STEVIA CO INC
10-Q, 1995-09-22
MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS
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                                    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 July 31, 1995

                                         OR

                   [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or
                    15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

              or the transition period from ___________ to ____________

                           Commission File Number 0-11718


                                   Stevia Company, Inc.                   
               ------------------------------------------------------
               (Exact name of registrant as specified in its charter)


              Illinois                                36-2967419       
              _______________________________         ____________________
              (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: (708) 593-0226 

          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:  32,195,300

          Page 1 of 16 pages contained in the sequential numbering system.

<PAGE>

                  PART 1 - FINANCIAL INFORMATION



          Item 1.   FINANCIAL STATEMENTS




          Board of Directors and Shareholders
          Stevia Company, Inc.
          Elk Grove Village, Illinois






               The accompanying balance sheet of STEVIA COMPANY, INC. at
          July 31, 1995 and the related statements of operations,
          shareholders' equity and changes in financial position for the
          three month periods ended July 31, 1995 and 1994 were not
          audited; however, the financial statements for the three months
          periods ending July 31, 1995 and 1994 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 period presented.

               The financial statements for the year ended April 30, 1995
          were not audited pursuant to Rule 210.3-11 promulgated under
          Securities and Exchange Act of 1934; however, the financial
          statements for the fiscal year ending April 30, 1995 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 fiscal year
          presented.








                                STEVIA COMPANY, INC.




          September 12, 1995


<PAGE>
<TABLE>
                                 STEVIA COMPANY, INC.
                                    BALANCE SHEET
                                        ASSETS

<CAPTION>
                                           July  31,  1995   April  30, 1995
                                              Unaudited          Unaudited
                                            ______________   _______________
     <S>                                        <C>            <C>
     CURRENT ASSETS
        Cash                                      1,011          1,479
        Accounts Receivables-other                1,623             -
        Inventories                              28,132         28,132
        Prepaid Expenses                            481              9  
                                             _____________   ______________
               Total Current Assets              31,247         29,620  

     PROPERTY AND EQUIPMENT (Notes 1 and 3)
       Land                                       1,127          1,127
       Furniture and Equipment                   44,750         44,750
       Building                                 483,200        483,200
       Idle Equipment                           121,728        121,728  
                                             _____________   ______________
                                                650,805        650,805
       Less:  Accumulated Depreciation          (71,200)       (67,079)   
                                             _____________   ______________
                                                579,605        583,726 
                                             _____________   ______________
     OTHER ASSETS
       Patents, Net of Amortization              15,846         16,236
       Investment in Affiliated Company
         (Note 5)                                    -               -
                                             _____________   ______________
                                                626,698         629,582    
                                             -------------   --------------
                                             -------------   --------------
</TABLE>
<TABLE>
<CAPTION>          
                         LIABILITIES AND SHAREHOLDERS' EQUITY
     <S>                                         <C>            <C>
     CURRENT LIABILITIES
       Accounts Payable                          26,452          26,520
       Notes Payable-Officer
        (Notes 5 and 7)                           9,741          10,574
       Notes Payable-Other (Note 6                1,292           1,792
       Due to Affiliates (Note 5)               312,565         308,009
       Accrued Executive Compensation           124,524         124,524 
       Deferred Rent                                326             489
       Accrued Expenses                          15,141          12,313   
                                             _____________   ______________
               Total Current Liabilities        490,041         484,221
                                             _____________   ______________
                                             -------------   --------------
     NON-CURRENT LIABILITIES
       Tenant Security Deposit                    3,245           3,245   
                                              ____________   ______________

     COMMITMENTS AND CONTINGENCIES
       (Notes 6, 11 and 12)                           -              -    
                                              ____________   ______________

     SHAREHOLDERS' EQUITY (Notes 5, 8 and 9)
       Common Stock, No Par Value, 100,000,000
        Shares Authorized as of April 30, 1995
        and July 31, 1995; Issued 32,195,300
        Shares at April 30, 1995 and
        July 31, 1995                         2,088,001       2,088,001
       Additional Paid in Capital                   100             100

       Accumulated Deficit since July 31,
        1985 in connection with
        Quasi-Reorganization (Note 9)        (1,954,689)     (1,945,985)  
                                             ____________   ______________
                                                133,412         142,116    
                                             ____________   ______________
                                                626,698       629,582     
                                             ____________   ______________
                                             ------------   --------------
     <FN>
     The accompanying notes are an integral part of the financial statements.
</TABLE>
<PAGE>

<TABLE>
                             STEVIA COMPANY, INC.

                           STATEMENT OF OPERATIONS

                                  Unaudited

<CAPTION>       
                                            Three Months Ended July 31,        
                                                 1995           1994  
                                           _____________  _____________
     <S>                                       <C>            <C>
     REVENUES
       Sales                                        -              - 

     COST OF SALES                                  -              -
     Gross Profit (Loss)                            -              - 

     OPERATING EXPENSES
       Research and Development                   676             899
       General and Administrative              12,896          13,224   
                                           _____________   ______________
                                               13,572          14,123      
     Loss From Operations                     (13,572)        (14,123)   
     OTHER INCOME AND (EXPENSE)
       Miscellaneous Income                         -             740
       Rental Income                            4,868           4,868
                                           _____________   ______________
                                                4,868           5,608     
     NET LOSS                                  (8,704)        ( 8,515)   
                                           _____________   ______________
                                           -------------   --------------
     NET LOSS PER COMMON SHARE
         (Note 10)                              (.001)          (.001)
                                           _____________   ______________
                        
     WEIGHTED AVERAGE COMMON
     SHARES OUTSTANDING                    32,195,300      32,195,300     
                                           _____________   ______________
                                           -------------   --------------





     <FN>
     The accompanying notes are an integral part of the financial statements.
</TABLE>
<PAGE>
<TABLE>
                                  STEVIA COMPANY, INC.

                        STATEMENT OF CHANGES IN FINANCIAL POSITION

                                       Unaudited
<CAPTION>
     
                                                 Three Months Ended July 31,
                                                     1995           1994
                                                 _____________  _____________ 
<S>                                                <C>           <C>
OPERATING ACTIVITIES:  
       Net Loss                                    (   8,704)    (   8,515)
       Adjustments to Reconcile Net (Loss) to Net
        Cash Used by Operating Activities:
         Depreciation and Amortization                 4,511         4,734
       Changes in Operating Assets and Liabilities:
         (Increase) Decrease in Receivables        (   1,623)          266
         (Increase) Decrease in Inventories
          and Prepaid Expenses                     (     472)    (     171)
       Increase (Decrease) in Accounts Payable and
           Accrued Expenses                            2,597           360
       Increase (Decrease) in Due to Affiliates
         (Note 5)                                      4,556         6,092
                                                   ___________   ___________
       Net Cash Provided (Used) by Operating
        Activities                                       865         2,766
                                                   ___________   ___________

     INVESTING ACTIVITIES:

       Net Cash Provided (Used) by
       Investing activities                               -             -
                                                   ___________   ___________

     FINANCING ACTIVITIES:
       Proceeds From  (Repayments of Notes)
       (Note  7)                                   (   1,333)    (   2,008) 
                                                   ___________   ___________
      Net Cash Provided (Used) by Financing       
      Activities                                   (   1,333)    (   2,008)
                                                   ___________   ___________
     Increase (Decrease) in Cash and
       Cash Equivalents                                  468           758
     Cash and Cash Equivalents at
       Beginning of  Period                            1,479           236
                                                   ___________   ___________  
     Cash and Cash Equivalents at  End of Period       1,011           994
                                                   ___________   ___________
                                                   -----------   -----------

     <FN>     
     The accompanying notes are an integral part of the financial statements.
</TABLE>
<PAGE>
<TABLE>
                                   STEVIA COMPANY, INC.

                             STATEMENT OF SHAREHOLDERS' EQUITY

                             THREE MONTHS ENDED JULY 31, 1995

                                         Unaudited
<CAPTION>
                                                                      Total
                                               Additional             Share-
                            Common Stock       Paid-in                holders'
                        Shares        Amount   Capital    (Deficit)   Equity
                       __________  __________  _________  ___________ ________
 <S>                   <C>          <C>          <C>     <C>          <C>
 BALANCE
     May 1, 1995       32,195,300   2,088,001     100    (1,945,985)  142,116

 NET INCOME (LOSS)          -           -           -    (   10,327)  (8,704)
                       __________  ___________  ________ ___________  _______

BALANCE,
    July 31,  1995     32,195,300  2,088,001      100    (1,956,312)  133,412
                       __________  ___________  ________ ___________  _______























<FN>
The accompanying notes are an integral part of the financial statements
</TABLE>
<PAGE>

                            STEVIA COMPANY, INC.

                       NOTES TO FINANCIAL STATEMENTS


     1.   Summary of Significant Accounting Policies:

          Inventories - Harvested crop inventories are stated at the
          lower of cost (determined by actual specific production
          cost) or market value (less estimated cost of disposal).

          Components of inventories are as follows:
<TABLE>
<CAPTION>
                                        July 31, 1995  April 30, 1995    
                                        _____________  ______________
                         <S>            <C>            <C>
                         Seeds             21,170           21,170
                         Leaves             6,962            6,962        
                                        _____________  ______________
                                        $  28,132      $    28,132  
                                        _____________  ______________
                                        -------------  --------------
</TABLE>

          Research and Development, and Patents - Research and
          development expenditures, including depreciation of
          laboratory equipment, are charged to operations as incurred.
          The costs of obtaining patents, primarily legal fees, are
          capitalized and amortized over seventeen years on the
          straight-line method.

          Property and Equipment - Property and equipment are stated
          at cost.  Depreciation and amortization are computed,
          primarily on the straight-line and accelerated methods, over
          the estimated useful lives of the respective assets.
          Repairs and maintenance are charged to expenses as incurred;
          renewals and betterments which significantly extend the
          useful lives of existing property and equipment are
          capitalized.

     2.   Company Organization and Description:

          Stevia Company, Inc. was incorporated under the laws of the
          State of Illinois on November 22, 1976.

          The Company was organized primarily to engage in the
          business of developing and manufacturing natural products,
          including sweeteners, derived from the Stevia rebaudiana
          plant.

     3.   Property and Equipment:

          In 1986, the Company completed construction of a building
          for a sweetener production facility in Pueblo, Colorado on a
          parcel of land (25 acres) acquired by the Company.  The net
          price for construction of the building was $483,200.  The

<PAGE>

                           STEVIA COMPANY, INC.

                      NOTES TO FINANCIAL STATEMENTS 

     3.   (Continued)

          Company also purchased certain equipment for its processing
          facility.  Completion of the processing facility was
          terminated in 1987 due to lack of funds.  See Footnote 13.

          On September 1, 1993, the Company entered into a three-year
          lease for its Pueblo, Colorado facility with an unaffiliated
          third party.  The tenant was granted two one-year options
          and a first right of refusal to purchase the Pueblo,
          Colorado facility in the event the Company sells or
          otherwise disposes of the facility.  The lease provides for
          base rent of $19,473 for the first two years, $20,466 for
          the third year, $22,394 for the first option year and
          $23,264 for the second option year.  In this regard, the
          Company had to remove all of its property and idle equipment
          being stored in this facility.  The Company moved as much of
          this property and equipment as possible to its location in
          Elk Grove Village, Illinois.  

     4.   Idle Equipment:

          During the year ended April 30, 1990, the Company
          reclassified the building and equipment described in Note 3
          as idle facilities.  The carrying values of idle equipment
          were written down to the restored and recoverable values.
          (See Note 3).

     5.   Related Party Transactions:

          The Company was indebted to affiliated companies as follows:
<TABLE>
<CAPTION>
                                             July 31,       April 30,
                                               1995           1995    
                                             _________      _________
          <S>                                <C>            <C>
          F.K. Suzuki International, Inc.    $  70,412      $  70,412
          Biosynergy, Inc.                   $ 242,153      $ 237,597
                                             _________      _________
                    Totals                   $ 312,565      $ 308,009   
                                             ---------      ---------
                                             ---------      ---------
</TABLE>
     
          The amount due to F.K. Suzuki International, Inc. is the net
          license fees due under an irrevocable exclusive license
          agreement with F.K. Suzuki International, Inc. described in
          Note 11, less certain prepayments and discounts with regard
          to such license agreement.

          The Company shares common offices with Biosynergy, Inc.
          Each company has incurred certain shared office expenses
          which have been allocated to the other company.  The Company
          has not been able to reimburse Biosynergy, Inc. on a regular
          basis which has resulted in a net payable of $242,153 at
          July 31, 1995 as compared to a net payable of $237,597 at
          April 30, 1995.

          The Company and its affiliates are related through Common
          Stock ownership as follows on July 31, 1995.

<PAGE>
<TABLE>
                           STEVIA COMPANY, INC.

                       NOTES TO FINANCIAL STATEMENTS


     5.   (Continued)
<CAPTION>                    
                                   S T O C K   O F   A F F I L I A T E S
                              ______________________________________________
     <S>                       <C>      <C>            <C>           <C>
                                                        F.K. Suzuki
                               Stevia   Biosynergy     International  Medlab
     Stock Owner               Company      Inc.            Inc.       Inc.
     ___________               ________ __________     _____________  ______
     Stevia Company, Inc.        -         13.8%             -           -
     Biosynergy, Inc.            .4%         -               -           -
     F.K. Suzuki
      International, Inc.      55.8%       18.8%             -         100.0%
     Medlab, Inc.                -           -               -            -
     Fred K. Suzuki, Officer/    -           -             35.6%          -
      Director
     Lauane C. Addis, Officer/   .1%         .1%           32.7%          -
      Director
     James F. Schembri,          .2%       12.9%             -            -
      Director
</TABLE>

          On July 7, 1983, Biosynergy, Inc. (an affiliated company)
          successfully completed a public offering.  As part of this
          public offering the Company exchanged 1,058,181 shares of
          its Common Stock for 2,000,000 shares of Biosynergy, Inc.'s
          Common Stock.  The Common Stock of the Company had no book
          value at the time of the exchange; thus no dollar value was
          assigned to the transaction.  The Company has sold 100,000
          of these shares.  Although Biosynergy, Inc.'s Common Stock
          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.

          In June, 1993, Fred K. Suzuki, President of the Company,
          advanced $7,587.75 to the Company for payment of the
          Company's share of the costs, including legal fees, of
          settling a lawsuit.  On October 10, 1994, Mr. Suzuki loaned
          $5,000 to the Company for payment of real estate taxes on
          the Company's facility in Pueblo, Colorado.  See Note 7.

     6.   Lease Commitments:

          The Company shares offices in Elk Grove Village, Illinois
          with Biosynergy, Inc.  The master lease for these offices,
          which expires January 31, 1996, is in the name of
          Biosynergy, Inc.  The total annual base rent for these
          premises is $62,574.36 for the lease year ending January 31,
          1996.  The Company's portion is $9,386.15.

<PAGE>

     7.   Notes Payable:  

          Notes Payable - Officer consists of the following:

          .    an unsecured note dated July 1, 1993 in the original
               amount of $7,588 payable to Fred K. Suzuki, President.
               The note is due on demand and bears interest at 10% per
               annum.  The principal balance due at July 31, 1995 is
               $7,588.

          .    an unsecured note dated October 10, 1994 in the
               original amount of $5,000 payable to Fred K. Suzuki,
               President.  This note provides for payment in 12
               monthly installments of principal and interest of
               $443.08 commencing December 1, 1994 and bears interest
               at 11.5% per annum.  The balance due on this note at
               July 31, 1995 is $2,153.

          Notes Payable - Other consists of the following:

          .    an unsecured note dated October 10, 1994 in the
               original principal amount of $3,000 payable to Laurence
               C. Mead, an officer of Biosynergy, Inc., an affiliate.
               The note provides for payment in 12 monthly
               installments or principal and interest of $265.85
               commencing December 1, 1994 and bears interest at 11.5%
               per annum.  The balance on this note at July 31, 1995
               is $1,292.

     8.   Shareholders' Equity:

          The authorized capital stock of Stevia Company is one
          hundred million (100,000,000) shares of no par value Common
          Stock and one hundred thousand (100,000) shares of $100 par
          value Preferred Stock.  The preferences, qualifications,
          limitations, restrictions and special or relative rights in
          respect to the Preferred Stock are to be determined by the
          Board of Directors at the time of their issuance, subject to
          limitations set forth in the amended articles of
          incorporation.  As of April 30, 1995 and July 31, 1995, no
          shares of Preferred Stock were outstanding.

          As of July 31, 1995, under a special incentive plan, stock
          options and stock appreciation rights for 240,000 shares of
          Common Stock were granted to 5 advisors, directors,
          officers, consultants, and/or employees of the Company.  The
          exercise price for these shares is $.0625 per share.  The
          Company has reserved 400,000 shares of its Common Stock for
          this plan.  As permitted in the plan, the directors of the
          Company extended the termination date of the plan from
          February 23, 1987 to December 31, 1989.  No further action
          has been taken to extend the term of the plan.

          On November 1, 1989, the Company's Secretary, Lauane C.
          Addis, and President, Fred K. Suzuki, agreed to forego their
          salaries in exchange for an option to purchase 83,333 shares
          of the Company's no par value common stock for each month
          they forfeited their salary at an option price of $.025 per
          share.  Accrual of these options was terminated effective

<PAGE>


                             STEVIA COMPANY, INC.

                       NOTES TO FINANCIAL STATEMENTS

     8.   (Continued)

          April 30, 1991.  These options may be exercised until one
          year after the respective optionee receives all deferred
          compensation due at October 31, 1989, the optionee's salary
          is reinstated, or the optionee is no longer employed by the
          Company, whichever is later.  As of July 31, 1995, none of
          these options have been exercised and a total of 2,999,988
          shares are subject to the options.  These options provide
          for adjustments to prevent dilution in the event of capital
          reorganizations.

          Mr. Suzuki was granted an option to convert all or a portion
          of his deferred compensation into shares of the Company's no
          par value common stock at a conversion rate of $.025 of
          deferred compensation per share.  Conversion can only occur
          in the event the Company has sufficient liquid assets to pay
          all employee taxes due upon issuance of the shares.  A total
          of 1,448,917 shares have been reserved for Mr. Suzuki's
          option.  No portion of the option has been exercised as of
          July 31, 1995.  The option provides for adjustments to
          prevent dilution in the event of capital reorganizations.

     9.   Quasi-Reorganization:

          As of July 31, 1985, the Company effected a Quasi-
          Reorganization which resulted in the elimination of
          $1,201,810 of accumulated deficit at the date of
          reorganization and a decrease of $1,201,810 in the amount of
          common stock outstanding.

     10.  Income (Loss) per share:

          Net income (loss) per share is computed based on the
          weighted average number of shares of Common Stock
          outstanding during the period, after giving effect to stock
          splits.  The effect of exercise of stock options has not
          been presented as exercise would be anti-dilutive.

     11.  Agreements, Licenses and Options:

          The Company entered into an irrevocable exclusive license
          agreement with F.K. Suzuki International, Inc., parent of
          the Company, in 1983.  For an annual fee of $75,000, payable
          beginning in January of 1987, the Company received certain
          patent and other rights owned by F.K. Suzuki International,
          Inc.  Effective May 1, 1988, the license agreement was
          amended to provide for a royalty payment of 3% of revenues
          derived from the licensed technology in lieu of a set fee.
          There was no fee incurred during the three month period
          ending July 31, 1995.

<PAGE>

                          STEVIA COMPANY, INC.

                       NOTES TO FINANCIAL STATEMENTS                  


     12.  Income Taxes:

          There is no provision for income taxes in the accompanying
          financial statements due to the Company's net operating loss
          position.  At April 30, 1995, net operating loss
          carryforwards are available and expire, if not used, as
          follows:

                                   1995              119,376
                                   1996               51,092
                                   1997              292,440
                                   1998              224,075
                                   1999              167,356
                                   2000              302,320
                                   2001              423,843
                                   2002              389,355
                                   2003              328,154
                                   2004              189,389
                                   2005              133,704
                                   2006               74,264
                                   2007               73,470
                                   2008               49,568
                                   2009              119,410
                                                  __________
                                                  $2,937,678
                                                  __________
                                                  ----------

          The Company has adopted Statement of Financial Accounting
          Standards (SFAS) No. 109, "Accounting for Income Taxes" for
          fiscal year ending April 30, 1994 as required by SFAS No.
          109.

          The effect, if any, of adopting Statement No. 109 on pretax
          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.

     13.  Management's Plans:

          In view of the fact that the Company has incurred losses of
          $55,831, $118,910 and $51,569 for the years ended April 30,
          1995, 1994, and 1993, respectively, management of the
          Company recognizes the liability of the Company is
          contingent upon the Company obtaining financing so it can
          commence operations or acquire alternative operations.
          Before the Company can realize material operating revenues
          from its proposed operations, the Company must equip and
          commence operations of a processing facility.  The cost of
          equipping a processing facility is significant, and
          therefore the Company's main objective has been to obtain
          such financing.  Management of the Company has also pursued
          alternatives, such as licensing its technology, selling
          Stevia Company or its assets, or combining Stevia Company

<PAGE>

                                 STEVIA COMPANY, INC.

                            NOTES TO FINANCIAL STATEMENTS

     13.  (Continued)

          with another enterprise.  Although no agreements have been
          entered into for consummating any such transaction,
          management of the Company believes such a transaction may be
          forthcoming.

     14.  Unaudited Financial Statements:

          The Company's Financial Statements for the fiscal year
          ending April 30, 1995 were not audited pursuant to Rule
          210.3-11 of Regulation SX promulgated under the Securities
          Exchange Act of 1934, which provides that an inactive entity
          need not submit audited financial statements with reports
          filed pursuant to the Securities Exchange Act of 1934.  An
          inactive entity is defined as an entity not having gross
          receipts from all sources and expenditures for all purposes
          in excess of $100,000 each, which has not purchased or sold
          any of its own stock, granted options therefore, or levied
          any assessments against outstanding stock during the
          applicable fiscal year, which has had no material change in
          business, including any material acquisitions or
          dispositions of assets, and which is not required to publish
          audited financial statements by any exchange or governmental
          authority having jurisdiction.  In the opinion of
          Management, the Company met the criteria of an inactive
          entity for the fiscal year ending April 30, 1995.

<PAGE>

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

     SALES/REVENUES
     ______________

          The Company had no sales during the quarter ending July 31, 1995 ("1st
     Quarter").  The Company did not produce rebaudioside A or other products on
     a commercial basis during the 1st Quarter, and was not expected to have
     sales.  After commencement of commercial operations, Management continues
     to believe that a market for its Stevia products could be developed.

          During the quarter ending July 31, 1995, the Company realized rental
     income of $4,868 from leasing its Pueblo, Colorado facility as a result of
     a three-year lease to an unaffiliated third party.  This lease grants the
     tenant first right of refusal upon the sale of other disposition of the
     Pueblo facility and provides for two one-year options.  The lease provides
     for rent of $19,743 for the first two years, $20,466 for the third year,
     $22,394 for the first option year and $23,264 for the second option year.

     COSTS AND EXPENSES
     __________________

          The overall operating expenses of the Company decreased by $551 during
     the 1st Quarter as compared to the same quarter ending in 1994.  Most of
     the current expenses are overhead and general and administration items
     required to maintain the Company.  It is not anticipated that the expenses
     of the Company will materially change until the Company receives financing
     or commences alternative operations.

     NET LOSS
     ________

          The Company realized a net loss of $8,704 in the 1st Quarter as
     compared to a net loss of $8,515 in the comparative quarter in 1994.  The
     Company's continuing losses are due to the lack of operating revenues,
     which will continue until such time as the Company produces its sweeteners
     and other products for sale or can obtain alternative revenues.  See
     "LIQUIDITY AND CAPITAL RESOURCES" below.

           As of April 30, 1995, the Company has incurred net operating losses
     aggregating $2,937,678.  There is no provision for income taxes in the
     Financial Statements due to the Company's net operating loss position.
     Furthermore, the Tax Reform Act of 1986 will not materially 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 12 to the Financial Statements for the 1st Quarter.  See
     "FINANCIAL STATEMENTS."

     ASSETS/LIABILITY RATIO
     ______________________

          The ratio of current assets to current liabilities (.06 to 1) is not
     acceptable taking into consideration the Company's cash flow position.  The
     Company's current assets consist primarily of inventory.  It is unknown how
     much inventory the Company can sell, if any.  The Company is not producing
     inventory and there can be no assurance of long-term revenues, if any.  The
     inventory consists primarily of Stevia leaves, which have been grown and
     harvested by the Company for use in its initial processing operations or
     for sale, and seeds which can be used for growing more leaves.  See
     "LIQUIDITY AND CAPITAL RESOURCES" below.

<PAGE>

     LIQUIDITY AND CAPITAL RESOURCES
     _______________________________

          The Company's net working capital decreased by $4,193 during the 1st
     Quarter.  The Company's negative net working capital is due to the
     continuing losses of the Company.  The Company had $2,634 in cash and
     receivables at July 31, 1995.  Management of the Company believes this
     amount is insufficient to provide working capital for the ensuing quarter.
     The Company does not have, nor does it anticipate obtaining in the near
     future, a working line of credit.

          The Company's ability to generate cash adequate to meet its future
     needs depends upon its ability to obtain financing for the purpose of
     beginning revenue producing operations.  In the event the Company is unable
     to obtain financing, management will seek out alternatives, such as
     licensing the Company's technology, selling the Company or its assets,
     leasing the Company's Pueblo facility, or combining the Company with other
     businesses.

          The Company and an affiliate, Biosynergy, Inc. ("BSI"), share office
     space, and as a result, share certain expenses.  Both companies account to
     each other on an on-going basis for these shared expenses.  The resulting
     payable as of April 30, 1995 was $237,597 and $242,153 as of July 31, 1995.

     The amounts due to BSI reflect on-going transactions in the ordinary course
     of business and do not represent any extraordinary transactions.  Expenses
     include rent, salary for common employees and related benefits, payroll
     overhead, utilities, and certain legal expenses.  Management of the Company
     believes it is more economical to share these expenses with BSI, and will
     likely continue to do so in the near future.  However, there is no
     assurance BSI will be in a position or agree to continue to extend credit
     to the Company for these shared expenses.

          On September 1, 1993, the Company entered into a three-year lease for
     its Pueblo, Colorado facility with an unaffiliated third party.  The tenant
     was granted two one-year options and a first right of refusal to purchase
     the Pueblo, Colorado facility in the event the Company sells or otherwise
     disposes of the facility.  The lease provides for base rent of $19,473 for
     the first two years, $20,466 for the third year, $22,394 for the first
     option year and $23,264 for the second option year.  See "SALES/REVENUES"
     above.  The proceeds from leasing such facility are used to offset expenses
     of the facility and to cover a portion of the general and administrative
     expenses of the Company.  However, the cash flow from leasing the facility
     in Pueblo is not expected to be sufficient to cover all of the expenses of
     the Company for the ensuing year, and furthermore, there can be no
     assurance the Company will be able to continue leasing its facility.

          The Company owns 1,900,000 shares of BSI common stock.  Such common
     stock can be traded in the over-the-counter market and stock prices are
     recorded on "pink sheets."  The bid price at July 31, 1995 was estimated to
     be $.01 per share.  Although the Company is free to currently sell these
     shares of Biosynergy, Inc. common stock, it does not have plans to do so in
     the near future.  See Footnote 5 of the "FINANCIAL STATEMENTS."

<PAGE>

                             PART II - OTHER INFORMATION
                             ___________________________

     Item 6.   EXHIBITS AND REPORTS ON FORM 8-K.          

   A.   The following Exhibits are included herein pursuant to Section 601:

         (3)  

              (a)  Articles of Incorporation (i)
         
              (b)  By-Laws (ii)

         (10) Material Contracts.

              (a)  Lease Agreement, dated September 1, 1993, between the
                   Company and Pacific Aero Manufacturing, Inc. (iii)

              (b)  Promissory Note dated July 1, 1993 payable to Fred K. Suzuki
                   in the amount of $7,587.75. (iii)

              (c)  Installment Promissory Note  dated October 10, 1994,       
                   payable to Fred K. Suzuki in the amount of $5,000. (iv)

              (d)  Installment Promissory Note dated October 10, 1994, payable
                   to Laurence C. Mead in the amount of $3,000. (iv)

         (15) Letter dated September 12, 1995, regarding interim financial
              information. (v)

   B.   No Current Reports on Form 8K were filed during the period covered by
          this Report.

   _________________________
           [FN]
           (i)  Incorporated by reference to a Registration Statement filed
                on Form S-18 with the Securities and Exchange Commission,
                1933 Act, Registration Number 2-87364C, under the Securities
                Act of 1933, as amended, and incorporated by reference, to
                the extent of Articles of Amendment, to Form 10K for Fiscal
                Year Ending April 30, 1986 filed with the Securities and
                Exchange Commission.

         (ii)   Incorporated by reference to Form 10K for Fiscal Year Ending
                April 30, 1987 filed with the Securities and Exchange
                Commission.

        (iii)   Incorporated by reference to Form 10K for Fiscal Year ending
                April  30, 1994  filed  with  the  Securities  and  Exchange
                Commission.

         (iv)   Incorporated by reference to Form 10K for Fiscal Year Ending
                April 30, 1995 filed with the Securities and Exchange
                Commission.

          (v)   This Exhibit is included in this report as a part of the
                Financial Statements, and is incorporated by reference
                herein.
<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.

     STEVIA COMPANY, INC.

     Date September 13, 1995                  /s/ FRED K. SUZUKI /s/ 
                                             -------------------------------
                                             Fred K. Suzuki
                                             President, Chairman of the Board,
                                             Chief Accounting Officer and
                                             Treasurer

     Date September 13, 1995                  /s/ LAUANE C. ADDIS /s/          
                                             --------------------------------
                                             Lauane C. Addis
                                             Secretary, Corporate Counsel and
                                             Director

<PAGE>


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