SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 1998
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________ to ____________
Commission file number 0-10701
TATONKA ENERGY, INC.
(Name of small business issuer in its charter)
Oklahoma, USA 73-1457920
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
9603 White Rock Trail, Suite 100, Dallas, Texas 75238
(Address of principal executive offices)
(214) 340-9912
(Issuer's telephone number)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
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 (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
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 49,099,069 shares of Common
Stock, $.001 par value, as of December 1, 1998.
Transitional Small Business Disclosure Format (check one): Yes No X
<PAGE>
<TABLE>
<CAPTION>
INDEX
PART I - FINANCIAL INFORMATION Page
<S> <C>
Item 1. Financial Statements
Consolidated Balance Sheets at September 30, 1998 (unaudited) and 1
December 31, 1997
Consolidated Statements of Operations for the three months ended
3 September 30, 1998 and 1997 (unaudited) and for the nine
months ended September 30, 1998 and 1997 (unaudited)
Consolidated Statement of Changes in Shareholders' Deficit for the 4
nine months ended September 30, 1998 (unaudited)
Consolidated Statements of Cash Flows for the nine months ended 5
September 30, 1998 and 1997 (unaudited)
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition 9
or Plan of Operation
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities and Use of Proceeds 12
Item 3. Defaults Upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
Tatonka Energy, Inc. and Subsidiary
CONSOLIDATED BALANCE SHEETS
December 31, September 30,
ASSETS 1997 1998
------------ -------------
<S> <C> <C>
(Unaudited)
CURRENT ASSETS
Cash $ 37,233 $ 14,254
Accounts receivable - trade, less allowance for
doubtful accounts and contractual allowances
of $1,668,867 and $950,074, respectively 2,280,547 2,356,405
Receivable - related party 58,270 95,811
----------- -----------
Total current assets 2,376,050 2,466,470
PROPERTY AND EQUIPMENT
Clinic and medical equipment 3,561,415 3,566,690
Furniture and equipment 89,797 95,042
Computer hardware and software 54,616 403,450
Leasehold improvements 381,420 381,420
----------- -----------
4,087,248 4,446,602
Less accumulated depreciation and amortization (2,889,189) (3,319,562)
----------- -----------
1,198,059 1,127,040
OTHER ASSETS
Deferred income tax asset 354,000 354,000
Other 13,533 16,321
----------- -----------
367,533 370,321
----------- -----------
$ 3,941,642 $ 3,963,831
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE>
<TABLE>
<CAPTION>
Tatonka Energy, Inc. and Subsidiary
CONSOLIDATED BALANCE SHEETS - CONTINUED
Pro forma
shareholders'
deficit at
LIABILITIES AND SHAREHOLDERS' December 31, September 30, September 30,
DEFICIT 1997 1998 1998
------------ ------------- -------------
<S> <C> <C> <C>
(Unaudited) (Note A)
CURRENT LIABILITIES
Current maturities of long-term debt $ 1,173,830 $ 2,274,331
Accounts payable - trade 192,407 643,460
Payable to factor 758,755 408,434
Accrued expenses 176,419 305,238
Deferred income tax liability 695,000 646,389
----------- -----------
Total current liabilities 2,996,411 4,277,852
LONG-TERM LIABILITIES
Long-term debt, less current maturities 1,646,254 356,567
Deferred rent 33,902 33,902
----------- -----------
Total liabilities 4,676,567 4,668,321
SHAREHOLDERS' DEFICIT
Common stock - $1 par value per share; authorized,
issued and outstanding, 1,000 shares 1,000 -- --
Common stock - $.001 par value per share;
authorized, 50,000,000 shares; issued
and outstanding, 49,099,069 shares -- 49,099 78,431
Series "A" nonvoting convertible preferred
stock, $1 par value per share; issued
and outstanding, 135,139 shares -- 135,139 135,139
Additional paid-in capital 22,254 16,691 --
Unearned ESOP compensation (333,532) (248,720) (248,720)
Retained earnings (accumulated deficit) 422,935 (656,699) (669,340)
----------- ----------- -----------
112,657 (704,490) (704,490)
Less treasury stock, at cost (226 shares) (847,582) -- --
----------- ----------- -----------
Total shareholders' deficit (734,925) (704,490) $ (704,490)
----------- ----------- ===========
$ 3,941,642 $ 3,963,831
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE>
<TABLE>
<CAPTION>
Tatonka Energy, Inc. and Subsidiary
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three months Nine months
ended September 30, ended September 30,
---------------------------- ----------------------------
1997 1998 1997 1998
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenues
Gross patient billings $ 1,663,145 $ 1,271,343 $ 4,538,405 $ 3,793,723
Less allowances (687,473) (440,638) (1,826,101) (1,298,248)
------------ ------------ ------------ ------------
Net patient billings 975,672 830,705 2,712,304 2,495,475
Contracted services -- 178,023 -- 374,391
Other 35,036 11,845 35,036 11,845
------------ ------------ ------------ ------------
Total revenues 1,010,708 1,020,573 2,747,340 2,881,711
Operating expenses (745,009) (1,005,091) (2,389,892) (2,767,936)
------------ ------------ ------------ ------------
Operating profit 265,699 15,482 357,448 113,775
Other income (expenses)
Interest expense (102,229) (42,900) (303,276) (171,744)
Factoring fees (29,658) (15,572) (80,976) (49,733)
Miscellaneous income 137 35 249 (4,343)
------------ ------------ ------------ ------------
(131,750) (58,437) (384,003) (225,820)
------------ ------------ ------------ ------------
Net earnings (loss) before
income taxes 133,949 (42,955) (26,555) (112,045)
Deferred income tax expense (benefit) 48,120 (9,361) (9,880) (40,861)
------------ ------------ ------------ ------------
NET EARNINGS (LOSS) $ 85,829 $ (33,594) $ (16,675) $ (71,184)
============ ============ ============ ============
Earnings (loss) per share - basic and diluted $ -- -- -- --
Weighted average shares 39,583,513 49,099,069 39,583,513 45,927,217
Pro forma earnings (loss) per share - basic
and diluted $ -- -- -- --
Weighted average shares 69,415,409 78,930,965 69,415,409 75,759,113
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE>
<TABLE>
<CAPTION>
Tatonka Energy, Inc. and Subsidiary
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT
(Unaudited)
Retained
Additional Unearned earnings
Common stock Preferred paid-in ESOP (accumulated
Shares Amount stock capital compensation deficit)
----------- ---------- ----------- ----------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Balance at January 1, 1998 1,000 $ 1,000 $ -- $ 22,254 $ (333,532) $ 422,935
Merger of Tatonka Energy, Inc.
and Phy. Med., Inc. and
recapitalization 49,098,069 48,099 135,139 (22,254) -- (1,008,450)
Amortization of unearned ESOP
compensation, net of taxes
of $4,000 -- -- -- 16,691 84,812 --
Net loss -- -- -- -- -- (71,184)
----------- ----------- ----------- ----------- ----------- -----------
Balance at June 30, 1998 49,099,069 $ 49,099 $ 135,139 $ 16,691 $ (248,720) $ (656,699)
=========== =========== =========== =========== =========== ===========
Treasury stock
Shares Amount Total
----------- ----------- -----------
Balance at January 1, 1998 226 $ (847,582) $ (734,925)
Merger of Tatonka Energy, Inc.
and Phy. Med., Inc. and
recapitalization (226) 847,582 116
Amortization of unearned ESOP
compensation, net of taxes
of $4,000 -- -- 101,503
Net loss -- -- (71,184)
----------- ----------- -----------
Balance at June 30, 1998 -- $ -- $ (704,490)
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
6
<PAGE>
<TABLE>
<CAPTION>
Tatonka Energy, Inc. and Subsidiary
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine months
ended September 30,
-----------------------
1997 1998
---------- ----------
<S> <C> <C>
Cash flows from operating activities
Net loss $ (16,675) $ (71,184)
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
Depreciation and amortization 467,290 430,373
Amortization of unearned ESOP compensation 111,253 101,503
Deferred income taxes (9,880) (48,611)
Changes in operating assets and liabilities
Receivables 13,634 (75,858)
Prepaid expenses and other current assets (3,297) (40,329)
Accounts payable and other current liabilities (24,055) 579,872
--------- ---------
Net cash provided by operating activities 538,270 875,766
Cash flows from investing activities
Purchase of property assets (6,649) (359,354)
Merger -- 116
--------- ---------
Net cash used in investing activities (6,649) (359,238)
Cash flows from financing activities
Proceeds from (payments to) factoring company - net 303,328 (350,321)
Repayments of debt (773,128) (189,186)
--------- ---------
Net cash used in financing activities (469,800) (539,507)
--------- ---------
Net increase (decrease) in cash 61,821 (22,979)
Cash at beginning of period 2,980 37,233
--------- ---------
Cash at end of period $ 64,801 $ 14,254
========= =========
</TABLE>
The accompanying notes are an integral part of these statements.
7
<PAGE>
Tatonka Energy, Inc. and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A - BASIS OF PRESENTATION
Effective April 3, 1998, Tatonka Energy, Inc. ("Tatonka") acquired 80% of the
outstanding capital stock of Phy Med Diagnostic Imaging Center Dallas, Inc.
("Phy Med"), pursuant to an agreement and plan of reorganization and merger
(the Agreement). The Agreement provides that consideration given by Tatonka
consists of the issuance of 68,915,409 Tatonka common shares. However,
pending shareholder approval of an increase in the authorized common shares
of Tatonka, only 39,583,513 shares have been issued. Shareholders' deficit in
the accompanying balance sheet reflects on the Tatonka shares actually
issued. Pro forma shareholders' deficit and pro forma loss per share reflect
the additional 29,331,896 shares that are required to be issued upon
shareholder approval.
At the date of the merger, Tatonka had nominal assets, consisting only of
$116 in cash and no liabilities. The terms of the merger result in the former
Phy Med shareholders owning approximately 87% of the outstanding Tatonka
common stock. Therefore, the merger has been accounted for as a
recapitalization of Phy Med. The accompanying financial statements which have
been captioned "Tatonka Energy, Inc.", pending shareholder approval to change
the name to Phy Med, Inc., are those of Phy Med for all periods presented.
Phy Med is referred to herein as "the Company".
The consolidated financial statements contained herein have been prepared by
the Company pursuant to the rules and regulations of the Securities and
Exchange Commission. In the opinion of management, all adjustments necessary
for a fair presentation of the consolidated financial position as of
September 30, 1997 and 1998 have been made. In addition, all such adjustments
made, in the opinion of management, are of a normal recurring nature. The
results of operations for the interim periods presented are not necessarily
indicative of the results to be expected for the full fiscal year.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted for the interim periods pursuant to
the interim reporting rules of the Securities and Exchange Commission. The
interim consolidated financial statements should be read in conjunction with
the audited consolidated financial statements and related notes of Phy. Med.,
Inc. for the year ended December 31, 1997, included in the Company's Form
8-K/A.
NOTE B - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Business
------------------
The Company is engaged in the business of operating a diagnostic imaging
center, located in Dallas, Texas.
A summary of the significant accounting policies applied in the preparation
of the accompanying financial statements follows.
8
<PAGE>
NOTE B - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Continued
Revenue Recognition and Receivables
-----------------------------------
Net patient revenue is recorded as services are rendered, at the estimated
realizable amounts from patients, third-party payers and others based upon
contractual arrangements. Provisions are made for estimated uncollectible
accounts and are reflected in the financial statements as bad debts, included
in operating expenses.
Property and Equipment
----------------------
Property and equipment are stated at cost less accumulated depreciation and
amortization. Depreciation and amortization are provided for in amounts
sufficient to relate the cost of depreciable assets to operations over their
estimated service lives, which range from three to five years, by the
straight-line method. Leasehold improvements are amortized by the
straight-line method over the lives of the respective leases or the service
lives of the improvements, whichever is shorter.
Deferred Rent
-------------
The cost of the Company's lease for office space is accounted for by the
straight-line method. The difference between the net cash requirements of the
lease and straight-line method is reflected on the balance sheet as deferred
rent.
Use of Estimates
----------------
In preparing financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and
assumptions that effect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities at the date of the financial
statements, the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
NOTE C - LOSS PER SHARE
Loss per share has been calculated based upon the number of shares
(39,583,513) issued by Tatonka on April 3, 1998, for the acquisition of Phy
Med, with retroactive application to all periods presented. For the period
subsequent to April 3, 1998, weighted average shares outstanding include also
the outstanding shares of Tatonka (9,515,556) held by the pre-merger Tatonka
shareholders.
No effect has been given in the calculation of loss per share to the effect
of the Series A convertible preferred stock, because the result of assumed
conversion is antidilutive.
9
<PAGE>
NOTE D - FINANCING DEFAULTS
At September 30, 1998, the Company was in arrears on payments due on a note
to DVI Finance Company (DVI) and equipment financing leases accounted for as
capital leases. These financings constitute $1,930,904 in liabilities at
September 30, 1998.
In August 1998, DVI obtained an injunction that prohibited the Company from
disbursing funds without the consent of DVI. In December 1998, the Company
settled with DVI by payment of $245,530 in principal and interest and
approximately $21,000 in related expenses.
On December 7, 1998, the lessor gave notice of intention to accelerate the
outstanding balances aggregating $1,664,246. The outstanding balances on the
note and the equipment leases have been classified as current liabilities in
the balance sheet at September 30, 1998.
10
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition or Plan of
Operation
(a) Plan of Operation.
Not applicable.
(b) Management's Discussion and Analysis of Financial Condition
and Results of Operations.
RESULTS OF OPERATIONS
The following table sets forth operating data of the Company as a
percentage of total revenue for the periods indicated:
Three months Nine months
-------------- --------------
1997 1998 1997 1998
-------------------------------
Total revenue 100.0% 100.0% 100.0% 100.0%
Operating expenses 73.7 98.5 87.0 96.1
-------------------------------
Operating profit 26.3 1.5 13.0 3.9
Other expenses 13.0 5.7 14.0 7.8
-------------------------------
Net earnings (loss) before tax 13.3 (4.2) (1.0) (3.9)
Income tax 4.8 (0.9) (0.4) (1.4)
-------------------------------
Net earnings (loss) 8.5 (3.3) (0.6) (2.5)
Three Months Ended September 30, 1998 with three Months Ended September 30, 1997
Net patient revenue decreased 14.9% to $830,705 for the three months
ended September30, 1998 from $975,672 for the three months ended September 30,
1997. This decrease was due primarily to the opening of an imaging center in
Plano, Texas that is managed by PhyMed.
Total patient revenue decreased by 1% to $1,010,708 for the three
months ended September 30, 1998 from $1,020,573 for the three months ended
September 30, 1997. The decrease is due primarily to loss of net patient revenue
($145,000) resulting from the opening of the Plano imaging center. This loss of
net patient revenue was materially offset by Contract services revenue
($178,000) related to a capitated contract that started in August 1998.
11
<PAGE>
Operating expenses increased by 34.9% to $1,005,091for the three months
ended September 30,1998 from $745,009 for the three months ended September 30,
1997. This increase was primarily due to the Company's expanded operations
through its capitated services contracts ($156,000) and to the reorganization
and merger expenses ($57,260).
Operating profit decreased by 94.1 %to $15,482 for the three months
ended September 30,1998 from an operating profit of $265,699 for the three
months ended September 30, 1997. The decrease is due primarily to reduced
patient revenue resulting from the opening of the Plano imaging center and the
reorganization expenses.
Other expenses decreased by 55.6% to $58,437 for the three months ended
September 30,1998 from $131,750 for the three months ended September 30,1997.
The decrease was due primarily to reduced interest expense ($59,329)
attributable to notes related to treasury stock and to ESOP stock acquisition.
The Company incurred a net loss of ($33,594) for the three months ended
September 30,1998 as compared to a net earnings of $85,829 for the three months
ended September 30, 1997. This decrease in earnings is primarily due to reduced
patient revenue and reorganization costs less the impact of reduced interest
expense.
Nine Months Ended September 30, 1998 Compared with the Nine Months Ended
September 30, 1997
Net patient revenue decreased by 8.0% to $2,495,475 for the nine months
ended September 30, 1998 from $2,712,304 for the nine months ended September 30,
1997. The decrease was due primarily to the opening of an imaging center in
Plano, Texas that is managed by PhyMed.
Total revenue increased by 4.9% to $2,881,711 for the nine months ended
September 30, 1998 from $2,747,430 for the nine months ended September 30, 1997.
The increase was due primarily to revenue associated with the capitated services
contracts.
Operating expenses increased by 15.8% to $2,767,936 for the nine months
ended September 30, 1998 from $2,389,892 for the nine months ended September
30,1997. This was due primarily to the expenses resulting from the
reorganization and merger effective April 1, 1998 between Tatonka Energy, Inc.
and Phy.Med.,Inc. ($157,000) and the costs associated with the capitated
services contracts ($324,000). Operating expenses, excluding reorganization and
capitated contract services, decreased 4.3% to $2,286,936 for the nine months
ended September 30,1998.
Operating profit decreased 68.2% to $113,775 for the nine months ended
September 30, 1998 from $357,448 for the nine months ended September 30, 1997.
This decrease is due primarily to the reorganization expense.
12
<PAGE>
Other expenses decreased by 41.2% to $225,820 for the nine months ended
September 30, 1998 from $384,003 for the nine months ended September 30,1997.
This decrease was due primarily to reduced interest expenses ($131,532)
attributable to notes related to the purchase of treasury stock and to the ESOP
stock acquisition and reduced factoring fees ($31,243).
Net loss increased by 326.9% to ($71,184) for the nine months ended
September 30,1998 from ($16,675) for the nine months ended September 30,1997.
The Increase was due primarily to cost of reorganization less the impact of
reduced interest and factoring expenses.
LIQUIDITY AND CAPTIAL RESOURCES
In February 1998 the company factoring accounts receivable demanded
that PhyMed repay approximately $200,000 in uncollected old accounts. A
compromise was reached reducing the advances from the factoring company on new
accounts submitted from 54% to 38%. The amount outstanding to the factoring
company at September 30, 1998 is $408,628 as compared to a balance of $738,755
at December 31. 1997. PhyMed is currently negotiating with another factoring
firm to arrange new financing of accounts receivable and the retirement of the
existing factoring debt of approximately $304,770 as of November 31, 1998 on
terms more favorable to the Company. There is no assurance that any refinancing
will take place or that it will be favorable to PhyMed.
The unscheduled repayment of $383,127 to the factoring company during
the nine months ended September 30,1998 resulted in less cash available for
operations. This coupled with the reorganization expenses and decreased patient
revenue resulted in an increase accounts payable and accrued expenses at
September 30, 1998.
At September 30,1998 the Company is in default on certain equipment
financings with Siemens Credit Corporation ("Siemens") and a subsidiary of DVI
Capital ("DVI"). These financings constitute $1,930,904 in current liabilities
reflected on the September 30, 1998 Consolidated Balance Sheet. Additionally the
real estate lease related to the premises occupied by the Company is in default
and in arrears approximately $50,000 at November 30,1998.
In July 1998 DVI filed suit seeking payment on its financing and in
August obtained an injunction against PhyMed disbursing funds without consent of
DVI. This suit was settled for $245,530 in principal and interest plus $21,130
in related expenses in December 1998, and the injunction was dissolved.
On December 7, 1998 Siemens gave notice of intention to accelerate the
balances due on certain equipment financings representing $1,664,246 of current
maturities of long term debt at September 30, 1998. Should PhyMed be successful
in refinancing it accounts receivable adequate funds should be available to
13
<PAGE>
restructure the Siemens notes. There is no assurance that the restructuring will
take place or that it will take place on terms favorable to PhyMed.
Management is developing a refinancing plan that it believes will allow
the Company to increase its financial strength; grow through acquisitions; and
increase same store sales. However, there is no assurance the Company will be
able to accomplish any of this, or do so profitably.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On July 10, 1998, DVI Financial Services (DVI) filed a lawsuit
(98-5324-D) against PhyMed in the 95th Judicial District Court in Dallas County,
Dallas. DVI was seeking payment on the loan which was reported in the Company's
Form 10-QSB for the quarter ended June 30, 1998, as being in default. The suit
also sought damages and attorneys' fees. In addition, on August 10, 1998, DVI
sought and obtained injunctive relief that restrained PhyMed from disbursing
funds without the consent of DVI.
In December 1998, PhyMed and DVI entered into an Agreed Judgment in the
amount of $264,338, PhyMed paid DVI the agreed amount, and the injunction was
dissolved.
Item 2. Changes in Securities and Use of Proceeds
Not Applicable
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-K
Not applicable
14
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
TATONKA ENERGY, INC.
Registrant
Date: January 5, 1999 BY: /s/ George C. Barker
-----------------------
George C. Barker
Chairman of the Board, President and Chief
Executive Officer (Principal Executive Officer
and Principal Financial Officer)
15
<PAGE>
INDEX OF EXHIBITS
Exhibit No. Description
----------- -----------
27 Financial Data Schedule
16
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000353904
<NAME> TATONKA ENERGY, INC.
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<EXCHANGE-RATE> 1
<CASH> 14,254
<SECURITIES> 0
<RECEIVABLES> 3,306,479
<ALLOWANCES> 950,074
<INVENTORY> 0
<CURRENT-ASSETS> 2,466,470
<PP&E> 4,446,602
<DEPRECIATION> 3,319,562
<TOTAL-ASSETS> 3,963,831
<CURRENT-LIABILITIES> 4,277,852
<BONDS> 356,567
0
135,139
<COMMON> 49,099
<OTHER-SE> (888,728)
<TOTAL-LIABILITY-AND-EQUITY> 3,963,831
<SALES> 2,495,475
<TOTAL-REVENUES> 2,881,711
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,767,936
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 171,744
<INCOME-PRETAX> (112,045)
<INCOME-TAX> 40,861
<INCOME-CONTINUING> (71,184)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (71,184)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>