UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
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: 0-11371
BIOSONICS, INC.
(Exact name of small business issuer as specified in its charter)
Pennsylvania 23-2161932
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
260 New York Drive
Fort Washington, Pennsylvania 19034
(Address of principal executive offices) (Zip Code)
(215) 646-7100
(Issuer's telephone number including area code)
N/A
Former name, former address and former fiscal year, if changed
since last report)
Check mark whether the issuer (1) filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the past 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
X Yes No
State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date: as
of JUNE 30th 1999, there were outstanding 328,994,536 shares of
the Issuer's Common Stock, $.0001 par value.
BIOSONICS, INC.
INDEX
Page Number
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets:
June 30, 1999 and December 31, 1998 3
Statements of Loss:
Three and Six Months Ended June 30, 1999
and 1998 and the period 4
Statements of Deficit Accumulated:
Six Months Ended June 30, 1999 and 1998
and the Period from November 13, 1980
(Inception) to June 30, 1999 5
Statements of Cash Flows:
Six Months Ended June 30, 1999 and 1998
and the Period from November 13, 1980
(Inception) to June 30, 1999 6 & 7
Statements of Shareholders' Equity -
Paid-In-Capital: November 30, 1980
(Inception) to June 30, 1999 8 - 11
Note to Financial Statements 12
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations 13
PART II OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities and Use of Proceeds 14
Item 6. Exhibits and Reports on Form 8-K 15
Signatures 15
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
BALANCE SHEETS
ASSETS
Unaudited DECEMBER 31,
JUNE 30, 1999 1998
Current assets
Cash $2,190 $100
Accounts receivable (net of
allowance for doubtful accounts
of $2,000 in 1999 and 1998) 5,098 8,635
Interest receivable 3,927
Inventory 53,422 54,255
Notes Receivable 20,000 15,000
Advances to affiliate (net of
allowance for doubtful accounts
of $30,000 in 1999 62,062 65,293
Prepaid expenses and other
current assets 3,771
Total current assets 150,470 143,283
Equipment, furniture and lease
holds, net of accumulated 29,561 17,452
Deposits 6,111 8,531
Total assets $186,142 $169,266
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities
Notes payable, officer
and affiliate $89,000 $91,000
Notes payable, other 183,000 218,000
Accrued payroll, officer 927,000 875,500
Accrued interest, officer
and affiliate 79,121 75,501
Accrued interest, other 231,290 225,343
Accounts payable and other
accrued expenses 936,764 905,965
Advances from affiliates 62,450 62,450
Payments received from
unissued debentures 187,000 187,000
Total current liabilities 2,695,625 2,640,759
Long term liabilities
Equipment lease 14,487 0
Total long term liabilities 14,487 0
Shareholders' deficit
Common stock - authorized 750,000,000
shares at .0001 par value; Issued and
outstanding 313,544,536 and
307,964,536 shares at June 30, 1999
and December 31, 1998 respectively 32,900 32,700
Capital in excess of par value 13,240,117 13,169,317
Notes receivable from sale of stock (97,500) (192,500)
Deficit accumulated during
development stage (15,699,487) (15,481,010)
Total shareholders' deficit (2,509,483) (2,471,493)
Total liabilities and
shareholders' deficit $186,142 $169,266
The accompanying note is an integral part of these financial
statements
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF LOSS
(UNAUDITED)
SIX MONTHS ENDED THREE MONTHS ENDED 11/13/80
(INCEPTION)
JUNE 30, JUNE 30, TO JUNE 30
1999 1998 1999 1998 1999
Sales $6,070 $6,975 $2,585 $3,905 $881,365
Cost of sales 995 826 628 479 693,099
Gross profit 5,075 6,149 1,957 3,426 188,266
Development stage expenses
Research and development
costs 535 0 458 0 4,167,013
Professional
fees 108,829 162,524 67,540 130,650 3,184,004
Interest
expense 15,935 0 9,154 0 360,300
Other develop-
ment stage
expenses 248,136 261,568 137,553 142,123 9,185,346
Total develop-
ment stage
expenses 373,435 424,092 214,705 272,773 16,896,663
Less: revenues from cost recovery program
- - - 118,082
Net develop-
ment stage exp373,435 424,092 214,705 272,773 16,778,581
Other Income
Investment and
other income 5,883 4,672 2,710 2,717 771,054
Gain on sale of fixed assets
- - - - 7,620
Total other
income 5,883 4,672 2,710 2,717 778,674
Net loss $(362,477)(413,271) $(210,038) (266,630)$(15,802,487)
Loss per
common share ($.00) ($.00) ($.00) ($.00) ($.05)
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF DEFICIT ACCUMULATED DURING DEVELOPMENT STAGE
(UNAUDITED)
SIX MONTHS ENDED 11/13/80
(INCEPTION)
JUNE 30, TO JUNE 30
1999 1998 1999
BEGINNING BALANCE $(15,481,010) $(14,784,832) $
SUBSIDIARY INVESTMENT 144,000 - 144,000
NET LOSS (362,477) (413,271) 15,843,487)
ENDING BALANCE $(15,699,487) $(15,198,103) $(15,699,487)
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
SIX MONTHS ENDED 11/13/80
JUNE 30 (INCEPTION)
TO
JUNE 30,
1999 1998 1999
Cash flows used in operating
activities
Net loss $(362,477) $(413,271) $(15,843,487)
Adjustments to reconcile net
loss to net cash used in operating activities
Depreciation and
amortization 3,950 2,491 396,103
Increase in allowance
for doubtful accounts - - 33,000
Increase in reserve for
inventory obsolescence - - 27,000
Loss on lease abandonment - - 19,550
Capital lease write down 1,448 1,448
Gain on sale of fixed assets - - (7,620)
Common stock issued for
services 71,000 85,000 660,059
Common stock options issued
for services - 13,250 190,928
Common stock issued for
product rights - - 12,501
Common stock issued for
inventory - - 136,500
Change in operating assets and liabilities
Accounts receivable (390) (691) (12,025)
Inventory 834 (135,674) (80,421)
Prepaid expenses and other
current assets (3,771) (1,450) (3,771)
Accrued payroll, officer 51,500 51,500 926,500
Accrued interest,
officer and affiliates 3,620 4,687 153,324
Accrued interest, other 5,947 13,303 231,290
Accounts payable and
accrued expenses 30,799 1,761 1,004,766
Advances from (to)
affiliates 3,231 170,830 93,708
Total adjustments 168,168 202,441 3,782,840
Net cash used in
operating activities ($194,309) ($210,830) ($12,060,647)
The accompanying note is an integral part of these financial
statements
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS (CONTINUED)
(UNAUDITED)
11/13/80
SIX MONTHS ENDED (INCEPTION)
TO JUNE 30,
1999 1998 1999
Cash flows from investing activities
Sale of fixed assets $ - $ - $ 10,825
Capital expenditures (16,059) (1,770) (395,275)
Issuance of note receivable (5,000) (25,000) (15,000)
(Increase) decrease in deposits 2,420 - (6,111)
Decrease in note receivable 95,000 - 125,000
Decrease in capitalized patents - - (45,690)
Net cash provided (used)in
investing activities $76,361 $(26,770) $(454,392)
Cash flows from financing activities
Proceeds for unissued debentures
and securities $ $ $498,000
Principal payments of note
payable (62,000) (32,000) (443,000)
Proceeds from issuance
of note payable 25,000 132,000 1,031,444
Increase in capitalized
organization costs - - (7,453)
Proceeds from issuance of
preferred stock - - 1,105,000
Proceeds from issuance of
common stock - 137,500 10,082,559
Proceeds from issuance of
common stock in subsidiary 144,000 144,000
Net cash provided by
financing activities $107,000 $267,500 $12,107,100
Net increase (decrease) in cash
and cash equivalents 2,090 (160) 100
Cash and cash equivalents,
beginning 100 260 -
Cash and cash equivalents, ending $2,190 $100 $100
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF SHAREHOLDERS' EQUITY - PAID-IN CAPITAL
NOVEMBER 13, 1980 (INCEPTION) TO JUNE 30, 1999
(UNAUDITED)
DATE STOCK PRICE PER AMOUNT
ISSUED NUMBER OF SHARES SHARE RECEIVED NOTES
1/13/81 150,000,000 0.0001 15,001 (A)
1/31/81 4,400,000 0.0250 110,000 (B)
1981 400,000 0.0250 10,000 (C)
1981 20,000,000 0.0500 1,000,000 (B)
1982 20,000 0.4000 8,000 (C)
1982 97,500 0.2000 19,500 (C)
1982 1,000,000 0.0600 60,100 (D)
1983 52,500 0.2000 10,500 (C)
1983 75,000 0.3050 22,875 (E)
1983 25,000 0.2350 5,875 (E)
1983 20,000 0.5000 10,000 (C)
12/29/83 7,300,000 0.5000 3,650,000 (F)
1984 390 1.0000 390 (G)
1984 5,948 0.5000 2,975 (G)
1984 1,000 0.3750 375 (C)
1984 72,500 0.2500 18,125 (C)
1984 2,000 0.3750 750 (H)
1984 4,000 0.2500 1,000 (C)
1984 350,000 0.2000 70,000 (C)
1985 26,500 0.2810 7,453 (C)
1985 20,000 0.2500 5,000 (H)
1985 500 0.5000 250 (G)
1985 5,000 0.3440 1,719 (C)
1985 50 1.0000 50 (G)
1985 2,000 0.3750 750 (H)
1985 7,500 0.1560 1,172 (C)
1986 6,882 0.5000 3,472 (G)
1986 85,000 0.1875 15,938 (H)
1986 11,650 0.2810 3,276 (H)
1986 100,000 0.2190 21,875 (H)
1986 10,665,000 0.1810 1,929,737 (I)
1986 202,000 0.1560 31,562 (H)
1986 70,000 0.3130 21,875 (H)
1986 134,855 0.2000 26,939 (H)
1987 7,613,551 0.2000 1,522,710 (G)
1987 476,110 0.2950 140,478 (H)
1987 7,000 0.1590 1,113 (B)
1987 15,000 0.3120 4,687 (C)
1987 240,000 0.2000 48,000 (B)
1987 100,000 0.2180 21,875 (C)
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF SHAREHOLDERS' EQUITY - PAID-IN CAPITAL
(CONTINUED)
NOVEMBER 13, 1980 (INCEPTION) TO JUNE 30, 1999
(UNAUDITED)
DATE STOCK PRICE PER AMOUNT
ISSUED NUMBER OF SHARES SHARE RECEIVED
NOTES
1988 125,000 0.2500 31,250
(C)
1988 2,500 0.2180 547
(H)
1988 10,000 0.2000 2,000
(G)
1988 100,000 0.2500 25,000
(B)
1988 4,227,000 0.2000 845,400
(B)
1988 25,000 0.1560 3,906
(C)
1988 11,000 0.0130 143
(H)
1989 400,000 0.0800 32,000
(B)
1989 3,000 0.0938 282
(H)
1989 100,000 0.0800 8,000
(B)
1990 25,000 0.0100 250
(H)
1990 20,311,000 0.0100 203,110
(B)
1990 10,500,000 0.0100 105,000
(B)
1991 1,100,000 0.0100 11,000
(B)
1991 100,000 0.0100 1,000
(H)
1991 48,000 0.0625 3,000
(J)
1991 32,000 0.0625 2,000
(J)
1991 1,100,000 0.0100 11,000
(J)
1991 1,100,000 0.0100 11,000
(B)
1991 400,000 0.0100 4,000
(C)
1995 0 0.0000 87,750
(Q)
1996 1,250,000 0.0800 100,000
(K)
1996 11,375,000 0.0286 325,000
(K)
1996 16,100,000 0.0500 805,000
(K)
1996 1,300,000 0.0100 13,000
(L)
1996 12,900,000 0.0200 258,000
(L)
1996 300,000 0.0300 9,000
(M)
1996 280,000 0.0500 14,000
(M)
1996 400,000 0.0800 32,000
(M)
1996 100,000 0.0650 6,500
(M)
1996 250,000 0.0850 21,250
(M)
1996 (15,368,820) -0-
(N)
1996 420,000 0.0238 10,000
(L)
1996 11,150,000 0.0200 223,000
(L)
1996 428,600 0.0350 15,000
(L)
1996 250,000 0.0400 10,000
(L)
1996 1,075,220 0.0500 53,761
(L)
1996 350,000 0.0258 9,032
(J)
1996 1,695,000 0.0345 59,175
(J)
1996 75,000 0.0400 3,000
(O)
1996 200,000 0.0500 10,000
(B)
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF SHAREHOLDERS' EQUITY - PAID-IN CAPITAL
(CONTINUED)
NOVEMBER 13, 1980 (INCEPTION) TO SEPTEMBER 30, 1998
(UNAUDITED)
DATE STOCK PRICE AMOUNT
ISSUED NUMBER OF SHARES PER SHARE RECEIVED
NOTES
1996 - - 75,530
(Q)
1997 550,000 0.0500 27,500
(M)
1997 200,000 0.0500 10,000
(O)
1997 5,000,000 0.0100 50,000
(P)
1997 1,000,000 0.0200 20,000
(P)
1997 - - 14,398
(Q)
1997 11,130,600 0.0500 556,529
(R)
1997 500,000 0.0500 25,000
(P)
1997 40,000 0.0500 2,000
(M)
1997 80,000 0.0200 1,600
(L)
1997 1,600,000 0.0500 80,000
(R)
1998 1,650,000 0.0500 82,500
(R)
1998 100,000 0.0500 5,000
(O)
1998 2,730,000 0.0500 136,500
(S)
1998 1,100,000 0.0500 80,000
(R)
1998 - - 13,250
(Q)
1998 (1,600,000) - -0-
(N)
1998 1,600,000 0.0500 80,000
(M)
1998 13,190,000 0.0250 329,750
(R)
1998 30,000 0.0500 1,500
(M)
1998 200,000 0.0250 5,000
(O)
1998 110,000 0.0200 2,200
(P)
1998 20,000 0.0250 500
(M)
1998 (100,000) 0.0800 (8,000)
(T)
1999 1,000,000 0.0300 30,000
(M)
1999 1,000,000 0.0410 41,000
(M)
TOTAL SHARES - COMMON STOCK 328,994,536
TOTAL PAID-IN CAPITAL $ 13,713,612
LESS: Notes Receivable for Stock Purchase 142,500
LESS: Offering Expenses 473,495
NET PAID-IN CAPITAL - COMMON STOCK $ 13,097,617
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENT OF SHAREHOLDERS' EQUITY- PAID-IN CAPITAL
(RESTATED)(CONTINUED)
NOVEMBER 13, 1980 (INCEPTION) TO JUNE 30 , 1999
(UNAUDITED)
NOTES
(A) $1 additional was paid on stock certificate #3.
(B) Cash purchases.
(C) Represents stock issued in consideration for services
rendered. The
value assigned was based on the fair market value of the
stock on
the date the transaction was authorized.
(D) 1,000,000 common stock warrants were issued to the
underwriter,
Monarch
Funding Corporation, at par value ($.0001). On November 15,
1982,
these warrants were exercised at $.06 per share.
(E) Represents stock issued in consideration for services
rendered and
$7,500 cash. The value assigned was based on the fair
market value
of the stock on the date the transaction was authorized.
(F) Stock issued as part of unit offering. Each unit consisted
of 2
hares common stock, 2 Series "A" warrants and 1 Series "B"
warrant. No
separate value was assigned to the warrants.
(G) Issued pursuant to the exercise of warrants described in
(F).
(H) Issued pursuant to the employee incentive stock bonus plan.
(I) Issued as part of an offering completed March 26, 1986 for
cash and
redemption of warrants described in (F).
(J) Liabilities converted to common stock.
(K) Preferred Stock transferred to Common Stock as per
agreement.
(L) Issued stock for monies received during time when common
stock was
not able to be issued.
(M) Issued stock as payment for services rendered.
(N) Shares contributed by IMRCH.
(O) Issued stock as payment for interest on loans received.
(P) Issued pursuant to exercising stock purchase option.
(Q) Stock Options granted.
(R) Issued pursuant to a private offering.
(S) Issued stock as payment for Inventory that was repurchased
for
previous Dry Mouth Center locations.
The accompanying note is an integral part of these financial
statements.
BIOSONICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
NOTE TO FINANCIAL STATEMENTS
JUNE 30 , 1999
Note 1 - The unaudited financial statements presented herein have
been
prepared in accordance with the instructions to Form 10-QSB and
do not
include all of the information and note disclosures required by
generally accepted accounting principles. These statements
should be
read in conjunction with the financial statements and notes
thereto
included in the Company's Form 10-K annual report for the year
ended
December 31, 1998. In the opinion of management, these financial
statements include all adjustments, consisting only of normal
recurring
adjustments, necessary to summarize fairly the Company's
financial
position and results of operations. The results of operations
for the
nine-month period ended June 30, 1999 may not be indicative of
the
results that may be expected for the year ending December 31,
1999.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATIONS.
PLAN OF OPERATIONS
Biosonics, Inc. ("the Company" and "Biosonics") has prepared a
marketing
plan for the Salitron(R) (dry mouth) device. This plan
co-ordinated
with a marketing firm is expected to be launched during the third
quarter of 1999. The Company does have current inventory for the
Salitron, and believes that this existing inventory is not
obsolete and
that the Company can sell and ship such units after testing the
equipment. The Company is continuing it's efforts with Medicare
through
the Health Care Financing Administration ("HCFA").
The Company, through the development of a marketing plan for the
Cystotron(TM) product (Incontinence) is proceeding with
manufacturing
review for the device. The Company intends to proceed with this
marketing plan if and when the Company has received sufficient
funds for
manufacturing the product.
Biosonics is also planning to develop a strategy to market its
products
in the international market. The Company has initiated contact
with
various companies in the European market. Further development of
this
plan will require engineering aspects and the qualification of
the
European CE mark for importing into Europe.
Biosonics does not have any material commitments for capital
expenditures, although management is considering making capital
expenditures during 1999 in connection with the manufacturing of
the
Cystotron System, if funds become available. The extent of the
development or testing, if any, of Biosonics' other devices will
depend
on the availability of funds, and there is no assurance that
development
or testing of the devices will occur or be successful or that
sufficient
funds will be available.
FORWARD LOOKING STATEMENTS
All statements contained in this report that are not historical
facts,
including but not limited to the Company's plans for product
development
and marketing, are based on current expectations. These
statements are
forward-looking (as defined in the U.S. Private Securities
Litigation
Reform Act of 1995 and the Act) in nature and involve a number of
risks
and uncertainties. Such statements can be identified by the use
of
forward-looking terminology such as "may", "will", "should",
"expect",
"anticipate", "believe", "estimate" or "continue", or the
negative
thereof or other variations thereon or comparable terminology.
Actual
results may vary materially, as discussed herein. The factors
that
could cause actual results to vary materially include: The
availability
of capital to finance the Company's operations on terms
satisfactory to
the Company; the availability of clearances or approvals of the
Company's products by federal, state and foreign governmental
authorities; the market acceptance of the Company's products; the
availability of reimbursement by third part payors, including
Medicare
reimbursement; product liability claims; the availability of
protection
f the Company's patents and future litigation relating to
protection of
its patent, trade secret and know-how; the Company's dependence
on Jack
Paller; general business and economic conditions and competition
from
products that address the same or similar medical problems as
those
addressed by the Company's products; and other risks that may be
described from time to time in the reports that the Company will
be
required to file with the Commission. The Company cautions
potential
investors not to place undue reliance on any such forward-looking
statements.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF
OPERATIONS.
Biosonics' primary sources of funds to date have been proceeds
from
the sale
of its securities and investment income on such proceeds,
including
loans
and advances for securities purchases through private and public
offerings.
Biosonics will require additional funds to implement current
manufacturing
and marketing plans. The Company will also require additional
funds
in the
immediate future to maintain the operations of the Company.
Biosonics has
initiated a private offering of securities to acquire the
immediately
required funds.
Net development stage expenses for the six and three months ended
June 30,
1999 ($373,435 and $214,705 respectively) were lower than the
comparable
periods of the prior year ($424,092 and $272,773 respectively)
which
is due
to a reduction in professional fees and general operations
expenses.
Other
development stage expenses include primarily salaries, rent,
supplies,
transfer agent fees, manufacturing, marketing, public relations
and
travel
expenses.
The Company's professional fees for the six and three months
ended
June 30,
1999 ($108,829 and $67,540 respectively) were lower than the
comparable
periods on the prior year ($162,524 and $130,650 respectively)
due to
additional costs in the prior year associated with consulting
services
relating to the ongoing Medicare process and financing the
Company.
The Company's sales for the six and three months ended June 30,
1999
($6,070
and $2,585 respectively) were lower as compared to the same
period
of the
prior year ($6,975 and $3,905 respectively). The decrease in
sales
resulted
primarily from not having available funds to maintain a marketing
program
for the Salitron System.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES.
EubeTek Inc. ("EubeTek"), Biosonics subsidiary, effected a
private
placement
of common stock to a limited number of accredited investors for
which it
received subscriptions for an aggregate of $144,000, or 24,000
shares of EubeTek common stock for the period ended June 30,
1999.
These shares represent .4% of the total outstanding shares. These
private sales were made pursuant to the exemption afforded under
Section 4(2)and Regulation D under the Securities Act of 1933.
EubeTek is currently not publicly traded. Biosonics owns
5,500,000
of EubeTek's common stock or 99.6% of the total outstanding
shares.
Biosonics issued restricted stock for payment of consulting
services
to two
individuals, one was issued 1,000,000 shares of it's common stock
at
$.041
per share, and a second individual was issued 1,000,000 shares of
common
stock at $.03 per share.
ITEM 5. OTHER INFORMATION
On July 6, 1999, the Company announced the passing of Jack
Paller, the
Company's Chief Executive Officer and Director. Mr. Paller
appointed Robert
Paller to the Board of Directors prior to his passing. On July
22,
1999,
Robert Paller appointed Sandra Pileggi the Chief Operating
Officer
and Vice
President of the Company, to the Board of Directors. Mr. Robert
Paller has
subsequently resigned his position on the Board. Accordingly,
Sandra
Pileggi is sole director of the Company.
The Company plans to seek an individual to become President,
Chief
Executive Officer. The Company will also be attempting to
obtaining
additional board members.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
*3.1 Articles of Incorporation as amended
(incorporated by
reference to Registrant's Quarterly Report on
Form
10-Q
for the quarter ended September 30, 1996).
*3.5 By-laws of Registrant, as amended.
(incorporated by
reference to Registrant's Annual Report or Form
10-K for
the year ended December 31, 1983 ["1983 Form
10-K"]).
27 Financial Data Schedule
(b) Reports on Form 8-K:
None
* Incorporated by reference
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 thereunder duly authorized.
BIOSONICS, INC.
Date: August 16, 1999 By: /s/Sandra Pileggi
Sandra Pileggi,
Vice
President,
Chairman and Executive
Officer,
Principal Financial Officer
and
Principal
Accounting Officer and Sole
Director.
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<NAME> BIOSONICS, INC.
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