UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended January 31, 1997
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 0-12459
Biosynergy, Inc.
_________________________________________________________________
(Exact name of registrant as specified in its charter)
Illinois 36-2880990
__________________________________ ______________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1940 East Devon Avenue, Elk Grove Village, Illinois 60007
_________________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 956-0471
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
_______ ______
Number of shares outstanding of common stock as of the close
of the period covered by this report: 13,806,511
Page 1 of the 16 pages contained in the sequential numbering
system.
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
Board of Directors and Shareholders
Biosynergy, Inc.
Elk Grove Village, Illinois
The accompanying Balance Sheet of BIOSYNERGY, INC. as at
January 31, 1997 and the related Statements of Operations,
Shareholders' Equity (Deficit) and Statements of Cash Flows for
the nine month periods ended January 31, 1997 and 1996 were not
audited; however, the financial statements for the nine month
periods ending January 31, 1997 and 1996 reflect all adjustments
(consisting only of normal reoccurring adjustments) which are, in
the opinion of management, necessary to provide a fair statement
of the results of operations for the interim periods presented.
The financial statements for the fiscal year ended April 30,
1996, were not audited due to the Company's lack of available
cash to pay for such audit; however, the financial statements for
the fiscal year ending April 30, 1996 reflect all adjustments
(consisting only of normal reoccurring adjustments) which are, in
opinion of management, necessary to provide a fair statement of
the results of operations for the period presented.
BIOSYNERGY, INC.
March 7, 1997
2
<PAGE>
<TABLE>
BIOSYNERGY, INC.
BALANCE SHEET
<CAPTION>
January 31, 1997 April 30,1996
Unaudited Unaudited
________________ _____________
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash 18,336 9,733
Accounts Receivable, Trade, Net of
Allowance for Uncollectible Accounts
of $433 at January 31, 1997 and $500 at
April 30, 1996 67,500 56,750
Inventories (Notes 1 and 4) 40,703 47,894
Prepaid Expenses 3,330 2,795
__________ ___________
Total Current Assets 129,869 117,172
__________ ___________
DUE FROM AFFILIATES (Note 3) 286,217 271,020
__________ ___________
PROPERTY AND EQUIPMENT
Equipment 154,036 154,036
Leasehold Improvements 12,216 12,216
__________ ___________
166,252 166,252
Less: Accumulated Depreciation and
Amortization ( 162,222) ( 162,063)
__________ ___________
4,030 4,189
OTHER ASSETS
Patents, Net of Accumulated
Amortization (Note 1) 26,546 29,805
Deposits 6,126 6,145
- -
__________ ___________
32,672 35,950
452,788 428,331
__________ ___________
</TABLE>
<TABLE>
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
CURRENT LIABILITIES
Accounts Payable 21,126 46,422
Accrued Executive Compensation 69,855 99,435
Other Accrued Compensation (Note 5) - 1,102
Deferred Rent 1,743 317
Other Accrued Expenses 1,820 1,583
_________ ________
Total Current Liabilities 94,544 148,859
_________ ________
COMMITMENTS AND CONTINGENCIES (Note 7) - -
_________ ________
SHAREHOLDERS' EQUITY (Notes 3 and 5)
Common Stock, No Par Value; 20,000,000 Shares
Authorized, Issued: 13,806,511 Shares
at January 31, 1996 and at April 30, 1995 632,663 632,663
________ ________
Additional paid-in capital 100 100
Accumulated Deficit
(274,519) (353,296)
_________ _________
358,244 279,472
452,788 428,331
_________ _________
<FN>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
BIOSYNERGY, INC.
STATEMENT OF OPERATIONS
UNAUDITED
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
JANUARY 31, JANUARY 31,
_______________________ _____________________
1997 1996 1997 1996
___________ ___________ ___________ _________
<S> <C> <C> <C> <C>
REVENUES
Sales 115,625 113,905 380,661 350,591
Interest Income 20 - 54 54
Computer Rentals and
Services 150 150 450 450
Other Income 772 751 6,669 2,621
___________ ___________ ___________ _________
116,567 114,806 387,834 353,716
___________ ___________ ___________ _________
COST AND EXPENSES
Cost of Sales and Other
Operating Charges 48,176 43,159 138,198 123,479
Research and Development 7,941 6,366 23,414 21,694
Marketing 12,525 12,754 39,814 34,788
General and Administrative 35,281 34,318 107,293 108,677
Interest Expense 39 634 343 2,037
___________ __________ ___________ __________
103,962 96,597 309,062 290,675
___________ __________ ___________ __________
NET INCOME (LOSS) 12,605 18,209 78,772 63,041
___________ __________ ___________ __________
NET INCOME (LOSS) PER
COMMON SHARE (Note 6) .001 .001 .005 .004
___________ ___________ ___________ _________
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING
(Note 6) 13,806,511 13,806,511 13,806,511 13,806,511
----------- ----------- ----------- ---------
<FN>
The accompanying notes are an integral part of the financial statements.
</TABLE>
4
<PAGE>
<TABLE>
BIOSYNERGY, INC.
STATEMENT OF SHAREHOLDERS' EQUITY
NINE MONTHS ENDED JANUARY 31, 1997
Unaudited
<CAPTION>
Additional
Common Stock Paid-in
Shares Amount Capital Deficit Total
_____________ _________ __________ _________ _____
<S> <C> <C> <C> <C> <C>
Balance, May 1,
1996 13,806,511 632,663 100 (353,291) 279,472
Net Profit (Loss) - - - 78,772 78,772
_____________ __________ _________ _________ _______
Balance, January 31, 13,806,511 632,663 100 (274,519) 358,244
1997
</TABLE>
<PAGE>
<TABLE>
BIOSYNERGY, INC.
STATEMENTS OF CASH FLOWS
Unaudited
<CAPTION>
NINE MONTHS ENDED JANUARY
1997 1996
___________________________
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income (Loss) 78,772 63,041
Adjustments to Reconcile Net Cash Used for
Operating Activities:
Depreciation and Amortization 3,419 5,826
Changes in Operating Assets and Liabilities:
(Increase) Decrease in Accounts Receivable (10,750) (5,469)
(Increase) Decrease in Inventories 7,191 (3,170)
(Increase) Decrease in Prepaid Expenses (535) (225)
Increase (Decrease) in Accounts Payable
and Accrued Expenses (54,316) (27,633)
_________ __________
Net Cash Provided (Used) by Operating
Activities 23,781 32,370
_________ __________
INVESTING ACTIVITIES:
(Increase) Decrease in Due From Affiliate ( 15,197) (16,351)
(Increase) Decrease in Deposits 19 1,242
_________ __________
Net Cash Provided (Used) by Investing
Activities (15,178) (15,109)
_________ __________
FINANCING ACTIVITIES:
Proceeds from Borrowing (Repayments) - (11,788)
_________ __________
Net Cash Provided (Used) by Financing
Activities - (11,788)
_________ __________
Increase (Decrease) in Cash and Cash
Equivalents 8,603 5,473
__________ __________
Cash and Cash Equivalents at Beginning
of Period 9,733 4,520
__________ __________
Cash and Cash Equivalents at End of Period 18,336 9,993
__________ __________
<FN>
The accompanying notes are an integral part of the financial statements.
</TABLE>
6
<PAGE>
BIOSYNERGY, INC.
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies:
Inventories-Inventories are valued at the lower of cost or market
using the FIFO (first-in, first-out) method.
Equipment and Leasehold Improvements-Equipment and Leasehold
improvements are stated at cost. Depreciation and amortization
are computed primarily on the straight-line method over the
estimated useful lives of the respective assets. Repairs and
maintenance are charged to expense as incurred; renewals and
betterments which significantly extend the useful lives of
existing property and equipment are capitalized. Significant
leasehold improvements are capitalized and amortized over the
term of the lease.
Research and Development, and Patents-Research and development
expenditures are charged to operations as incurred. The cost of
obtaining patents, primarily legal fees, are capitalized and
amortized over seventeen years on the straight-line method.
2. Company Organization and Description:
The Company was incorporated under the laws of the State of
Illinois on February 9, 1976. It is primarily engaged in the
development and marketing of medical, consumer and industrial
thermometric and thermographic products that utilize cholesteric
liquid crystals.
3. Related Party Transactions:
The Company and its affiliates are related through common
stock ownership as follows as of January 31, 1997:
<TABLE>
S T O C K O F A F F I L I A T E S
_____________________________________
<CAPTION>
F.K. Suzuki
Stevia Biosynergy International Medlab
Stock Owner Company Inc. Inc. Inc.
___________ ________ __________ _____________ _______
<S> <C> <C> <C> <C>
Stevia Company, Inc. - 13.8% - -
Biosynergy, Inc. .4% - - -
F.K. Suzuki
International, Inc. 55.8% 18.8% - 100.0%
Fred K. Suzuki, - - 35.6% -
Officer and Director
Lauane C. Addis, .1% .1% 32.7% -
Officer and Director
James F. Schembri, - 12.9% - -
Director
</TABLE>
Upon the completion of the Company's public offering on July
7, 1983, the Company issued 2,000,000 shares of its no par value
common stock in exchange for 1,058,181 shares of common stock of
Stevia Company, Inc. The common stock of Stevia Company, Inc.
7
<PAGE>
BIOSYNERGY, INC.
NOTES TO FINANCIAL STATEMENTS
had no book value at the time of the exchange and, as a
consequence, the Company recorded the exchange at zero dollar
value. The Company owned 130,403 shares of Stevia Company, Inc.
Common Stock at January 31, 1997. Although the Common Stock of
Stevia Company, Inc. can be traded in the over-the-counter
market, there is no established public trading market for such
common stock due to limited and sporadic trades. Stevia Company,
Inc. Common Stock had an estimated market price of less than $.01
as of January 31, 1997.
Common offices are shared with Stevia Company, Inc.
Intercompany charges for shared expenses are made by whichever
company incurs such charges. Such intercompany charges, together
with funds advanced in prior years, have resulted in the
following balances due from Stevia Company, Inc.:
January 31, 1997 - $273,346
April 30, 1996 - $258,360
At April 30, 1996 and January 31, 1997, the financial
condition of Stevia Company, Inc. was such that it is unlikely to
be able to repay the Company during the current year without
liquidating a portion of its assets.
The following balances were due from F.K. Suzuki
International, Inc. at the dates indicated based on the
allocation of common expenses offset by advances received from
time to time:
January 31, 1997 - $12,871
April 30, 1996 - $12,660
At April 30, 1996 and January 31, 1997, the financial
condition of F.K. Suzuki International, Inc. was such that it is
unlikely to be able to repay the Company during the current year
without liquidating a portion of its assets.
On September 20, 1996 the Company loaned Stevia Company,
Inc. $3,000.00. This loan is evidenced by a promissory note
payable in two equal installments including interest at the rate
of 11.5% per annum. The balance of this loan was paid on
December 12, 1996.
See also Note 5.
4. Inventories:
Components of inventories are as follows:
8
<PAGE>
BIOSYNERGY, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 1996 January 31, 1997
______________ ________________
Raw Materials $ 30,015 $ 29,735
Work-in process 16,161 9,629
Finished Goods 1,718 1,339
_______________ ________________
$ 47,894 $ 40,703
_______________ ________________
5. Common Stock:
All of the stock options and stock appreciation rights for
131,500 shares of stock granted to four advisors, directors,
officers, consultants, and employees of the Company under the
Company's employee stock incentive plan expired on October 14,
1996. The Company had reserved 350,000 shares of its common
stock for this plan.
Effective January 31, 1990, the Company entered into an
agreement with its President, Fred K. Suzuki, pursuant to which
the Company granted an option to convert all or a portion of his
accrued but unpaid compensation into shares of the Company's no
par value common stock at a conversion rate of $.05 per share.
The option is conditioned upon the Company having sufficient
liquid assets to pay all employee taxes due at the time of the
conversion. The option may be exercised until Mr. Suzuki is no
longer owed accrued but unpaid salary. The accrued but unpaid
salary arose as a result of Mr. Suzuki agreeing to defer his
salary when the Company was not financially able to pay salaries
on a regular basis. The option contains anti-dilutive provisions
in the event of corporate capital reorganizations. An aggregate
of 710,000 Shares of the Company's common stock were subject to
Mr. Suzuki's option at January 31, 1997.
On August 1, 1993, the Company entered into a Stock Option
Agreement with Fred K. Suzuki, President, granting Mr. Suzuki an
option to purchase 3,000,000 shares of the Company's common stock
at an option price of $0.025 per share. This Stock Option
Agreement was granted to Mr. Suzuki in consideration of his
loaning money to the company on an unsecured basis from time to
time. The option contains anti-dilutive provisions in the event
of corporate capital reorganizations. As of January 31, 1997, no
portion of this Option has been exercised.
The Company's common stock is traded in the over-the-counter
market. However, there is no established public trading market
for such common stock due to limited and sporadic trades. The
Company's common stock is not listed on a recognized market or
stock exchange.
9
<PAGE>
BIOSYNERGY, INC.
NOTES TO FINANCIAL STATEMENTS
6. Income (Loss) Per Share:
Net income or (loss) per common share is computed using the
weighted average number of common shares outstanding during the
period, after giving effect to stock splits. Fully diluted
earnings per share, assuming exercise of outstanding options, is
not presented since exercise of the options would be anti-
dilutive.
7. Lease Commitments:
In 1996, the Company entered into a new lease agreement for
its current facilities which expires January 31, 2001. The base
rent under the lease, of which 15% is allocated to Stevia
Company, Inc., for each fiscal year is as follows:
Year ending April 30 Total Base Rent
____________________ ____________________
1996 $11,000
1997 $66,733
1998 $68,200
1999 $68,567
2000 $69,300
2001 $51,975
Also included in the lease agreement are escalation clauses
for the lessor's increases in property taxes and other operating
expenses. The lease can be extended for an additional five year
term.
8. Income Taxes:
At April 30, 1996, net operating loss carryforwards were
available and expire, if not used, as follows:
Year Ending Net Operating
April 30, Losses
_____________ _______________
1998 $ 281,470
1999 677,671
2000 455,166
2001 449,142
2002 132,470
2003 85,822
2004 41,176
2006 160
2007 28,253
______________ _____________
$ 2,151,330
The Company adopted Statement of Financial Accounting
Standards (SFAS) No. 109, "Accounting for Income Taxes" for the
fiscal year ending April 30, 1994 as required by SFAS No. 109.
The effect, if any, of adopting Statement No. 109 on pre-tax
income from continuing operations is not material. The company
has elected not to retroactively adopt the provisions allowed in
SFAS No. 109; however, all provisions of the document have been
applied since the beginning of fiscal year 1994.
10
<PAGE>
9. Major Customers:
Shipments to one customer accounted for approximately 31.18%
of sales during the nine month period ending January 31, 1997.
The outstanding receivable from this customer was $29,536.42 at
January 31, 1997.
10. Management's Plans:
In view of the fact the Company has incurred substantial
losses in prior years, management of the Company recognizes the
Company's ability to continue as a going concern is subject to
continued sales performance and the ability of the Company to
obtain financing, when needed. To this extent, management
intends to continue introducing the Company's products to new
markets and expand its marketing efforts in the traditional
medical market.
11
<PAGE>
Item 2. MANAGEMENT ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
SALES/REVENUES
______________
For the three month period ending January 31, 1997 ("3rd
Quarter"), the net sales increased 1.51% or $1,720, and increased
9.2% or $30,070 during the nine month period ending January 31,
1997, as compared to net sales for the comparative periods ending
in 1996. As of January 31, 1997, the Company had $6,599.50 in
back orders. Substantially all of such back orders were shipped
as of the date of this Report.
In addition to the above, the Company realized $450 of income as
a result of leasing a portion of its computer time to Stevia
Company, Inc., an affiliate, and $6,669 of miscellaneous income,
which includes $4,312 of contract printing, and $54 of interest
income for the nine month period ending January 31, 1997.
INCOME/LOSS
___________
The Company realized a net profit of $12,605 during the 3rd
Quarter as compared to a net profit of $18,209 for the
comparative quarter in the prior year. The Company realized a
net profit of $78,772 for the nine month period ending January
31, 1997, as compared to a net profit of $63,041 during the same
period in 1996. The overall increase in income is a result of an
increase in sales for the nine month period ending January 31,
1997. The decrease in net profit for the 3rd Quarter was due to
an increase in cost of sales and operating charges resulting from
a write-off of outdated inventory and an increase in Christmas
bonuses. There can be no assurance that the Company's sales will
improve or stay at their present level on which the profitability
of the Company is dependent.
As of April 30, 1996, the Company incurred prior net operating
losses aggregating $2,151,330. As a result of net operating loss
carryovers, no income taxes were due for Fiscal 1996 and will
unlikely be due for Fiscal 1997. See "FINANCIAL STATEMENTS" for
the effect of the net operating loss carryforwards on the
Company's income tax position. The Tax Reform Act of 1986 will
not alter the Company's net operating loss carryforward position,
and the net operating loss carryforwards will be available and
expire, if not used, as set forth in Footnote 8 of the "FINANCIAL
STATEMENTS."
EXPENSES
________
GENERAL
_______
The operating expenses incurred by the Company during the 3rd
Quarter increased overall by 7.62% or $7,365, and increased by
6.33% or $18,387 for the nine month period ending January 31,
1997. These fluctuations were not overall material to the
operations of the Company or indicative of any unusual trends.
An explanation of each catagory of expenses is included to assist
the reader in reviewing the operations of the Company during the
periods indicated.
12
<PAGE>
COST OF SALES AND OTHER OPERATING CHARGES
-----------------------------------------
The cost of sales and other operating charges during the 3rd
Quarter increased by $5,017, and increased by $14,719 during
the nine month period ending January 31, 1997 as compared to
the same periods ending in 1996. As a percentage of sales, the
cost of sales and other operating charges were 41.67% during
the 3rd Quarter and 37.89% for the same quarter ending in 1996, and
36.3% during the nine month period ending January 31, 1997 compared
to 35.22% in 1996. The overall increase in cost of sales and
operating charges was due primarily to an increase in sales and
the write-off of outdated inventory.
RESEARCH AND DEVELOPMENT
________________________
Research and Development costs increased by $1,575 or 24.74%
during the 3rd Quarter, as compared to the same quarter in 1996.
These costs increased by $1,720 or 7.93% during the nine month
period ending January 31, 1997 as compared to the same period in
1996. These cost changes were not material to the operations of
the Company and do not reflect changes in the Company's
development policies. The Company intends to direct future
research and development to the improvement of its current
product line and to those new products, the development of which
has already commenced, or those products which are natural
expansions of the current product line. The Company may also
increase its research and development activities to fulfill
research and development contracts for the development of
products for customers, which will be offset by research
revenues.
MARKETING
_________
Marketing costs for the 3rd Quarter decreased by $229 or 1.79%,
as compared to the Quarter ending January 31, 1996, and increased
$5,026 or 14.45% during the nine month period ending January 31,
1997 as compared to the same period in 1996. This change is not
material or indicative of any modification in policy or
operations. As financial resources become available, the Company
intends to further expand its marketing budget.
GENERAL AND ADMINISTRATIVE
__________________________
General and administrative costs increased by $963 or 2.81%
during the 3rd Quarter and decreased by $1,384 or 1.27% during
the nine month period ending January 31, 1997, as compared to the
same period ending in 1996. These changes do not reflect any
material trend in the operations of the Company.
ASSETS/LIABILITIES
__________________
GENERAL
_______
Since April 30, 1996, the Company's assets and liabilities have
not materially changed other than the Company has reduced its
overall liabilities and increased current assets due to inproved
financial performance.
13
<PAGE>
DUE FROM AFFILIATES
___________________
The Company was owed $273,346 by Stevia Company, Inc. ("Stevia"),
an affiliate, and $12,871 by F.K. Suzuki International, Inc.
("FKSI"), an affiliate, at January 31, 1997. These affiliates
owed $258,360 and $12,660 at April 30, 1996, respectively. These
accounts primarily represent common expenses which are charged by
one company to the other for reimbursement. These expenses
include certain rent, salaries for common employees, insurance
and employee benefits, and legal fees. Beginning May 1, 1994, a
greater portion of these common expenses were allocated to the
Company to reflect the decreasing activity of Stevia Company,
Inc. and the increased activity of the Company. These expenses
are reviewed from time to time to determine if reallocation is
appropriate. See "Financial Statements." These expenses are
incurred in the ordinary course of business. As a result of the
increase in amounts due from affiliates, the Company has reduced
its own liquid resources. The Company intends to reverse this
trend by restricting the advances and common expense charges to
Stevia and FSKI until these affiliates are in a position to
reimburse the Company.
CURRENT ASSETS/CURRENT LIABILITY RATIO
______________________________________
The ratio of current assets to current liabilities, 1.37 to 1,
has improved compared to .79 to 1 at April 30, 1996. In view of
the Company's operating expenses, there is a risk that the
Company's current asset/current liability ratio may not be
adequate for the Company's current or future operating needs
unless the Company's sales remain at the present level or
improve.
WORKING CAPITAL/LIQUIDITY
_________________________
During the nine month period ending January 31, 1997, the Company
experienced an increase in working capital of $67,012. This is
due to the profit of the Company during the nine month period
ending January 31, 1997 and the use of the cash flow from
operations to reduce liabilities.
In view of the fact that the Company has incurred substantial
losses in prior years and has a working capital deficit,
Management of the Company recognizes the Company's ability to
continue as a going concern is subject to maintaining and
improving sales, profitable operations, collection of accounts
receivable, and the ability of the Company to obtain capital,
when needed, of which there is no assurance. The Company intends
to continue expanding its marketing efforts in the medical market
and new markets. Finally, Management intends to continue
financing opportunities, if necessary. The Company does not have
a working line of credit, and there can be no assurance, nor is
it anticipated, that the Company will be able to obtain a working
line of credit on acceptable terms. Irrespective of the
Company's deficit in working capital, the Company has not been
refused goods or services from any of its vendors.
14
<PAGE>
Except for its operating working capital needs, the Company has
no material contingencies for which it must provide.
PART II - OTHER INFORMATION
___________________________
Item 6. Exhibits and Reports on Form 8K.
(a) The following exhibits are filed as a part of this report:
(3) Articles of Incorporation and By-laws (i)
(10) Material Contracts
(a) Deferred Compensation Option Agreement, dated
January 31, 1990, between the Company and Fred K. Suzuki (ii)
(b) Stock Option Agreement, dated August 1, 1993,
between the Company and Fred K. Suzuki (iii)
(c) Promissory Note dated March 2, 1993, in the amount
of $12,100 payable to Fred K. Suzuki. (iii)
(d) Promissory Note dated July 1, 1993, in the amount
of $7,587.75 payable to Fred K. Suzuki. (iii)
(15) Letter dated March 7, 1997, regarding interim
financial information. (iv)
(27) Financial Data Schedule, attached hereto as an Exhibit.
(b) No Current Reports on Form 8K were filed during the period
covered by this Report.
_______________________
(i) Incorporated by reference to a Registration Statement
filed on Form S-18 with the Securities and Exchange Commission,
1933 Act Registration Number 2-38015C, under the Securities Act
of 1933, as amended, and Incorporated by reference, with regard
to Amended By-Laws, to the Company's Annual Report on Form 10K
for fiscal year ending April 30, 1986 filed with the Securities
and Exchange Commission.
(ii) Incorporated by reference to the Company's Annual
Report on Form 10K for fiscal year ending April 30, 1990 filed
with the Securities and Exchange Commission.
(iii) Incorporated by reference to the Company's Annual
Report on Form 10K for fiscal year ending April 30, 1994 filed
with the Securities and Exchange Commission.
(iv) This exhibit is included in this report as a part of
the Financial Statements, and is incorporated by reference
herein.
15
<PAGE>
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 thereunto duly authorized.
Biosynergy, Inc.
Date March 7, 1997
________________ _____________________________
Fred K. Suzuki
President, Chairman of the
Board, Chief Accounting
Officer and Treasurer
Date March 7, 1997
_________________ _____________________________
Lauane C. Addis, Secretary,
Corporate Counsel and
Director
16
<PAGE>
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 thereunto duly authorized.
Biosynergy, Inc.
Date March 7, 1997 /s/ FRED K. SUZUKI /s/
_________________ ____________________________
Fred K. Suzuki
President, Chairman of the
Board, Chief Accounting
Officer and Treasurer
Date March 7, 1997 /s/ LAUANE C. ADDIS /s/
_________________ _____________________________
Lauane C. Addis, Secretary,
Corporate Counsel and
Director
16
<PAGE>
_________________________________________________________________
_________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10Q
Annual Report Pursuant to Section 13 or 15(d)
of
THE SECURITIES AND EXCHANGE ACT OF 1934
For the period ending January 31, 1997
Commission File Number: 0-12459
BIOSYNERGY, INC.
_________________________________________________________________
(Exact name of registrant as specified in charter)
1940 East Devon Avenue
Elk Grove Village, IL 60007
(708) 593-0226
(Address and telephone number of registrant's
principal executive office on a principal place of business)
_________________________________
EXHIBITS
_________________________________________________________________
_________________________________________________________________
<PAGE>
EXHIBIT INDEX
_____________
Page Number
Pursuant to
Sequential
Exhibit Numbering
Number Exhibit System
__________ __________ _______________
27 Financial Data Schedule E-1
<PAGE>
</TEXT
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS OF THE REGISTRANT FOR THE NINE MONTH PERIOD ENDING JANUARY 31, 1997
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 9-MOS
<FISCAL-YEAR-END> APR-30-1997 APR-30-1997
<PERIOD-END> JAN-31-1997 JAN-31-1997
<CASH> 18,336 18,336
<SECURITIES> 0 0
<RECEIVABLES> 67,500 67,500
<ALLOWANCES> 433 433
<INVENTORY> 40,703 40,703
<CURRENT-ASSETS> 129,869 129,869
<PP&E> 166,252 166,252
<DEPRECIATION> (162,222) (162,222)
<TOTAL-ASSETS> 452,788 452,788
<CURRENT-LIABILITIES> 94,544 94,544
<BONDS> 0 0
<COMMON> 632,663 632,663
0 0
0 0
<OTHER-SE> (274,519) (274,519)
<TOTAL-LIABILITY-AND-EQUITY> 452,788 452,788
<SALES> 115,625 380,661
<TOTAL-REVENUES> 116,567 387,834
<CGS> 48,176 138,198
<TOTAL-COSTS> 48,176 138,198
<OTHER-EXPENSES> 20,466 63,228
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 39 343
<INCOME-PRETAX> 12,605 78,772
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 12,605 78,772
<EPS-PRIMARY> .001 .005
<EPS-DILUTED> .001 .005
</TABLE>
