ANTARES RESOURCES CORP
10QSB, 1996-05-13
ENGINEERING SERVICES
Previous: MERRILL LYNCH & CO INC, 8-K, 1996-05-13
Next: METRO TEL CORP, 10QSB, 1996-05-13



	SECURITIES AND EXCHANGE COMMISSION 
	Washington, DC  20549

	FORM 10-QSB
	                     

[  X ] 	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities 
Exchange Act of 1934

For the quarterly period ended March 31, 1996

[    ]	TRANSITION REPORT UNDER SECTION 10 OR 15(d) OF THE 
EXCHANGE ACT

	Commission File Number 0-3926

	ANTARES RESOURCES CORPORATION
	(Exact name of small business issuer as specified in its charter)

	New York					 13-1950459
(State or other jurisdiction     					(I.R.S. 
Identification number)
of incorporation or organization)

2345 Friendly Road, Fernandina Beach, Florida 32034
(address of principal executive offices)

	(904)261-8607
	(Issuer's Telephone Number, Including Area Code)

	(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.

	Outstanding Equity Securities at May 9, 1996

Class of Securities 				Outstanding Shares

Common Stock,    
 .001 par value, 		23,315,398 shares 
Preferred Stock,      
 .01 par value
Series B ($ 2.50 Liquidation Preference)	       90,000 shares

	Transitional Small Business Disclosure Format
	Yes    X                      No         


ANTARES RESOURCES CORPORATION

Index to Quarterly Report on Form 10-QSB
	For the Quarter Ended March 31, 1996

Part 1.   FINANCIAL INFORMATION
                                                
Page Number
Item 1.	Financial Statements 

Consolidated Balance Sheets as of March  31, 1996 
and September 30, 1995.														3-4

Consolidated Statements of Operations for the three 
and six month   periods ended March 31, 1996 and 
1995.			                        					5-6
	
Consolidated Statements of Cash Flows 
for the six month periods ended March 31, 1996 and 1995.   7

Notes to Consolidated Financial Statements.			8-9

Item 2.	Management's Discussion and Analysis of Financial 
Condition and Results of Operations.				9-13

Signature Page						14
	Part II.   Other information

	Item 1.	Legal Proceedings
		Reference is made to Note 5 on Page 9 of the Consolidated 
Financial Statements.

	Item 2.	Changes in Securities
			(Non Applicable)
	Item 3.	Defaults upon Senior Securities
			(Non Applicable)
	Item 4.	Submission of Matters to a Vote of Security Holders
			(Non Applicable)
	Item 5.	Other Information
			(Non Applicable)
	Item 6.	Exhibits and Reports on Form 8-K
  		                               (None)
		      Item 6a.  EX-27 Financial Data Schedule

<TABLE>
ANTARES RESOURCES CORPORATION AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED BALANCE SHEETS

ASSETS

                                      			March 31, 	September 30,
			                                        1996	       1995        
		                                       	(Unaudited)	
<S>		                                       <C>        	<C>
Current assets:		
Cash and equivalents                  	$  1,880,758	$  6,120,164
Accounts receivable, net of allowance 
for doubtful accounts of $ 43,000 
in March and $23,000 in September          	652,512      	16,753
	Current portion of notes receivable          2,586	      24,019
	Current portion of stockholder loans 
receivable                                   	5,101           	0
	Inventories	                             1,499,746     	397,191
	Prepaid expenses	                           91,221       76,871
				
	   Total current assets	                 4,131,924	   6,634,998

Property and equipment:		
	Real estate held for development	        1,757,751	   1,754,245
	Leasehold improvements	                     33,893	           0
	Machinery and equipment	                   362,063      	64,788
	Displays and racks	                        116,133	     111,133
	Vehicles	                                  163,721      	48,871
	Office equipment	                           47,054	      23,196
				
			                                       2,480,615   	2,002,233
	Less accumulated depreciation	            (111,401)     (47,613)
			
			                                       2,369,214	   1,954,620
			
Other assets:		
	Investments	                             1,002,500	       2,500
	Notes receivable, net of current portion	   33,426      	34,477
	Stockholder loans receivable, 
 net of current portion	                     54,899           	0
	Contract rights	                         2,900,000   	2,900,000
	Intangibles	                               474,158     	285,000
	Deferred financing costs	                   30,000	      30,000
	Deferred acquisition costs	                    0	        44,167
		
		                                    	   4,494,983	   3,296,144

                                     			$10,996,121	 $11,885,762
	
</TABLE>


<TABLE>
ANTARES RESOURCES CORPORATION AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED BALANCE SHEETS

LIABILITIES AND STOCKHOLDERS' EQUITY

                                        			March 31, 	September 30,
			                                           1996	       1995        
		                                          	(Unaudited)
	<S>	                                          <C>	         <C>
Current liabilities:		
	Current maturities of long-term debt	  $      36,473 	$        9,122 
	Current portion of capital lease 
  obligation	                                  36,134         	35,068 
	Current portion of subordinated debt	        150,000        	350,000 
	Accounts payable and accrued expenses	       347,886        	212,916 
	Due to stockholders	                               0 	         8,505 
	Payroll taxes payable	                        44,829 	        28,485 
				
	   Total current liabilities	                615,322 	       644,096 
			
Long-term debt, net of current maturities     	63,876         	24,473 
Capital lease obligation, net of current 
 portion	                                     378,020        	396,357 
Subordinated debt, net of current portion	    150,000 	      250,000 
	
	                                      		   1,207,218 	   1,314,926 

Stockholders' equity:		
	Preferred stock, $.01 par value		
	   5,000,000 shares authorized		
	   Series A - 100,000 shares issued		                        1,000 
	   Series B - 135,000 shares issued	           1,350        	1,350 
	Common stock, $.001 par value		
	   200,000,000 shares authorized		
	   22,715,372 shares issued and 
    outstanding in March	                      22,716 	 
	   12,209,988 shares issued and 
     outstanding in September	                	12,210 
	Additional paid-in capital	               13,672,841   	13,455,772 
	Accumulated deficit	                      (3,908,004)	  (2,899,496)
	
	                                      		   9,788,903 	  10,570,836 
				
		                                       	$10,996,121  	$11,885,762 
</TABLE>	


<TABLE>
ANTARES RESOURCES CORPORATION AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS
                             			         Six months ended March 31,   
                                   			       1996	       1995*     
		                                       	(Unaudited)	
<S>		                                        <C>	         <C>
Revenues:		
	Alternative fuel	                    $    552,840 	$   383,027 
	Sun and skin-care products               	666,973     	275,635 
	Trailer sales	                            372,952 	         0 
   Waste disposal	                              0 	     168,634 

                                   			   1,592,765 	     827,296 
Cost of revenues:
	Alternative fuel	                         342,909      	250,058 
	Sun and skin-care products	               317,813      	175,997 
	Trailer sales	                            430,898           	0 
	Waste disposal	                                 0     	118,082 
	Acquired gross profit	                          0 	      55,846 
		 
			                                      1,091,620 	     599,983 
	
Gross profit	                              501,145 	     227,313 
		
Selling expenses                          	254,812       	64,611 
General and administrative expenses	     1,254,497       	305,656 
Project development expenses	               77,303 	            0 
	
	                                   		   1,586,612 	     370,267 
	
Loss from operations	                   (1,085,467)	   (142,954)
			
Other expenses (income):			
   Finance charges                             	0        	93,500 
	Interest expense	                         40,477        	24,967 
	Interest income                        	(105,001)	           0 
	Gain on sale of equipment	              (12,435)	              0 
			                                      (76,959)	      118,467 
  Loss before cumulative effect of 
    change in marketable			   
    securities accounting principle    	(1,008,508)   	(261,421)
  Cumulative effect on prior years of 
   change in marketable 
	 securities accounting principle	               0 	        2,500 
	
Net loss                               	$(1,008,508)	$  (258,921)
	
Net loss per common share           	$        (0.07)	$       (0.06)
		
Weighted average number of common				
  shares outstanding                   	  13,814,204 	  4,127,378 
</table?

* Activities of operating subsidiaries are for the three-month period from 
January 1, 1995 (date of acquisition) through March 31, 1995.


</TABLE>
<TABLE>
ANTARES RESOURCES CORPORATION AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS

                                      Three months ended  March 31, 		
	
	                                  		       1996	       1995        
			                                     (Unaudited)
<S>		                                    <C>	             <C>
Revenues:			
  Alternative fuel	                   $     218,631 	$   383,027 
	Sun and skin-care products                	687,016     	275,635 
	Trailer sales	                             336,449          	0 
	Waste disposal	                                 0 	     168,634 
	
	                                    		   1,242,096 	     827,296 
		
Cost of revenues:		
	Alternative fuel                          	148,422      	250,058 
	Sun and skin-care products	                312,837      	175,997 
	Trailer sales	                             397,091           	0 
	Waste disposal	                                  0     	118,082 
	Acquired gross profit	                         0 	       55,846 
	
	                                   		      858,350 	     599,983 
	
Gross profit	                               383,746 	     227,313 
			
Selling expenses                           	153,523       	64,611 
General and administrative expenses	        711,745      	290,757 
Project development expenses	                20,463             0 
	
	                                   		      885,731 	     355,368 
	
Loss from operations	                      (501,985)	    (128,055)
			
Other expenses (income):		
	Finance charges                                	0        	93,500 
	Interest expense	                           13,861       	24,967 
	Interest income	                           (47,528)           	0 
	Gain on sale of equipment	                 (12,435)	           0 
		
		                                  	       (46,102)	     118,467 
		
Net loss	                              $   (455,883)	$  (246,522)
			
Net loss per common share	           $        (0.03)	$       (0.04)
		
Weighted average number of common		
	shares outstanding	                      14,809,877 	  5,639,686 
</TABLE>

<TABLE>

ANTARES RESOURCES CORPORATION
<CAPTION>
CONSOLIDATED STATEMENT OF CASH FLOWS
			
			                                                                          
                                   Six months ended March 31,   			 
			                                                                      
                                       1996	       1995     
				                               (Unaudited)
<S>		                               	<C>	           <C>
Cash flows from operating activities:	
Net loss		                         $(1,008,508)	$(258,921)
Adjustments to reconcile net loss 
to net cash used in
operating activities:
		Cumulative effect on prior 
years of change in marketable 
		  securities accounting principle     	0 	       (2,500)		
       Depreciation and amortization	 93,257      	20,650 
		Bad debts	                             0        	7,000 
		Gain on sale of equipment	        (12,435)	          0 
		Operating expenses and 
   liabilities paid by and
    accrued to 
		  stockholders	                          0     	138,381 
		Changes in assets and liabilities:				
	(Increase) decrease in accounts 
  receivable                      	(635,759)    	(221,516)
			(Increase) decrease in
    inventories                   	(990,674)     	103,235 
			(Increase) decrease in 
    prepaid expenses               	(14,350)     	(59,979)
			Increase (decrease) in
    accounts payable & accrued 
    expenses                       	126,465       	116,477 
			Increase (decrease) in
    payroll taxes payable	           17,319 	     93,500 
			
			   Total adjustments	         (1,416,177)	   195,248 
				
	   Net cash used in 
    operating activities	        (2,424,685)	   (63,673)
				
Cash flows from investing activities:
	Acquisition costs                	(195,443)	   (55,670)
	Capital expenditures	             (267,207)	    (9,894)
	Proceeds from sale of equipment	    12,435          	0 
	Loans to stockholders             	(60,000)         	0 
	Principal payments from note 
  receivable	                        22,484          	0 
	Investment 	                    (1,000,000)	         0 
			
			   Net cash used in investing 
       activities	               (1,487,731)	    (65,564)

Cash flows from financing activities:
	Principal payments under loan
 agreements	                       (309,719)     	(8,478)
	Proceeds from financing agreements	      0     	139,000 
   Principal payments under 
    capital lease obligations	       (17,271)	    (8,277)
	Proceeds from stockholder loan	           0 	    15,500 
	Proceeds from issuance of capital stock	  0 	    53,000 

			   Net cash provided by (used in) 
       financing activities	           (326,990)	   190,745 
		
Net (decrease) increase in cash     	(4,239,406)    	61,508 
		
Cash at beginning of period	          6,120,164 	         0 
			
Cash at end of period              	$ 1,880,758    	$ 61,508

</TABLE>
<TABLE>

	ANTARES RESOURCES CORPORATION AND SUBSIDIARIES

	NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

	December 31, 1995
	(unaudited)

Note 1.  Unaudited Interim Financial Statements

	The accompanying unaudited financial statements have been 
prepared in accordance with the instructions 
for Form 10-QSB and do not include all of the information and footnotes 
required by generally accepted 
accounting principles for complete financial statements.  In the opinion of 
management, all adjustments, consisting 
only of normal recurring adjustments considered necessary for a fair 
presentation, have been included.  Operating 
results for any quarter are not necessarily indicative of the results for any 
other quarter or for the full year.  These 
statements should be read in connection with the financial statements of 
Antares Resources Corporation and notes 
thereto included in the Antares Resources Corporation Company's (the 
Company) Annual Report on Form 10KSB 
for the year ended September 30, 1995 and the Company's Proxy Statement 
dated January 26, 1996.

Note 2.  History and business activity

	The Company was incorporated in the State of New York on 
November 19, 1958, and had several name 
changes reflecting its prior business operations until December 20, 1983, at 
which time the Company changed its 
name to Antares Resources Corporation.  Prior to the business combination 
which took place January 1, 1995, the 
Company had not conducted any material business operations since 1984.  
Antares Resources Corporation is a 
publicly held company whose stock is listed on the NASDAQ Small Cap 
Market.

	The Company has three operating subsidiaries.  Empire Energy, Inc. 
is engaged in the buying and selling of 
pine wood by-products used as fuel in the firing boilers of paper mills.  
Caribbean Breeze International, Inc. is 
engaged in the design, production and sale of sun and skin care products.  
Southern Trailers Manufacturing, Inc. 
manufactures and sells utility, cargo and horse trailers.  A fourth subsidiary,
Cherokee Sun Corp. (a development 
stage company) has made arrangements to enter the kitty litter production 
business as a supplier of the raw 
material, montmorillionite clay (fuller's earth) in bulk form or as finished 
product which has been processed and 
packaged with private labels.  A fifth subsidiary, Multi-Source Labs, Inc. 
acquired the rights to produce and 
distribute a drink-holding adapter, "The Beverage Brat", and assigned those 
rights to Caribbean Breeze 
International, Inc.  During the quarter, molds were created and initial 
production began.  Sales are expected to 
begin in the second quarter. 

Note 3. Business Combinations

	On January 1, 1995, the Company acquired the assets of Empire 
Energy, Inc. ("Old Empire"), and its 
affiliates Caribbean Breeze International, Inc. ("Old Caribbean") and 
Cherokee Sun Corp. ("Old Cherokee"), in 
exchange for 1,000,000 shares of its .001 par value common stock, 100,000 
shares of $10 convertible preferred 
stock and $600,000 of 12% subordinated notes.  In addition, Antares 
Resources Corporation assumed certain 
liabilities of Old Empire, Old Caribbean and Old Cherokee.  The acquisition 
was accounted for as  a purchase.

	The acquisition included the ongoing business, all tangible assets and 
intangible assets including contract 
rights, customer lists, product formulas and the agreement of certain 
shareholders not to compete with the 
business.

Note 4. Stock Split

	The Board of Directors declared a two-for-one forward split of the 
Company's common stock, effective 
for stockholders of record on January 5, 1996.  The share distribution date 
was January 31, 1996.

Note 5. Legal Proceedings

	On March 26, 1996, the Corporation settled its prior dispute with 
Avon Products, Inc. wherein it was 
alleged by Avon that the Company's packaging of its "Ultra 3-N-One 
Outdoor Protection" is confusingly similar to 
the packaging of Avon's own products.  In anticipation of the settlement and 
in accordance with its terms, the 
Company has changed its packaging of its "Ultra 3-N-One Outdoor 
Protection".  The settlement did not involve 
the payment of any money by the Corporation to Avon. 

On April 15, 1996 the judgment against David Capps by a third party was 
satisfied thereby releasing any lien on 
certain shares of Caribbean Breeze, Inc. a predecessor to the Company's 
subsidiary Caribbean Breeze 
International, Inc.

Note 6. Subsequent Event

During April 1996 the Company entered into a contract to purchase 
approximately 1300 acres of property located 
near Charleston, South Carolina from the Dunes West Joint Venture 
subsidiary of Georgia Pacific Corp.

The Company paid a $250,000 refundable deposit against the $5,000,000 
purchase price.  A joint venture partner 
is currently being sought to either develop the property or purchase it from 
the Company.

In the event the balance of $4,750,000 is not paid by June 28, 1996 the 
contact will terminate and the deposit with 
accrued interest will be refunded.

ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF 
FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL 
CONDITION AND 
RESULTS OF OPERATIONS

The following discussion should be read in conjunction with the Company's 
Financial Statements and 
related notes

Overview  

Antares Resources is a holding company that conducts its operations 
through its three operating 
subsidiaries, Caribbean Breeze International, Inc. (CBI), Empire Energy, Inc. 
(EEI) and Southern Trailers 
Manufacturing, Inc., (STM).  Cherokee Sun Corporation (CSC) is a 
development stage subsidiary that is 
in the process of trying to enter the kitty litter processing business, and 
Multi-Source Labs is a non-
operating subsidiary which holds the rights to all non-suncare products.

The following financial information and discussion will cover the 
consolidated results of the Company's 
second quarter ending March 31, 1996, and the six months ended March 31, 
1996.  The results will be 
compared with the operating results for the second quarter and six months 
ended March 31, 1995.  The 
six months ended March 31, 1995 contains operating results for only three 
months of operations, because 
the parent company was inactive until January 1, 1995.  There are no second 
quarter comparative figures 
for Southern Trailers, because it began operations as a manufacturer of 
trailers in November of 1995.

Results of Operations

The following table sets forth, for periods indicated, the percentage of total 
revenues represented by 
certain items included in the Company's Consolidated Statement of 
Operations.

EMPIRE ENERGY, INC.

Empire Energy, Inc. engages in the buying and selling of wood waste 
products used as fuel primarily by 
paper mills in Southeastern Georgia and Northeast Florida.

3 Mos End 3/31/96 3 Mos End 3/31/95 6 Mos End 3/31/96 6 mos ended 3/31/95*	

          1996        %     1995      %     1996      %    1995     %       

Sales                  
Alternative 
Fuel    218,631   100.00%   383,027   69.43%  552,840  100.00%  383,027  63.43%

Waste 
Disposal   -0-              168,634   30.57%   -0-     100.00%  168,634 30.57%

Total
Sales    218,631             551,661 100.00%  552,840  100.00%  551,661 100.00%

Cost of 
Sales    148,422   67.89%    368,140 66.73%  342,909   58.19%   368,140  66.73%

Gross 
Profit    70,209   32.11%    183,521 33.27%  209,931  36.83%    183,521  33.27%

Selling 
Expenses   -0-      -0-        -0-      -0-    -0-     -0-        -0-      -0-

General &
 Admin  59,466    27.20%    92,263   16.72%   158,997 28.76%    92,263   16.72%

Income 
from 
Operation 10,743  4.91%    91,258    16.55%    50,934  8.07%    91,258  16.55%

CARIBBEAN BREEZE INTERNATIONAL INC.

The principal business of Caribbean Breeze International is the productions, 
marketing and distribution of 
sun, skin care and sun block products which it sells through a national 
network of independent 
distributors and brokers. 


3 Mos End 3/31/96 3 Mos End 3/31/95 6 Mos End 3/31/96  6 mos end 3/31/95*	

             1996   %      1995      %       1996     %       1995        %     

Revenue    888,96 129.39%  350,522  127.17%  965,772  144.80%  350,522  127.17%
 
Returns/
Resrv    (117,850)(17.15%)(74,886)(27,17%)  (204,850) (44.80%) 74,886    27.17%

Discnts/
Dam      (84,086) (12.24%)     -      -     (93,949)      -      -          -

Net 
Sales    687,016   100.00%  275,636 100.00% 666,973   100.00%  275,636  100.00%

Cost of
 Sales   312,837   45.54%   175,997 63.85%  317,813  47.65%   175,997    63.85%

Gross 
Profit   374,179   54.46%  99,639   36.15%  349,160  53.35%   99,639    36.15%
Acquired 
Gross 
Proft       -       -      55,846  20.26%      -       -     55,846     20.26%
Selling 
Expns   139,696   20.33%  64,611   23.44%  239,479   35.91%  64,611     23.44%
Gen/
Admn
 Exp   202,562   29.48%   65,977  23.94%   403,873   60.55%  65,977     23.94%
Profit 
(Loss) (31,921)   4.65% (86,435) (31.36%) (294,192)  44.11% (86,435)  (31.36%)

*Represents three months operations

SOUTHERN TRAILERS MANUFACTURING, INC.

Southern Trailers manufactures and sells horse trailers, utility trailers and 
cargo trailers from its 
manufacturing facility in Unadilla, Georgia.

3 Mos End 3/31/96 3 Mos End 3/31/95* 6 Mons End 3/31/96**		
              1996    %       1995     %       1996                %            

Sales      336,449  100.00%  36,503  100.00%    372,952         100.00%    
Cost of 
Sales      397,091  118.02% (33,807) 92.61%     430,898        115.54%         
Gross 
Profit    (60,642) (18.02%)   2,969   7.39%     57,846          15.54% 
Selling 
Expns      13,827    4.11%    1,506   4.13%     15,333           4.11%   
Gen/Admn 
Exp      158,328    47.06%   85,025  232.93%   243,351           65.25%       
Profit 
(Loss)  (232,795)  (69.19%) (83,835)    N/A   (316,630)          (84.9%)


*Represents one and one-half months of operations

**Represents four and one-half months operations

Revenues

Revenues for the three months ended March 31, 1996 were $1,242,096, an 
increase of $414,800 from the 
revenues for the quarter ended March 31, 1995 of $827,296.  Revenues 
were up substantially because of 
seasonal orders for Caribbean Breeze International increasing, and Southern 
Trailers Manufacturing 
began turning out trailers to meet demand.  Caribbean Breeze International's 
sales for the three months 
ending March 31, 1996 were $687,016 versus $275,635 for the same period 
in 1995.  This increase was 
partially offset by the temporary annual shut-down of the major supplier for 
Empire Energy, Inc. in the 
month of March.  Revenues for Empire Energy, Inc. in the three months 
ending March 31, 1996 were 
$218,631 versus $551,661 for the quarter ended March 31, 1995.  In 
October of 1995 Empire Energy, 
Inc. discontinued the waste disposal of cardboard products which was 
included in the March 31, 1995 
numbers in the amount of $168,634; also the shut down in the previous year 
was for a much shorter time 
period, so it did not have as much of an effect on the March 31, 1995 
numbers.  As usual, the plant began 
shipping bark to Empire Energy, Inc. at the beginning of April.  Southern 
Trailers Manufacturing 
revenues of $336,449 were generated mostly from the month of March, the 
first full month operations at 
the new manufacturing plant.


Cost of Sales

Cost of sales for Empire Energy, Inc. were up slightly as a percentage of 
sales as a result of the (a) annual 
temporary shut-down of the major supplier of bark and (b) alternate supplies 
of bark were used, which 
produced a lower gross margin.  Cost of sales for Caribbean Breeze 
International were 45.54% of sales 
for the three months ending March 31, 1996 versus 63.85% for the quarter 
ending March 31, 1995.  This 
improvement was due to the sale of a more profitable product mix and 
because the 1995 quarter included 
costs for repackaging expenses.  Cost of sales for Southern Trailer 
Manufacturing were $397,091 or 
118.02% as a percent of sales.  Management believes that the gross profit 
percentage is still abnormally 
low due to the fact that the plant was only at full capacity for one month 
during the quarter, and the start-
up process in manufacturing caused the plant to be less efficient in material 
handling and labor costs.  
Sales prices were raised on the product line at the end of March.


Selling, General and Administrative Expenses

Selling, General and Administrative expenses for the three months ending 
March 31, 1996 were $885,731 
as compared to $355,368 for the three months ended March 31, 1995.  A 
majority of the increase related 
to the costs associated with the sales increase of 60.06% and the fact that 
Southern Trailer 
Manufacturing was not a part of Antares Resources Corporation in 1995, so 
there were no Selling 
General and Administrative Expenses in the March 31, 1995 quarter for this 
subsidiary.  Selling, General 
and Administrative expenses for Caribbean Breeze International were 
$342,258 for the quarter ended 
March 31, 1996, versus $130,588 for the quarter ended March 31, 1995.  
Although the dollar amount 
was higher, as a percentage of sales, these expenses were relatively stable at 
47.38% at March 31, 1995 
and 49.81% at March 31, 1996.  Selling, General and Administrative 
expenses for Empire Energy, Inc. as 
a percent of sales for the quarter ended March 31, 1996, were 27.20% 
versus 16.72% for the quarter 
ended March 31, 1995.  Sales decreased due to the temporary shutdown of a 
major supplier and the loss 
of waste disposal revenue, but expenses remained relatively constant, so the 
percentage increased.  
Selling, General and Administrative expenses for Southern Trailer 
Manufacturing was $172,153 for the 
quarter ended March 31, 1996, versus $86,531 for the quarter ended 
December 31, 1995.  The increase 
was due to a full quarter of operations versus a month and one-half in the 
previous quarter.  Included in 
the quarter ended March 31, 1996 are expenses for training of $28,858 
which is a non-recurring item.

Interest income was from investing excess funds in overnight deposits and 
interest expense was mainly on 
subordinated debt.

Net Loss
              Quarter Ending 3/31/96   Quarter Ending 3/31/95  Variance +/-

Parent Company       (251,008)           (159,947)                -91,061
Empire Energy, Inc.    17,475              84,535                 +67,060
Caribbean Breeze 
Intn'l                 31,139           (180,295)                +211,434
Cherokee Sun Corp.    (20,694)              (470)                 -20,224
Southern Trailers Man. (232,795)               0                 -232,795
       Net Loss        (455,883)         (256,177)               (199,706)

The basic difference between the quarter ended March 31, 1995 and the 
current quarter ended March 31, 
1996 was that Southern Trailers Manufacturing started up and had a 
$232,795 loss for the quarter.  Also, 
the effort to bring the kitty litter company to completion, caused expenses to 
be up by approximately 
$20,000.

Empire Energy, Inc. was down $67,060 in earnings due to the annual 
temporary shut down of the major 
supplier of pine bark and the loss of the waste disposal business, but 
Caribbean Breeze International was 
able to decrease its loss from the second quarter of 1995 by $211,434 from a 
loss of $180,295 to a profit 
of $31,139.  The parent company had increased expenses in the quarter 
ended March 31, 1996, mainly 
due to annual stockholders meeting and related expenses (i.e. printing, legal 
and accounting).

Liquidity and Capital Resources

The Company continues to finance its operations primarily from the capital 
infusion received in July of 
1995.  Funds needed to fund losses decreased from $552,625 for the quarter 
ended December 31, 1995 
to $455,883 for the quarter ended March 31, 1996.  Inventory for Caribbean 
Breeze International 
increased to $1,062,000 at quarter ending March 31, 1996 from $357,524 at 
March 31, 1995.  Accounts 
receivable (net of reserves) were $578,227 for Caribbean Breeze 
International at March 31, 1996, versus 
$382,899 at March 31, 1995.

Trends

Net sales for Caribbean Breeze International for the six months ended March 
31, 1996, were within 
$55,000 of matching last fiscal years sales, and Caribbean Breeze 
International was profitable for the 
quarter ended March 31, 1996. Management is confident that this sales 
increase will continue for the rest 
of the fiscal year.

Empire Energy, Inc. sales should rebound to previous levels as the major 
supplier returns to normal 
supply levels.  Although the Company lost the waste disposal business, it has 
increased efficiency in 
loading operations to offset the loss of revenue.

Southern Trailer Manufacturing recorded sales of $209,000 in the month of 
March, the first full month of 
manufacturing operations.  The Company anticipates that Southern Trailer 
Manufacturing will continue, 
or exceed, these sales levels for the remainder of the year.  The company has 
increased the sale price on 
its trailers, but still remains below competitive pricing.  Southern Trailer 
Manufacturing Inc. sold ten (10) 
trailers in February and twenty-three (23) in March.  There are $744,000 in 
orders in the pipeline.  As the 
factory continues to operate at or near capacity, efficiency should enable the 
cost of goods sold to 
decrease and overtime should be eliminated.  Cherokee Sun Corporation is 
actively pursuing several 
positive contacts in the kitty litter industry, and intends to finalize a 
material contact as soon as possible; 
however, there can be no assurance of this.

Inflation

The Company does not believe that inflation had a material effect on the 
results of operations for the 
three months ended March 31, 1996.


 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 of the undersigned thereunto duly 
authorized.


					ANTARES RESOURCES 
CORPORATION
						  (Registrant)



					By/s/William W. Perry III     

					  William W. Perry III
					  President and Chief Executive Officer
					  (Duly Authorized Officer)



Dated: May 13, 1996

   
ANTARES RESOURCES CORPORATION
<CAPTION>
Financial Data Schedules
As of March 31, 1996 and for the six-month period then ended
Article 5 of Regulation S-X

This schedule contains summary financial information extracted from the 
condensed consolidated 
financial statements filed with Form 10QSB for the quarterly period ended
March 31, 1996 and is qualified in its entirety by reference to such 
financial statements.

Item Description
<S>                   <C>
<DOCUMENTS>
[TYPE]                     EX-27
[DESCRIPTION]      ART. 5 FDS FOR 1ST QUARTER 10-QSB
[TEST]
[ARTICLE]5
<PERIOD TYPE>               6-MOS
<FISCAL YEAR END>                      	SEP-30-96
<PERIOD END>	MAR-31-96
[CASH] 	1,880,758 
[SECURITIES]	0 
[RECEIVABLES]	695,512 
[ALLOWANCES]	43,000 
[INVENTORY]	1,499,746 
<Current Assets>	4,131,924 
[PP&E]	2,480,615 
[DEPRECIATION]	111,401 
<Total Assets>	10,996,121 
<Current Liabilities>	615,322 
[BONDS]	591,896 
 	0 
[PREFERRED]	1,350 
<Common stock>	22,716 
<Other SE>	9,764,837 
<Total-Liabilities-Equity>	10,996,121 
[SALES]	1,592,765 
<Total Revenues>	1,592,765 
<CSG>	1,091,620 
<Total Costs>	1,091,620 
[OTHER-EXPENSES]	1,586,612 
<Loss Provisions>	0 
[INTEREST-EXPENSE]	40,477 
[INCOME-PRETAX]	(1,008,508)
[INCOME-TAX]	0 
[INCOME-CONTINUING]	(1,008,508)
[DISCONTINUED]	0 
[EXTRAORDINARY]	0 
<Cumulative> 	0 
<Net income or loss>	(1,008,508)
<Earnings-Primary>	(.07)
<Earnings-Diluted>	0 
</TABLE>



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission