<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 June 30, 1996
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 No. 0-11772
NU-TECH BIO-MED, INC.
---------------------
(Exact name of registrant as specified in its charter)
Delaware 25-1411971
-------- ----------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation of organization)
55 Access Road, Warwick, Rhode Island 02886
- ------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (401) 732-6520
- ------------------------------------------------------------------------------
(Former name or former address, 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 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
- --
As of August 9 1996, there were issued and outstanding 1,992,155
shares of common stock of the registrant.
Page 1 of 12
<PAGE> 2
Nu-Tech Bio-Med, Inc. and Subsidiary
(A Development Stage Enterprise)
Consolidated Balance Sheets
(Unaudited)
<TABLE>
<CAPTION>
June 30 December 31
1996 1995
------------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 4,062,082 $ 2,538,002
Accounts receivable - (net of allowance for uncollectible
claims of approximately $1,000 and $16,700 at
June 30, 1996, and at December 31, 1995, respectively) 28,368 67,480
Prepaid expenses 95,034 82,737
Other current assets 30,517 78,581
------------------------------
Total current assets 4,216,001 2,766,800
Equipment and leasehold improvements (net of accumulated 431,818 471,517
depreciation of approximately $262,100 and $215,000 at
June 30, 1996, and December 31, 1995, respectively)
Acquisition Costs 322,110 129,846
Patents (net of accumulated amortization of approximately
$79,400 and $73,700 at June 30, 1996, and
December 31, 1995, respectively) 143,321 141,596
Goodwill (net of accumulated amortization of approximately
$478,700 and $441,200 at June 30, 1996, and
December 31, 1995, respectively) 271,316 308,816
Other Assets 44,766 -
------------------------------
Total Assets $ 5,429,332 $ 3,818,575
==============================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 171,543 $ 109,815
Accrued expenses 568,686 445,950
Contract payable 65,571 105,571
Current portion of long term debt 202,633 197,246
Current portion of capitalized lease obligations 14,185 13,050
------------------------------
Total current liabilities 1,022,618 871,632
Debt 216,838 319,521
Capitalized lease obligations 26,236 33,624
Deferred income 5,540 5,540
------------------------------
Total liabilities 1,271,232 1,230,317
Stockholders' equity:
Preferred stock, $.01 par value; 1,000,000 shares
authorized; none outstanding
Common stock, $.01 par value; 12,000,000 shares
authorized; 1,992,155 and 1,742,148 shares issued and
outstanding at June 30, 1996, and December 31, 1995 19,921 17,422
Capital in excess of par value 20,194,991 17,544,715
Deferred consulting expense (123,750) (151,250)
Unvested common stock grant (491,658) (946,107)
Deficit accumulated during the development stage (15,441,404) (13,876,522)
------------------------------
Total stockholders' equity 4,158,100 2,588,258
------------------------------
Total liabilities and stockholders' equity $ 5,429,332 $ 3,818,575
==============================
</TABLE>
Page 2 of 12
<PAGE> 3
Nu-Tech Bio-Med, Inc. and Subsidiary
(A Development Stage Enterprise)
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
CUMULATIVE
AMOUNT FROM
FEBRUARY 1
1982
For the three months ended For the six months ended (INCEPTION) TO
June 30 June 30 June 30 June 30 JUNE 30
1996 1995 1996 1995 1996
----------------------------------- -------------------------------- ------------------
<S> <C> <C> <C> <C> <C>
Revenues:
Assay sales $ 24,322 $ 37,563 $ 48,052 $ 91,334 $ 1,220,159
Contract revenues - - - 2,100 730,511
Investment and interest income 49,526 47,039 79,573 75,072 2,493,759
Fee income - - - - 100,000
Other - - - - 473,517
----------------------------------- -------------------------------- ------------------
Total revenues 73,848 84,602 127,625 168,506 5,017,946
Expenses:
General and administrative 443,057 320,084 895,885 618,244 10,976,182
Laboratory expense 44,276 49,715 79,419 108,651 1,202,676
Research and development 25,937 18,446 46,704 33,906 4,695,943
Loss on sale of investments - - - - 577,423
Interest 7,441 8,723 15,480 18,000 217,815
Rent 20,941 6,090 41,096 12,180 487,301
Depreciation and amortization 348,897 33,272 613,923 58,834 2,129,714
Loss (gain) on disposal of equipment,
furniture and fixtures - - - - 34,100
----------------------------------- -------------------------------- ------------------
Total expenses 890,549 436,330 1,692,507 849,815 20,321,154
----------------------------------- -------------------------------- ------------------
Loss from continuing operations (816,701) (351,728) (1,564,882) (681,309) (15,303,208)
Discontinued operations:
Loss on disposition - - - - (112,010)
Loss from discontinued operations - - - - (172,530)
----------------------------------- -------------------------------- ------------------
Loss from discontinued operations - - - - (284,540)
----------------------------------- -------------------------------- ------------------
Loss before extraordinary item (816,701) (351,728) (1,564,882) (681,309) (15,587,748)
Extraordinary item:
Gain on forgiveness of debt - - - - 146,344
----------------------------------- -------------------------------- ------------------
Net loss $ (816,701) $ (351,728) $ (1,564,882) $ (681,309) $ (15,441,404)
=================================== ================================ ==================
Net loss per common share $ (0.45) $ (0.23) $ (0.80) $ (0.46)
=================================== ================================
Weighted average common
shares outstanding 1,827,349 1,538,906 1,949,635 1,484,017
</TABLE>
Page 3 of 12
<PAGE> 4
Nu-Tech Bio-Med, Inc. and Subsidiary
(A Development Stage Enterprise)
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
CUMULATIVE
AMOUNT FROM
FOR THE SIX MONTHS ENDED FEBRUARY 1, 1982
JUNE 30 JUNE 30 (INCEPTION) TO
1996 1995 JUNE 30, 1996
----------------------------------- ----------------
<S> <C> <C>
OPERATING ACTIVITIES
Net loss $ (1,564,882) $ (681,309) $ (15,441,404)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization $613,923 58,834 2,420,869
Loss (gain) on disposal of equipment - 2,884 34,100
Loss on investments - - 349,224
Loss on sale of subsidiary - - 112,010
Losses of affiliated company - - 365,614
Changes in assets and liabilities:
Accounts receivable, prepaids and
other current assets 74,879 (59,768) (134,308)
Investment in and advances to affiliate - - (431,802)
Accounts payable and accrued expenses ($31,910) (287,494) 41,187
Accrued compensation 216,374 (106,991) 426,647
Other liabilities - - (76,840)
Deferred income - (2,100) 5,540
----------------------------------- ---------------
Net cash used in operating activities (691,616) (1,075,944) (12,329,163)
INVESTING ACTIVITIES
Proceeds from sale of equipment - - 10,407
Capital expenditures (14,890) (230,712) (776,955)
Organization Costs - - (19,778)
Purchase of long-term investments and
other assets - - (95,974)
Proceeds from loan receivable from officer - - (20,000)
Cash acquired in purchase of company, net - - (820,390)
Sale of company, net of cash sold - - 413,000
----------------------------------- ---------------
Net cash used in investing activities (14,890) (230,712) (1,309,690)
FINANCING ACTIVITIES
Proceeds from issuance of notes payable - - 1,116,000
Repayment of contract payable (40,000) - (40,000)
Repayment of notes payable (97,296) (97,441) (480,185)
Repayment of capitalized lease obligations (6,253) - (6,253)
Proceeds from 7% promissory notes - - 400,000
Repayment of 7% promissory notes - - (400,000)
Advances from officer - - 100,000
Repayment of advances from officer - - (100,000)
Proceeds from sale of common stock 2,611,165 669,785 17,726,702
Repayment of note payable to stockholder - - (266,601)
Capitalization of interest on note -
payable to stockholder - - 18,148
Other assets (44,766) - (44,766)
Acquisition Costs (192,264) - (322,110)
Net cash provided by ----------------------------------- ---------------
financing activities 2,230,586 572,344 17,700,935
----------------------------------- ---------------
</TABLE>
Page 4 of 12
<PAGE> 5
Nu-Tech Bio-Med, Inc. and Subsidiary
(A Development Stage Enterprise)
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<S> <C> <C> <C>
Net increase (decrease) in cash and
cash equivalents 1,524,080 (734,312) 4,062,082
Cash and cash equivalents at beginning of period 2,538,002 3,803,189 -
----------------------------------- ---------------
Cash and cash equivalents at end of period $ 4,062,082 $ 3,068,877 $ 4,062,082
=================================== ===============
Noncash transactions:
During 1989, the Company extinguished a
liability via the issuance of common
stock at a value of $20,000 $ - $ - $ 20,000
During 1990, the Company acquired the
remaining 50% interest in Analytical
Biosystems Corporation with the
issuance of 34,286 shares of common
stock - - 750,000
During 1991, the Company capitalized
$49,869 of accrued interest from 1990
into the note payable to stockholder - - 49,869
During 1991, the Company extinguished
liabilities via the issuance of common 30,400
stock at a value of $30,400 - -
</TABLE>
Page 5 of 12
<PAGE> 6
Nu-Tech Bio-Med, Inc. and Subsidiary
(A Development Stage Enterprise)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Three and Six Months Ended June 30, 1996
(Unaudited)
A. Basis of Presentation
In the opinion of management of Nu-Tech Bio-Med, Inc. (the "Company"
or "Nu-Tech") the accompanying unaudited financial statements contain
all adjustments necessary to present fairly the financial position of
the Company at June 30, 1996, and the results of operations and cash
flows for the three and six months ended June 30, 1996, and 1995.
The consolidated financial statements have been prepared in accordance
with the provisions of Statement of Financial Accounting Standards No.
7, "Accounting and Reporting by Development Stage Enterprises" since
the Company's planned principal operations have commenced, but there
has been no significant revenue therefrom. Successful completion of
the Company's development program and its transition to ultimately
attaining profitable operations is dependent upon achieving a level of
sales adequate to support the Company's cost structure.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form
10-QSB and Article 10 of Regulation S-X. Accordingly, they 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 of normal
recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three and six month period
ended June 30, 1996, are not necessarily indicative of the results
that may be expected for the year ended December 31, 1996. For
further information, refer to the consolidated financial statements
and footnotes thereto included in the Company's annual report on Form
10-KSB for the year ended December 31, 1995.
B. Adoption of New Accounting Pronouncements
The Company has adopted Statement of Financial Accounting Standards
No. 121 ("SFAS 121"), Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed Of, which requires
impairment losses to be recorded on the long-lived assets used in
operations when indicators of impairment are present and the
undiscounted cash flows estimated to be generated by those assets are
less than the assets' carrying amount. SFAS 121 also addresses the
accounting for long-lived assets that are expected to be
Page 6 of 12
<PAGE> 7
disposed of. The adoption of SFAS 121 has no impact on the financial
position or results of operations of the Company as no indicators of
impairment currently exist.
The Company has adopted the disclosure provisions of Financial
Accounting Standards No. 123 ("SFAS 123"), Accounting and Disclosure
of Stock-Based Compensation. The Company will continue to account for
its stock-based compensation arrangements under the provisions of APB
25, Accounting for Stock Issued to Employees.
C. Warrants
During the quarter, the Company entered into agreements with a
consultant whereby the consultant will assist the Company in
identifying potential investors and negotiating and structuring a
transaction to provide equity financing for a potential acquisition,
and, following that acquisition, providing financial public relations
for a period of two years. Under the agreements, subject to
completion of the transaction, the consultant will be vested in
warrants to acquire 250,000 shares of the Company's common stock at an
exercise price of $11.50 per share and entitled to cash payments
totaling $160,000 (such amounts include warrants to acquire 30,000
shares and cash payments totaling $40,000 that are not contingent upon
completion of the offering).
Page 7 of 12
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Three months ended June 30, 1996, compared with three months ended June 30,
1995
The Company is classified as a development stage company for financial
accounting purposes by reason of the fact that it has not generated significant
revenues from operations to date. Total revenues for the three months ended
June 30, 1996, were $73,848 compared to $84,602 for the three months ended June
30, 1995. The decrease in total revenues is primarily due to a reduced number
of assays received for processing.
Assay sales, net of billing adjustments, from the processing of ABC's
assay, the Fluorescent Cytoprint Assay, were $24,322 and $37,563 for the three
months ended June 30, 1996, and 1995, respectively.
General and administrative expenses for the three months ended June
30, 1996, increased to $443,057 compared to $320,084 for the three months ended
June 30, 1995. The increase is primarily due to accrued compensation for
income taxes related to the grant of 100,000 restricted shares granted to an
executive officer on June 8, 1995, partially offset by a reduction in sales and
marketing costs.
Laboratory expenses for the three months ended June 30, 1996, and 1995
were $44,276 and $49,715, respectively. The decrease is primarily due to
reduced requirements of laboratory supplies as well as a decrease in costs
associated with laboratory personnel.
Research and development expenses for the three months ended June 30,
1996, and 1995, were $25,937 and $18,446, respectively. The increase is
primarily due to costs associated with the clinical trial as well as costs
incurred to expand testing services.
Depreciation and amortization expenses for the three months ended June
30, 1996, were $348,897 as compared to $33,272 for the three months ended June
30, 1995. This increase was primarily due to the additional incurrance of
approximately $287,560 of amortization directly related to the grant of 100,000
restricted shares granted to an executive officer on June 8, 1995.
Interest expense for the three months ended June 30, 1996, and 1995,
were $7,441 and $8,723, respectively. This decrease was due to the reduction
of principal outstanding for loans from the State of Rhode Island's Small
Business Loan Fund Corporation.
Rent expense for the three months ended June 30, 1996, was $20,941 as
compared to $6,090 for the three months ended June 30, 1995. This increase was
primarily due to the commencement of rent for administrative offices located in
New York.
For the three months ended June 30, 1996, the Company incurred a net
loss of $816,701 ($0.45 per share) compared to a net loss of $351,728 ($0.23
per share) for the three months ended June 30, 1995. The increase of $464,973
is primarily due to increases in depreciation and
Page 8 of 12
<PAGE> 9
amortization expense of approximately $316,000 as well as general and
administrative expenses of approximately $123,000. The increase in the net
loss per common share was primarily due to an increase in depreciation and
amortization expense as well as general and administrative expenses. Weighted
average shares were 1,827,349 and 1,538,906 for the three months ended June 30,
1996, and 1995, respectively. This increase is primarily due to the issuance
of shares associated with the Company's July 1995 and April 1996 private sales
of securities.
Six months ended June 30, 1996, compared with six months ended
June 30, 1995
Total revenues for the six months ended June 30, 1996, were $127,625
compared to $168,506 for the six months ended June 30, 1995. The decrease in
total revenues is due to a reduced number of assays received for processing.
Assay sales, net of billing adjustments, from the processing of ABC's
assay, the Fluorescent Cytoprint Assay, were $48,052 and $91,334 for the six
months ended June 30, 1996, and 1995, respectively.
The Company reported no contract revenues for the six months ended
June 30, 1996, as compared to $2,100 for the six months ended June 30, 1995.
Contract revenues represent revenues from various pharmaceutical and drug
development organizations to test new chemotherapy compounds using the FCA.
Payments received are recorded as deferred income and are recognized as other
revenue according to the percent or work completed.
General and administrative expenses for the six months ended June 30,
1996, increased to $895,885 compared to $618,244 for the six months ended June
30, 1995. The increase is primarily due to accrued compensation for income
taxes related to the grant of 100,000 restricted shares granted to an executive
officer on June 8, 1995. Additionally, a reduction in sales and marketing
costs has occurred, partially offset by a one time non-recurring charge of
approximately $50,000 associated with the severance package of a former officer
of the Company.
Laboratory expenses for the six months ended June 30, 1996, and 1995
were $79,419 and $108,651, respectively. The decrease is primarily due to
reduced requirements of laboratory supplies as well as a decrease in costs
associated with laboratory personnel.
Research and development expenses for the six months ended June 30,
1996, and 1995, were $46,704 and $33,906, respectively. The increase is
primarily due to costs associated with the clinical trial as well as costs
incurred to expand testing services.
Depreciation and amortization expenses for the six months ended June
30, 1996, were $613,923 as compared to $58,834 for the six months ended June
30, 1995. This increase was primarily due to the additional incurrance of
approximately $496,100 of amortization directly related to the grant of 100,000
restricted shares granted to an executive officer on June 8, 1995.
Page 9 of 12
<PAGE> 10
Interest expense for the six months ended June 30, 1996, and 1995,
were $15,480 and $18,000 respectively. This decrease was due to the reduction
of principal outstanding for loans from the State of Rhode Island's Small
Business Loan Fund Corporation.
Rent expense for the six months ended June 30, 1996, was $41,096 as
compared to $12,180 for the six months ended June 30, 1995. This increase was
primarily due to the commencement of rent for administrative offices located in
New York.
For the six months ended June 30, 1996, the Company incurred a net
loss of $1,564,882 ($0.80 per share) compared to a net loss of $681,309 ($0.46
per share) for the six months ended June 30, 1995. The increase of $883,573 is
primarily due to increases in depreciation and amortization expense of
approximately $555,100 as well as general and administrative expenses of
approximately $277,641. The increase in the net loss per common share was
primarily due to an increase in depreciation and amortization expense as well
as general and administrative expenses. Weighted average shares were 1,949,635
and 1,484,017 for the six months ended June 30, 1996, and 1995, respectively.
This increase is primarily due to the issuance of shares associated with the
Company's April and July 1995 and April 1996 private sales of securities.
Balance Sheet
Total assets amounted to $5,429,332 at June 30, 1996, versus
$3,818,575 at December 31, 1995. The period to period increase of $1,610,757
was principally due to an increase in cash and cash equivalents of $1,524,080.
Total current liabilities, inclusive of the current portion of long
term debt, amounted to $1,022,618 at June 30, 1996, versus $871,632 at December
31, 1995. The period to period increase of $150,986 was primarily due to an
increase in accrued compensation for income taxes.
Liquidity and Capital Resources
At June 30, 1996, the Company's working capital was $3,193,383
compared to $1,895,168 at December 31, 1995. The increase in working capital
of $1,298,215 was primarily due to the receipt of cash from the Company's April
1996 private sale of securities, but was partially offset by the utilization of
cash during the period to support operating activities and the payment and
reduction of current liabilities and debt.
Weighted average shares were 1,949,635 and 1,484,017 for the six
months ended June 30, 1996, and 1995, respectively. This increase is primarily
due to the issuance of shares associated with the Company's April and July 1995
and April 1996 private sales of securities.
On April 12, 1996, the Company completed the sale of 250,000 shares of
its Common Stock for an aggregate of $2,875,000. The Company realized net
proceeds of $2,630,000.
Page 10 of 12
<PAGE> 11
The primary source of the Company's liquidity is its cash and cash
equivalents on hand provided by the proceeds received from its December 20,
1994, public offering and its April 1995, July 1995 and April 1996 private
sales of its securities.
Plan of Operations
The Company is classified as a development stage company for financial
reporting purposes and its financial statements are prepared in accordance with
the provision of Statement of Financial Accounting Standards No. 7, "Accounting
and Reporting by Development Stage Enterprises", since the Company's planned
principal operations have commenced, but there has been no significant revenues
therefrom.
The Company believes that its current cash position is adequate and
sufficient for the Company's anticipated needs for the forseeable future. The
Company may require additional funds to accomplish strategic acquisitions. No
assurance may be given that such additional capital, if required, will be
available to the Company in the future and, if not available, may have an
adverse effect on the ability to accomplish any aquisitions.
Effects of Inflation and Increasing Costs of Health Care
Management does not believe that inflationary effects will have a
material impact on the Company. Management does believe, however, that current
governmental proposals for comprehensive health care reform, including mandated
basic health care benefits, controls on health care spending, price controls,
and proposed fundamental changes in the health care delivery system may have an
impact upon the Company. Although the Company believes its FCA to be cost
effective in overall chemotherapy treatment, changes in the level of support by
federal and state governments of health care services, the methods by which
such services may be delivered and the prices for such services may all have a
materially adverse impact on the Company's ability to achieve and sustain a
profit. Health care reform could also reduce the profitability of certain
medical institutions and, in turn, adversely impact the fees the Company is
able to charge for its FCA. The Company cannot predict which, if any, health
care reform plan may be adopted or, if adopted, the effect on its business.
(This space intentionally left blank)
Page 11 of 12
<PAGE> 12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit No. Description
----------- -----------
27 Financial Data Schedule
(b) Reports on Form 8-K
During the quarter ended June 30, 1996, the following reports
on Form 8-K were filed by the Registrant:
<TABLE>
<CAPTION>
Date of the Report Item Reported Description of Item
- ------------------ ------------- -------------------
<S> <C> <C>
April 12, 1996 Item 5. Other Events Private Sale of Securities
June 26, 1996 Item 5. Other Events Laboratory License Expansion
</TABLE>
SIGNATURES
In accordance with requirements of the Securities Exchange Act, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NU-TECH BIO-MED, INC.
(Registrant)
Dated: August 9, 1996 by: /s/ J. Marvin Feigenbaum
------------------------
J. Marvin Feigenbaum
President, Chief Executive
and Chief Financial Officer
Page 12 of 12
<PAGE> 13
EXHIBIT INDEX
-------------
Exhibit 27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Balance
Sheet and Statements of Operations.
</LEGEND>
<CIK> 0000716778
<NAME> Nu-Tech Bio-Med, Inc.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 4,062,082
<SECURITIES> 0
<RECEIVABLES> 29,368
<ALLOWANCES> 1,000
<INVENTORY> 11,328
<CURRENT-ASSETS> 4,216,001
<PP&E> 693,960
<DEPRECIATION> 262,142
<TOTAL-ASSETS> 5,429,332
<CURRENT-LIABILITIES> 1,022,618
<BONDS> 419,471
0
0
<COMMON> 19,921
<OTHER-SE> 4,138,179
<TOTAL-LIABILITY-AND-EQUITY> 5,429,332
<SALES> 48,052
<TOTAL-REVENUES> 127,625
<CGS> 0
<TOTAL-COSTS> 1,692,507
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 5,313
<INTEREST-EXPENSE> 15,480
<INCOME-PRETAX> (1,564,882)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,564,882)
<EPS-PRIMARY> (.45)
<EPS-DILUTED> (.45)
</TABLE>
