collateralized by land, interest at
prime + .75% interest only payments
required, principal balance due
July 2, 2003 500,000 500,000
Mortgage note payable to AIFE,
collateralized by land, interest at 9%,
monthly repayments of $5,000, including
interest, remaining principal balance
due July 31, 1999 226,599 221,475
TIP trailer settlement payments on principal
only of $1,000 per month, principal due
February, 2003 78,399 83,400
Mortgage note payable to August Investment
Partnership, interest at prine + .75%, interest
Only payments required, principal balance due
January, 1999 100,000 100,000
Due to Antonson/Kibler interest at prime + .75%,
Interest only payments required, principal
Balance due January, 1999 1,364,552 1,499,304
--------- ------------
Total debt 2,519,550 2,654,179
Less current portion 44,227 54,364
--------- ---------
Total long-term debt 2,475,323 2,599,815
--------- ---------
--------- ---------
</TABLE>
9
<PAGE>
US 1 INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)
7. COMMITMENTS AND CONTINGENCIES
Over the past few years, the Company has had a significant number of lawsuits
instituted or threatened against it as a result of its poor financial condition
and its inability to meet certain financial obligations. For the most part,
these suits have been settled through cash payments of a reduced amount or
through the institution of payment plans. The undisputed claims that have not
been settled are reflected as liabilities in the Company's financial statements
and are included in accrued expenses in the accompanying consolidated balance
sheets. The litigation that currently is pending include:
MCCORMICK V. TRAILBLAZER. Mr. McCormick, the owner of C.A. White Trucking
Company ("White"), filed an action on October 1, 1993, alleging that Trailblazer
failed to make required payments under an employment contract. Trailblazer did
not make the payments as a result of a dispute related to undisclosed liens on
assets purchased from White. The Company has lost this suit; however,
Trailblazer was closed in 1994 and has no funds to pay the judgment. The
judgement was for approximately $59,000. The suit has since been brought
against US 1. The suit has been dismissed from Federal Court during the second
quarter of 1997. McCormick has refiled the case in Texas State Court during the
third quarter of 1997. That Court stayed the action in May of this year, and
the stay remains in effect.
SIMPSON V. KEYSTONE LINES--Mr. Simpson, an independent owner-operator leased to
Keystone Lines, is claiming an amount in excess of $25,000 for injuries he
sustained to his back while working for the Company. The Company is vigorously
defending against this claim on the basis that Mr. Simpson was not an employee
and is not entitled to a workers compensation claim.
CAM REGIONAL TRANSPORT, INC., MILLER, PRY V. TRAILBLAZER, TRANSCON
INCORPORATED. Mr. Miller and Mr. Pry owners of Cam Regional Transport, Inc.,
filed an action in 1994, alleging that Trailblazer failed to make required
payments under an employment contract and purchase agreement alleging damages
of $293,000. Trailblazer ceased to make the payments as a result of a dispute
related to their employment and inability to obtain title to the assets
purchased. The Company is vigorously defending the action.
The Company believes it has adequately reserved for the above claims, however,
additional liability is possible and the ultimate disposition of these claims
may have a material adverse effect to the Company's results of operations, cash
flows and financial position.
The Company carries insurance for public liability and property damage, and
cargo loss and damage through various programs. The Company's insurance
liabilities are based upon the best information currently available and are
subject to revision in future periods as additional information becomes
available. Management believes it has adequately provided for insurance claims.
10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION.
RESULTS OF OPERATIONS
The financial statements and related notes contained elsewhere in this Form
10-QSB and in the Company's Form 10-KSB for its fiscal year ended December
31, 1997 are essential to an understanding of the comparisons and are
incorporated by reference into the discussion that follows.
PERIOD 1998 COMPARED TO 1997
The Company's operating revenues increased from $10.7 million for the first
six months of 1997 to $15.2 million for the same period in 1998, an increase
of 43%. The Company's operating revenues are generated principally from two
truckload carriers Keystone and Carolina National Transportation. Sales are
generated through independent agents who originate shipments that then are
transported by independent contractors who own their own equipment. The
increase in operating revenues resulted from the addition of Carolina
National Transportation in January 1997, and its subsequent growth.
The company contracts with third parties for most services and as a matter of
contract agrees to pay certain percentages of revenue for services rendered.
The three major items so managed are:
Purchased Transportation (PURTRANS)
Commissions to agents
Insurance (Liability & Cargo)
These expenses which generally total 90% of sales, as a result, remain
relatively consistent (as a percent of sales). Results for the first six months
are as follows:
<TABLE>
<CAPTION>
(Dollar amounts stated in thousands)
1998 1997
-------- -------
<S> <C> <C>
Sales $ 15,207 $10,655
PURTRANS+ Commissions + Insurance 13,724 9,539
Percentage 90.2% 89.5%
</TABLE>
The rest the of operations expenses have remained relatively fixed:
<TABLE>
<CAPTION>
First Half results: 1998 1997
--------- ---------
<S> <C> <C>
Remaining operation expenses (Fixed Expenses) $ 1,090 $ 1,230
</TABLE>
During the first six months of 1998 the increased sales less variable expenses
reached a point where after subtracting the fixed expenses, an operating income
of $ 392,896 was reached.
Additional funds were borrowed to finance last year's growth and fund the start
up expenses of Carolina National. As a result, interest expense increased from $
159,517 to $ 329,339.
11
<PAGE>
FUTURE PROSPECTS
The Company's management remains hopeful about its future prospects. Revenue
for each month in the first six months of 1998 has increased over revenue in the
prior month and operations are beginning to show a small profit. However, the
Company's future depends on continued increases in revenue, and bringing its
operations up to greater profitability. Management was informed by the New York
Stock Exchange that the company no longer met their listing requirements. The
NYSE has asked management to present a business plan whereby the company can
meet the listing requirements within a set time. Management has submitted that
plan and is awaiting the NYSE's decision. Shareholders and Investors are
cautioned that delisting from the NYSE is a strong possibility.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 1998, the Company's financial position remains precarious. The
Company had a deficit in shareholders' equity of $4.4 million and its current
liabilities of $5.9 million exceeded its current assets by $1.1 million. As
described above, the Company has experienced significant revenue declines, and
operating losses in prior years leaving the Company in its current position.
The Company's borrowing from a partner of AIP and the Company's president to
alleviate the cash shortage has enabled the Company to continue in operation.
While the Company's situation is not good, management plans to continue to grow
the Company and increase profits.
The Company reversed its negative cash flows from operations during the first
quarter of 1998 from a negative $.95 million in 1997 to a positive $.4 million
during the same period of 1998. Cash flow was provided by borrowing $0.16
million from the Company's president and a partner of AIP while net borrowings
from FINOVA were reduced by $.4 million. This borrowing resulted in the net
negative cash flow being $0.2 million for the six months ended June 30, 1998
The Company's principal source of outside liquidity is its $3.3 million line of
credit with FINOVA. The availability of the line of credit is based on 80% of
eligible accounts receivable. At June 30, 1998, the outstanding borrowings were
$2.9 million. The Company is no longer in violation of any covenants of the
lender.
Management is exploring the possibility of raising additional equity funds in
order to retire debt and fund growth.
Shareholders and potential investors in the Company are cautioned that the
Company's financial condition remains precarious and that the continued listing
of the stock on the NYSE, and continued increases in operating performance, are
essential to its long-term survival. Unfortunately, there can be no assurance
that these goals will be achieved.
12
<PAGE>
PART II. OTHER INFORMATION
ITEM 6(b). REPORTS ON FORM 8-K
No Reports on Form 8-K have been filed during the quarter.
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 there unto duly authorized.
US 1 Industries, Inc.
Michael E. Kibler
President
Harold E. Antonson
Chief Financial Officer
May 18, 1998
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 134,744
<SECURITIES> 0
<RECEIVABLES> 4,944,755
<ALLOWANCES> (291,663)
<INVENTORY> 0
<CURRENT-ASSETS> 5,817,770
<PP&E> 62,326
<DEPRECIATION> (18,234)
<TOTAL-ASSETS> 5,915,862
<CURRENT-LIABILITIES> 6,684,582
<BONDS> 2,796,925
0
789,256
<COMMON> 40,844,296
<OTHER-SE> (45,199,211)
<TOTAL-LIABILITY-AND-EQUITY> 5,915,862
<SALES> 15,207,988
<TOTAL-REVENUES> 15,207,988
<CGS> 0
<TOTAL-COSTS> 14,815,092
<OTHER-EXPENSES> 16,099
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 329,339
<INCOME-PRETAX> 79,656
<INCOME-TAX> 0
<INCOME-CONTINUING> 79,656
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 79,656
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
</TABLE>
