<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15 (b)
of the Securities Exchange Act of 1934
For Quarter Ended: March 31, 1996
Commission File Number: 0-13670
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC.
(Exact name of registrant as specified in character)
Delaware 13-3187778
State or other jurisdiction of IRS Employer
Incorporation or organization Identification No.
537 Steamboat Road
Greenwich, Connecticut 06830
203-629-1400
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrants (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__X__ NO_____
At May 10, 1996, there were 21,737,000 shares of the
Company's common stock outstanding.
PAGE 1 OF 8
<PAGE> 2
INDEX
PAGE
----
PART I. Financial Information
[S] [C]
Item 1. Consolidated Financial Statements
Consolidated Balance Sheet as of
March 31, 1996 3
Consolidated Statements of Operations
for the Three Months Ended
March 31, 1996 and March 31, 1995 4
Conslidated Statements of Cash Flows
for the Three Months Ended
March 31, 1996 and March 31, 1995 5
Notes to Consolidated Financial
Statements 6
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations 7
PAGE 2 OF 8
<PAGE> 3
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
March 31, 1996
[S] [C]
ASSETS $ -
===============
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
ACCRUED EXPENSES $ 224,826
DUE TO HELM RESOURCES, INC. 875,567
---------------
TOTAL LIABILITIES 1,100,393
---------------
STOCKHOLDERS' DEFICIENCY:
1991 Series A Preferred Stock
$.01 par value shares; 20,000,000
shares authorized; 1,000,000
shares issued and outstanding 10,000
Common stock, $.01 par value
80,000,000; shares authorized;
21,737,000 shares issued and
outstanding 217,370
Additional paid-in capital 6,019,580
Deficit (7,332,343)
----------------
(1,085,393)
Less: Notes receivable (15,000)
----------------
TOTAL STOCKHOLDERS' DEFICIENCY (1,100,393)
----------------
$ -
================
See accompanying notes to consolidated financial statements
PAGE 3 of 8
<PAGE> 4
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended
March 31,
---------
1996 1995
---- ----
[S] [C] [C]
REVENUES $ - $ -
-------- --------
EXPENSES:
General and administrative 4,150 6,150
Interest expense (affiliates) 2,750 2,750
-------- --------
Total expenses 6,900 8,900
-------- --------
NET LOSS $ (6,900) $ (8,900)
========= =========
LOSS PER SHARE $ - $ -
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 21,737,000 22,097,000
========== ==========
See accompanying notes to consolidated financial statements
PAGE 4 of 8
<PAGE> 5
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
March 31,
---------
1996 1995
---- ----
[S] [C] [C]
Net cash provided (used)
by operating activities $ - $ (137)
Cash and cash equivalents at
beginning of period - 296
------------- --------------
Cash and cash equivalents at
end of period $ - $ 159
============= =============
See accompanying notes to consolidated financial statements
PAGE 5 OF 8
<PAGE> 6
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1) The accompanying condensed financial statements are
unaudited, but in the opinion of the Company's management,
include all adjustments (consisting of normal recurring accurals)
necessary for a fair presentation of financial position and
results of operations. Interim results are not necessarily
indicative of results for a full year.
2) Helm Resources Inc. is the beneficial owner of 60.8% of the
Company's common stock.
3) On October 20, 1993, the Company entered into an agreement
with Technology Applied Systems Corporation ("TASC"), whereby it
assigned to TASC all rights to sell, manufacture, develop and
distribute its products. In consideration for the transfer of
rights to TASC and the ability to provide ongoing support to the
Company, on a installed customer base, TASC agreed to pay to the
Company, on a quarterly basis, a royalty equal to 10% of (i) the
net sales price of products sold by TASC to distributors and/or
end-users and (ii) the net sales price of derivatives,
enhancements, modifications and successors of the products sold
by TASC to distributors and/or end-users, which utilize certain
product modules only, based upon the allocatable portion of such
derivative, enhancement, modifications and successors
attributable to the modules. To date no significant revenues have
been derived from the TASC agreement, and the Company does not
anticipate that it will receive any significant revenues from
this agreement in the future.
PAGE 6 OF 8
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
At the present time, the Company has no operating assets or
operations. Management is engaged in efforts to locate
additional businesses or operations in related and unrelated
enterprises which could be merged into or acquired by the
Company. No assurance can be given, however, that the management
will be successful in these efforts.
Results of Operations
- ---------------------
Three Months Ended March 31, 1996 Compared to March 31, 1995
- ------------------------------------------------------------
Selling, general and administrative expenses consist of expenses
associated with maintaining the Company's records and statutory
requirements which are expected to continue in the future.
Interest expense is interest on advances from affiliates.
Liquidity and Capital Resources
- -------------------------------
The Company presently has recorded $224,826 in accrued expenses
and $875,567 due to Helm. With respect to the accrued expenses,
the Company is working with its creditors to arrange settlements
of amounts owing and/or deferrals of payments. No assurance can
be given that the Company will be successful in these efforts.
As for the amount owing to Helm, Helm has agreed not to demand
payment until after December 31, 1996. Accordingly, no amounts
are payable to Helm during 1996.
There can be no assurance that Helm will provide any additional
financing to the Company other than in connection with minimal
ongoing corporate expenses, or that additional financing will be
available on terms acceptable to the Company or that the Company
will be able to operate profitably in the future. Management
presently is engaged in efforts to locate additional businesses
or enterprises which could be merged into or acquired by the
Company. No assurance can be given, however, that management
will be successful in this effort.
PAGE 7 of 8
<PAGE> 8
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.
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC.
Date: May 10, 1996 By: /s/ Joseph J. Farley
---------------------
Joseph J. Farley,
President
Date: May 10, 1996 By: /s/ Scott Altman
------------------
Scott Altman,Treasurer
Chief Accountant and
Principal Financial Officer
PAGE 8 of 8
<PAGE> 9
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 224,826
<BONDS> 0
0
10,000
<COMMON> 217,370
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,150
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,750
<INCOME-PRETAX> (6,900)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,900)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,900)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
