UNITED STATES
SECURITIES AND EXCHANG
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 quarterly period ended March 31, 2000
--------------------------
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 0-4395
- --------------------------------------------------------------------------------
COBB RESOURCES CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
New Mexico 85-0206160
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1041 N. Formosa Ave, Mary Pickford Bldg., Ste. 101, Los Angeles, CA 90046
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(323) 850-2800
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 of 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 XXX NO
----- -----
As of March 31, 2000, the Registrant had outstanding 16,720,426 shares of
common stock, par value $.10 per share.
<PAGE>
COBB RESOURCES CORPORATION
TABLE OF CONTENTS
FORM 10-QSB FOR THE QUARTER ENDED MARCH 31, 2000
PAGE
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets as of
March 31, 2000 and June 30, 1999 F-1
Condensed Consolidated Statements of Operations
for the nine months ended March 31, 2000
and 1999 F-2
Condensed Consolidated Statements of Operations
for the three months ended March 31, 2000 and
1999 F-3
Consolidated Condensed Statement of Stockholder's
Equity for the nine months ended March 31, 2000 F-4
Condensed Consolidated Statements of Cash Flows
for the nine months ended March 31, 2000
and 1999 F-5
Selected Notes to Condensed Consolidated Financial
Statements F-6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations F-10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K F-13
Signature Page F-14
Exhibit 27 - Financial Data Schedule F-15
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
- ------- ---------------------
<PAGE>
<TABLE>
<CAPTION>
COBB RESOURCES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, JUNE 30,
2000 1999
ASSETS (UNAUDITED) (NOTE)
------ ------------ ------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 873,975 $ 70,906
Net current assets of discontinued
operations - 195,726
------------ ------------
Total current assets 873,975 266,632
Film projects 1,952,390 -
Property and equipment, net 13,644 -
Other assets 4,329 -
Net non-current assets of discontinued
operations - 150,116
------------ ------------
Total assets $ 2,844,338 $ 416,748
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------------
Current liabilities:
Accounts payable and accrued liabilities $ 2,500 $ -
------------ ------------
Commitments and contingencies
Stockholders' equity:
Common Stock, par value $.10; 25,000,000
shares authorized; 16,720,426 and
853,426 shares issued at March 31,
2000 and June 30, 1999; 16,520,426
and 853,426 shares outstanding at
March 31, 2000 and June 30, 1999,
respectively 1,672,043 85,343
Additional paid-in capital 8,523,556 6,924,255
Subscription receivable (340,000) -
Accumulated deficit (6,663,971) (6,592,850)
Treasury stock, 200,035 shares at
cost at March 31, 2000 (349,790) -
------------ ------------
Total stockholders' equity 2,841,838 416,748
------------ ------------
Total liabilities and stockholder's equity $ 2,844,338 $ 434,573
============ ============
</TABLE>
NOTE: The balance sheet at June 30, 1999 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements.
See Selected Notes to Condensed Consolidated Financial Statements.
F-1
<PAGE>
<TABLE>
<CAPTION>
COBB RESOURCES CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
-------------
(UNAUDITED)
NINE MONTHS ENDED
MARCH 31,
----------------------
2000 1999
----------- ---------
<S> <C> <C>
General and administrative expenses $ 4,767 $ -
----------- ---------
Loss from operations (4,767) -
Interest income 604 -
----------- ---------
Loss from continuing operations (4,163) -
Loss from operation of discontinued
business segment (66,958) (27,018)
----------- ---------
Net loss $ (71,121) $(27,018)
=========== =========
Basic and dilutive net loss per
common share
Continuing operations $ - $ -
Discontinued operations (0.01) (0.03)
----------- ---------
Net loss $ (0.01) $ (0.03)
=========== =========
Weighted average number of common shares
outstanding 9,492,650 853,426
=========== =========
</TABLE>
NOTE: The company's financial statements include no additional element of
comprehensive income. Accordingly, comprehensive income and net income are
identical.
See Selected Notes to Condensed Consolidated Financial Statements.
F-2
<PAGE>
<TABLE>
<CAPTION>
COBB RESOURCES CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
-----------
(UNAUDITED)
THREE MONTHS ENDED
MARCH 31,
---------------------
2000 1999
----------- --------
<S> <C> <C>
General and administrative expenses $ 4,767 $ -
----------- --------
Loss from operations (4,767) -
Interest income (expense) 604 -
----------- --------
Loss from continuing operations (4,163) -
Income from operation of discontinued
business segment - 15,216
----------- --------
Net income (loss) $ (4,163) $ 15,216
=========== ========
Basic and dilutive net income (loss) per
common share
Continuing operations $ - $ -
Discontinued operations (0.00) 0.02
----------- --------
Net income (loss) $ (0.00) $ 0.02
=========== ========
Weighted average number of common shares
outstanding 3,724,534 853,426
=========== ========
</TABLE>
NOTE: The company's financial statements include no additional elements of
comprehensive income. Accordingly, comprehensive income and net income are
identical.
See Selected Notes to Condensed Consolidated Financial Statements.
F-3
<PAGE>
<TABLE>
<CAPTION>
COBB RESOURCES CORPORATION
(A CORPORATION IN THE DEVELOPMENT STAGE)
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED MARCH 31, 2000
-------------
(UNAUDITED)
LOSSES
ACCUMULATED
COMMON STOCK ADDITIONAL DURING THE
---------------------- PAID-IN SUBSCRIPTION DEVELOPMENT TREASURY
SHARES AMOUNT CAPITAL RECEIVABLE STAGE STOCK TOTAL
---------- ---------- ---------- ------------ ------------ ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at June 30, 1999 (giving
effect to a 1 for 10 reverse
stock split on February 3,
2000) 853,426 $ 85,343 $6,924,255 $ - $(6,592,850) $ - $ 416,748
Sale of common stock in a pri-
vate placement for $0.50 per
share, net of total offering
costs of $205,999 3,160,000 316,000 1,058,001 (340,000) - - 1,034,001
Issuance of common stock for
film projects 12,707,000 1,270,700 541,300 - - - 1,812,000
Sale of assets in exchange for
treasury stock - - - - - (349,790) (349,790)
Net loss - - - - (71,121) - (71,121)
---------- ---------- ---------- ------------ ------------ ---------- -----------
Balance at March 31, 2000 16,720,426 $1,672,043 $8,183,556 $ (340,000) $(6,663,971) $(349,790) $2,841,838
========== ========== ========== ============ ============ ========== ===========
</TABLE>
See accompanying notes.
F-4
<PAGE>
<TABLE>
<CAPTION>
COBB RESOURCES CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
-------------
(UNAUDITED)
THREE MONTHS ENDED
MARCH 31,
----------------------
2000 1999
----------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (71,121) $(27,018)
Adjustments to reconcile net loss to
net cash provided by (used in)
operating activities (8,493) 28,175
----------- ---------
Net cash provided by (used in)
operating activities (79,614) 1,157
----------- ---------
Cash flows from investing activities:
Proceeds from sale of equipment 13,000 -
Payment of film project costs (140,390) -
Purchase of property and equipment, net (13,644) (38,058)
Purchase of other assets (4,329) -
----------- ---------
Net cash provided by (used in)
investing activities (145,363) (38,058)
----------- ---------
Cash flows from financing activities:
Purchase of treasury stock (2,450) -
Principal payments on notes payable (3,504) (7,157)
Net proceeds from sale of common stock 1,034,000 -
----------- ---------
Net cash used in financing
activities 1,028,046 (7,157)
----------- ---------
Net decrease in cash and cash equivalents 803,069 (44,058)
Cash and cash equivalents at beginning
of period 70,906 419,280
----------- ---------
Cash and cash equivalents at end of
period $ 873,975 $375,222
=========== =========
Non-cash investing and financing activities:
Sale of certain assets in exchange for
shares of the Company's treasury stock $ 349,790 $ -
=========== =========
Purchase of film projects in exchange for
shares of the Company's common stock $1,812,000 $ -
=========== =========
</TABLE>
See Selected Notes to Condensed Consolidated Financial Statements.
F-5
<PAGE>
COBB RESOURCES CORPORATION
SELECTED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
-----------------------
The accompanying consolidated financial statements are condensed and
unaudited and have been prepared pursuant to the rules and regulations of
the Securities and Exchange Commission ("SEC"). In the opinion of
management, the unaudited interim financial statements furnished reflect
all adjustments of a normal recurring nature which are necessary to a fair
statement of the results for the interim periods presented. Certain
information and note disclosures normally included in annual financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to SEC rules or
regulations; however, the Company believes that the disclosures made are
adequate to make the information presented not misleading. These financial
statements should be read in conjunction with the audited financial
statements and the notes thereto included in the Company's Form 10-K for
the year ended June 30, 1999.
For a summary of significant accounting principles, see Notes to
Consolidated Financial Statements and Note 1 thereof contained in the
Annual Report on Form 10-K of Cobb Resources Corporation (the "Company")
for the year ended June 30, 1999, which is incorporated herein by
reference. The Company follows the same accounting policies during interim
periods as it does for annual reporting purposes.
2. COMPREHENSIVE INCOME
---------------------
The Company has adopted Statement of Financial Accounting Standards
("SFAS") No. 130, Reporting Comprehensive Income, which requires a Company
to display an amount representing comprehensive income as part of the
Company's basic financial statements. Comprehensive income includes such
amounts as unrealized gains or losses on certain investment securities and
certain foreign currency translation adjustments. The Company's financial
statements include none of the additional elements that affect
comprehensive income. Accordingly, comprehensive income and net income are
identical
3. RESTRUCTURING TRANSACTION
--------------------------
Effective February 3, 2000, three individuals and certain entities under
their control (collectively referred to as the "Investors") acquired 88% of
the Company's common stock through a series of transactions as follows:
- The Investors each acquired 666,666 shares (approximately 7.8%
individually and 23.4% in the aggregate of the Company's common stock
from the Company's most significant stockholder (the "Stockholder").
F-6
<PAGE>
COBB RESOURCES CORPORATION
SELECTED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
3. BASIS OF PRESENTATION, CONTINUED
-----------------------------------
- The Company sold substantially all of its existing assets, including
mineral interests, cash, equity securities and other assets, to the
Stockholder in exchange for 2,000,000 shares of the Company's common
stock (that were placed in treasury) and the Stockholder's assumption
of all known and unknown liabilities of the Company, fixed and
contingent, that had accrued up to February 3, 2000. The aggregate
purchase price paid by the Stockholder in connection with this
transaction was approximately $347,000. As a result of this
transaction, the Company discontinued all current operations in which
it was engaged.
- The Company enacted a ten for one reverse stock split that was
effective for stockholders of record on February 17, 2000. A
requirement in conjunction with the reverse split was that the Company
establish a new trading symbol for the Company's common stock.
- The Company acquired certain assets (the "Asset Purchase"), tangible
property and all other intangible property related to a number of film
projects in exchange for 12,707,000 post split shares, representing an
aggregate purchase price of approximately $1,812,000 based upon
independent appraisal. The entertainment projects were acquired from
the Investors and/or entities owned by the Investors.
4. DISCONTINUED OPERATIONS
------------------------
Included with the Restructuring Transaction (See note 3) the Company
discontinued all operations in the mining, oil and gas, and marketable
equity securities trading areas and sold all assets associated with such
operations at no gain or loss.
The gain (loss) from operation discontinued business segment presented in
the accompanying statement of operations consisted of the following:
F-7
<PAGE>
<TABLE>
<CAPTION>
COBB RESOURCES CORPORATION
SELECTED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
4. DISCONTINUED OPERATIONS, CONTINUED
------------------------------------
THREE MONTHS ENDED NINE MONTHS ENDED
MARCH 31, MARCH 31,
--------------------- ---------------------
2000 1999 2000 1999
--------- ---------- --------- ----------
<S> <C> <C> <C> <C>
Revenues:
Mining royalty income, net $ - $ 16,500 $ - $ 49,500
--------- ---------- --------- ----------
Costs and expenses:
Property lease expenses - - - 6,016
Depreciation, depletion and
amortization - 2,181 3,947 6,543
General and administrative - 79,380 63,955 204,214
--------- ---------- --------- ----------
Total costs and expenses - 81,571 67,902 216,773
--------- ---------- --------- ----------
Loss from operations - (65,071) (67,902) (167,273)
--------- ---------- --------- ----------
Other income (expenses):
Other income - 6,916 5,349 48,087
Realized loss on marketable
equity securities - (111,928) (14,925) (208,944)
Unrealized gain on marketable
equity securities - 245,542 4,859 302,314
Realized gain on sale of
equipment - - 5,953 -
Interest expense - (243) (292) (1,202)
--------- ---------- --------- ----------
Total other income - 80,287 944 140,255
--------- ---------- --------- ----------
Net income (loss) $ - $ 15,216 $(66,958) $ (27,018)
========= ========== ========= ==========
Net current assets of discontinued operations consisted of the following at June
30, 1999:
Marketable equity securities $138,257
Notes receivable 60,000
Accrued interest receivable 14,664
Notes payable and current portion
of long-term debt (7,195)
Accounts payable and accrued liabilities (10,000)
---------
Net current assets $195,726
=========
</TABLE>
F-8
<PAGE>
COBB RESOURCES CORPORATION
SELECTED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
4. DISCONTINUED OPERATIONS, CONTINUED
------------------------------------
Net non-current assets of discontinued operations consisted of the following at
June 30, 1999:
Property and equipment $ 17,243
Non-producing oil and gas properties 133,503
Long-term debt, net of current portion (630)
----------
Net non-current assets $ 150,116
==========
F-9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
- ------ -----------------------------------------------------------------------
OF OPERATIONS.
--------------
The following discussion should be read in conjunction with our unaudited
consolidated interim financial statements and related notes thereto
included in this quarterly report and in the audited consolidated Financial
Statements and Management's Discussion and Analysis of Financial Condition
and Results of Operations ("MD&A") contained in our 10-KSB for the year
ended June 30, 1999. Certain statements in the following MD&A are forward
looking statements. Words such as "expects", "anticipates", "estimates" and
similar expressions are intended to identify forward looking statements.
Such statements are subject to risks and uncertainties that could cause
actual results to differ materially from those projected.
OVERVIEW
--------
Cobb Resources Corporation's operations are currently funded primarily
through outside funds generated from the sale of its common stock. We are
currently operating in the entertainment business. Management intends to
continue to hold fixed and administrative expenditures to low levels which
are consistent with the Company's balance sheet financial ratios and
anticipated income.
RESTRUCTURING TRANSACTION
--------------------------
Effective February 3, 2000, three individuals and certain entities under
their control (collectively referred to as the "Investors") acquired 88% of
our common stock through a series of transactions as follows:
- The Investors each acquired 666,666 shares (approximately 7.8%
individually and 23.4% in the aggregate of our common stock from our
most significant stockholder (the "Stockholder").
- We sold substantially all of our existing assets, including mineral
interests, cash, equity securities and other assets, to the
Stockholder in exchange for 2,000,000 shares of our common stock (that
were placed in treasury) and the Stockholder's assumption of all of
our known and unknown liabilities, fixed and contingent, that had
accrued up to February 3, 2000. The aggregate purchase price paid by
the Stockholder in connection with this transaction was approximately
$347,000. As a result of this transaction, we discontinued all current
operations in which it was engaged.
- We enacted a ten for one reverse stock split that was effective for
stockholders of record on February 17, 2000. A requirement in
conjunction with the reverse split was that the Company establish a
new trading symbol for our common stock.
ASSET PURCHASE
---------------
Concurrent with the Restructuring Transaction described above, we acquired
interests in certain film projects (the "Asset Purchase") in exchange for
12,707,000 post-split shares of our common stock. The film projects
acquired in the Asset Purchase were valued at $1,812,000 based upon
independent appraisal. We plan to make the film projects the basis of our
future operations.
F-10
<PAGE>
PLAN OF OPERATIONS
--------------------
During the period from the date of the Asset Purchase to March 31, 2000, we
have not generated revenue from our operations and we may not generate
significant revenue during the remainder of 2000, depending on the public
release dates and success of our film projects.
We have a limited operating history on which we can be evaluated. Our
prospects must be considered in light of the risks, expenses and
difficulties frequently encountered by companies in our stage of
development. We will encounter risks in implementing and executing our
business strategy. We can provide no assurance that we will be successful
in addressing such risks, and the failure to do so could have a material
adverse effect on our business.
As of March 31, 2000, we had an accumulated deficit of $6,663,971 incurred
almost entirely in business operations that have now been discontinued. We
also had cash and cash equivalents of $873,975 and a $340,000 subscription
receivable that was collected in April. We estimate that the Company will
incur investment costs related to film projects of approximately
$500,000 per quarter during the next twelve months. We also expect to incur
operating expenses of $62,500 per quarter.
We have financed our current operations through the sale of our common
stock and we will, in the near term, be entirely dependent on outside
sources of financing to sustain our operations. During the three months
ended March 31, 2000 we raised approximately $1,374,000 from a private
placement of our common stock to qualified investors.
Our capital requirements will depend on numerous factors, including the
profitability of our film projects and our ability to control costs. We
believe that our current assets will be sufficient to meet our operating
expenses and capital expenditures to the successful commercialization of
our existing film projects. However, we cannot predict when and if any
additional capital contributions may be needed and we may need to seek one
or more substantial new investors. New investors could cause substantial
dilution to existing stockholders.
Our ability to achieve profitability will depend on our ability to
successfully make the transformation to a commercially viable film and
entertainment business. We can make no assurance that we will be able to
successfully make that transition.
GOING CONCERN CONSIDERATIONS
------------------------------
The report from our independent accountants, included in our Annual Report
on Form 10-KSB, included an explanatory paragraph which describes
substantial doubt concerning our ability to continue as a going concern,
without continuing additional contributions to capital. We may incur losses
for the foreseeable future due to the significant costs associated with our
existing film projects. See "Financial Statements - Report of Independent
Accountants" included in our annual report on Form 10-KSB for the year
ended June 30, 1999.
F-11
<PAGE>
As shown in the financial statements during the three months ended March
31, 2000 and for the year ended June 30, 1999, we incurred losses of
$(71,121) and $442,044, respectively, and at December 31, 1999 we had an
accumulated deficit of $6,659,808 and these circumstances raise the
question of our ability to continue as a going concern. We believe that the
Restructuring Transaction and the private placement of our common stock in
February and March 2000 has improves our overall financial position.
RESULTS OF OPERATIONS
-----------------------
COMPARISON OF THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
----------------------------------------------------------------------
During the three months ended March 31, 2000, we had net income from
discontinued operations of $-0- as compared to $15,216 in the three months
ended March 31, 1999. The income in 1999 was attributable to favorable
returns on marketable equity securities.
COMPARISON OF THE NINE MONTHS ENDED MARCH 31, 2000 AND 1999
---------------------------------------------------------------------
During the nine months ended March 31, 2000, we had net losses from
discontinued operations of $(66,958) as compared to $(27,018) in the nine
months ended March 31, 1999. The increased losses in 2000 were attributable
to less favorable returns on marketable equity securities, partially offset
by increases in salaries and wages.
INFORMATION REGARDING AND FACTORS AFFECTING FORWARD LOOKING STATEMENTS
---------------------------------------------------------------------------
The Company is including the following cautionary statement in this
Quarterly Report on Form 10-Q to make applicable and take advantage of the
safe harbor provision of the Private Securities Litigation Reform Act of
1995 for any forward-looking statements made by, or on behalf of the
Company. Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance and underlying
assumptions and other statements which are other than statements of
historical facts. Certain statements contained herein are forward-looking
statements and, accordingly, involve risks and uncertainties which could
cause actual results or outcomes to differ materially from those expressed
in the forward-looking statements. The Company's expectations, beliefs and
projections are expressed in good faith and are believed by the Company to
have a reasonable basis, including without limitations, management's
examination of historical operating trends, data contained in the Company's
records and other data available from third parties, but there can be no
assurance that management's expectation, beliefs or projections will
result, or be achieved, or be accomplished.
F-12
<PAGE>
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES
-----------------------
The following information sets forth certain information, as of November
10, 1999, for all securities we sold during the three month period ended
March 31, 2000, without registration under the Act, excluding any
information "previously reported" as defined in Rule 12b-2 of the
Securities Exchange Act of 1934. There were no underwriters in any of these
transactions.
During the three month period ended March 31, 2000, we issued an aggregate
of 3,160,000 shares of common stock for an aggregate of $1,580,000 to
26_accredited investors. We believe these transactions were exempt from
registration pursuant to Section 4(2) of the act, as sales to accredited
investors.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
-------------------------------------
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
Report dated February 11, 2000
F-13
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
COBB RESOURCES CORPORATION
Date: May 18 , 2000 by /s/ George Furla
-- -----------------
George Furla
Chief Executive Officer
F-14
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-START> JUL-01-1999
<PERIOD-END> MAR-31-2000
<CASH> 873975
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 873975
<PP&E> 13644
<DEPRECIATION> 0
<TOTAL-ASSETS> 2844338
<CURRENT-LIABILITIES> 2500
<BONDS> 0
0
0
<COMMON> 1672043
<OTHER-SE> 1169795
<TOTAL-LIABILITY-AND-EQUITY> 2844338
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 4767
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (604)
<INCOME-PRETAX> 4163
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> (66958)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (71121)
<EPS-BASIC> (.01)
<EPS-DILUTED> (.01)
</TABLE>
