<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, 1997
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 9, 1997, there were 21,647,000 shares of the Company's common stock
outstanding.
PAGE 1 OF 8
<PAGE> 2
INDEX
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
PART I. Financial Information
Item 1. Consolidated Financial Statements
Consolidated Balance Sheet as of
March 31, 1997 3
Consolidated Statements of Operations
for the Three Months Ended
March 31, 1997 and March 31, 1996 4
Consolidated Statements of Cash Flows
for the Three Months Ended
March 31, 1997 and March 31, 1996 5
Notes to Consolidated Financial
Statements 6
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations 7
</TABLE>
PAGE 2 OF 8
<PAGE> 3
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
MARCH 31, 1997
<TABLE>
<CAPTION>
<S> <C>
ASSETS
ASSETS $ -
===========
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
ACCRUED EXPENSES $ 232,426
DUE TO HELM RESOURCES, INC. 895,567
-----------
TOTAL LIABILITIES 1,127,993
===========
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;
21,647,000 shares issued and
outstanding 216,470
Additional paid-in capital 6,005,480
Deficit (7,359,943)
-----------
TOTAL STOCKHOLDERS' DEFICIENCY (1,127,993)
-----------
$ -
===========
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 3 of 8
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TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three months ended
March 31,
1997 1996
---- ----
<S> <C> <C>
REVENUES $ -- $ --
------------ ------------
EXPENSES:
General and administrative 4,150 4,150
Interest expense (affiliates) 2,750 2,750
------------ ------------
Total expenses 6,900 6,900
------------ ------------
NET LOSS $ (6,900) $ (6,900)
============ ============
LOSS PER SHARE $ -- $ --
============ ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 21,647,000 21,737,000
============ ============
</TABLE>
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
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
---- ----
<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
--------- -----
</TABLE>
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 consolidated financial statements are unaudited, but in the
opinion of the Company's management, include all adjustments (consisting of
normal recurring accruals) necessary for a fair presentation of financial
position and results of operations.
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 an 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
INTRODUCTION
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 management will be
successful in these efforts.
Results of Operations
Three Months Ended March 31, 1997 Compared to March 31, 1996
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 $232,426 in accrued expenses and $895,567 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, 1997. Accordingly, no amounts are payable to Helm during
1997.
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.
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 9, 1997 By: Joseph J. Farley
-----------------------------------
Joseph J. Farley,
President
Date: May 9, 1997 By: Scott Altman
-----------------------------------
Scott Altman,Treasurer
Chief Accountant and
Principal Financial
Officer
PAGE 8 OF 8
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 232,426
<BONDS> 0
0
10,000
<COMMON> 216,470
<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> (6900)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,900)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,900)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
