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, 1996
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: (847) 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 22 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 January
31, 1996 and the related statements of operations, shareholders'
equity and changes in financial position for the nine month
periods ended January 31, 1996 and 1995 were not audited; howev-
er, the financial statements for the six months periods ending
January 31, 1996 and 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 interim period presented.
The financial statements for the year ended April 30, 1995 were
not audited pursuant to Rule 210.3-11 promulgated under Securi-
ties 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.
March 14, 1996
<PAGE>
<TABLE>
STEVIA COMPANY, INC.
BALANCE SHEET
ASSETS
<CAPTION>
January 31, 1996 April 30, 1995
Unaudited Unaudited
______________ ______________
<S> <C> <C>
CURRENT ASSETS
Cash 92 1,479
Rents Receivable 3,688 -
Inventories 28,132 28,132
Prepaid Expenses 616 9
_____________ ______________
Total Current Assets 32,528 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 (79,441) (67,079)
_____________ ______________
571,364 583,726
_____________ ______________
OTHER ASSETS
Patents, Net of Amortization 15,066 16,236
Investment in Affiliated Company
(Note 5) - -
____________ ______________
618,958 629,582
____________ ______________
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
CURRENT LIABILITIES
Accounts Payable 30,803 26,520
Notes Payable-Officer
(Notes 5 and 7) 9,892 10,574
Notes Payable-Other (Note 7) 1,782 1,792
Due to Affiliates (Note 5) 324,150 308,009
Accrued Executive Compensation 124,524 124,524
Deferred Rent - 489
Accrued Expenses 14,234 12,313
___________ ______________
Total Current Liabilities 505,385 484,221
___________ ______________
___________ ______________
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 January 31, 1996; Issued 32,195,300
Shares at April 30, 1995 and January 31,
1996 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) (1,977,773) (1,945,985)
____________ ______________
110,328 142,116
____________ ______________
618,958 629,582
____________ ______________
<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 Nine Months Ended
January 31, January 31,
1996 1995 1996 1995
__________ _________ __________ _________
<S> <C> <C> <C> <C>
REVENUES
Sales - - - -
COST OF SALES - -
__________ _________ __________ _________
Gross Profit (Loss) - - - -
OPERATING EXPENSES
Research and Development 676 899 2,028 2,697
General and Administrative 14,865 14,974 45,132 45,840
___________ _________ ___________ _________
15,541 15,873 47,160 48,512
___________ _________ ___________ _________
Loss From Operations (15,541) (15,873) (47,160) (48,512)
____________ _________ ___________ _________
OTHER INCOME AND (EXPENSE)
Gain (Loss) on Sale of
Property & Equipment
(Note 3) - (9,500) - (9,500)
Miscellaneous Income - - - 740
Rental Income 5,392 4,868 15,372 14,605
____________ _________ ___________ __________
(10,149) ( 4,632) 15,372 5,845
____________ _________ ___________ _________
NET LOSS (10,149) (20,505) (31,788) (42,667)
____________ _________ ___________ _________
NET LOSS PER COMMON SHARE
(Note 10) (.001) (.001) (.001) (.001)
___________ __________ ___________ ________
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 32,195,300 32,195,300 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 SHAREHOLDERS' EQUITY
NINE MONTHS ENDED JANUARY 31, 1996
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) - - - ( 31,788) ( 31,788)
__________ __________ _________ ___________ _________
BALANCE,
January 31, 1996 32,195,300 2,088,001 100 (1,977,773) 110,328
__________ __________ _________ ___________ _________
<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>
Nine Months Ended January 31,
1996 1995
______________ _________
<S> <C> <C>
OPERATING ACTIVITIES:
Net Loss (31,788) (42,667)
Adjustments to Reconcile Net (Loss) to Net
Cash Used by Operating Activities:
Depreciation and Amortization 13,533 14,201
Net Loss (Gain) from Sales of Equipment (Note 3) - 9,500
Changes in Operating Assets and Liabilities:
(Increase) Decrease in Receivables (3,688) 266
(Increase) Decrease in Inventories
and Prepaid Expenses (607) (560)
Increase (Decrease) in Accounts Payable and
Accrued Expenses 5,714 (1,743)
Increase (Decrease) in Due to Affiliates
(Note 5) 16,141 11,572
_____________ _________
Net Cash Provided (Used) by Operating
Activities (695) (9,481)
_____________ _________
INVESTING ACTIVITIES:
Net Proceeds From Sale of Equipment (Note 3) - 8,000
_____________ _________
Net Cash Provided (Used) by
Investing activities - 8,000
_____________ _________
FINANCING ACTIVITIES:
Proceeds From (Repayments of) Notes (Note 7) (692) 1,953
_____________ _________
Net Cash Provided (Used) by Financing
Activities (692) 1,953
_____________ _________
Increase (Decrease) in Cash and
Cash Equivalents (1,387) 472
Cash and Cash Equivalents at
Beginning of Period 1,479 236
_____________ _________
Cash and Cash Equivalents at End of Period 92 708
_____________ _________
<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:
January 31, 1996 April 30, 1995
________________ ______________
Seeds 21,170 21,170
Leaves 6,962 6,962
________________ ______________
$ 28,132 $ 28,132
________________ ______________
Research and Development, and Patents - Research and devel-
opment expenditures, including depreciation of laboratory equip-
ment, 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 busi-
ness 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 Company also
purchased certain equipment for its processing facility. Comple-
tion 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
<PAGE>
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.
On December 8, 1994, the Company said a portion of the
equipment purchased for use in its sweetener production facility
for $8,000. The Company realized a loss of $9,500 on this
transaction. See Note 5 below.
4. Idle Equipment:
During the year ended April 30, 1990, the Company reclassi-
fied 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:
January 31, April 30,
1996 1995
_________ _________
F.K. Suzuki International, Inc. $ 70,412 $ 70,412
Biosynergy, Inc. $ 253,738 $ 237,597
_________ _________
Totals $ 324,150 $ 308,009
_________ _________
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 12, 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 $253,738 at January 31, 1996 as
compared to a net payable of $237,597 at April 30, 1995. Howev-
er, the Company paid the proceeds of $8,000 from the sale of
certain idle equipment (described in Note 3 above) to Biosynergy,
Inc. to reduce the amount owed to Biosynergy, Inc. for shared
expenses.
The Company and its affiliates are related through Common
Stock ownership as follows on January 31, 1996.
<PAGE>
<TABLE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
5. (Continued)
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/Director - - 35.6% -
Lauane C. Addis,
Officer/Director .1% .1% 32.7% -
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 and
on October 18, 1995 Mr. Suzuki loaned an additional $1,000 to the
Company for payment of real estate taxes on the Company's facili-
ty in Pueblo, Colorado. See also Note 6.
6. Lease Commitments:
The Company shares offices in Elk Grove Village, Illinois
with Biosynergy, Inc. The master lease for these offices, which
expired 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.
A new 5 year master lease for the offices, effective
February 1, 1996, is also in the name of Biosynergy, Inc. The
total annual base rent under the new lease is $66,000 for the
lease year ending January 31, 1997. The Company's portion is
$9,900.
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
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 January 31, 1996
is $7,588.
. an unsecured note dated October 10, 1994 in the origi-
nal amount of $5,000 payable to Fred K. Suzuki, Presi-
dent. This note provides for payment in 12 monthly
installments of principal and interest of $443.08
commencing December, 1994 and bears interest at 11.5%
per annum. The balance due on this note at January 31,
1996 is $1,304.
. an unsecured note dated October 18, 1995 in the origi-
nal amount of $1,000 payable to Fred K. Suzuki, Presi-
dent. This note provides for payment in six monthly
installments of principal and interest of $172.30
commencing November, 1995 and bears interest at 11.5%
per annum. The balance on this note at January 31,
1996 is $1,000.
Notes Payable - Other consists of the following:
. an unsecured note dated October 10, 1994 in the origi-
nal 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 install-
ments of principal and interest of $265.85 commencing
December, 1994 and bears interest at 11.5% per annum.
The balance on this note at January 31, 1996 is $782.
. an unsecured note dated October 18, 1995 in the origi-
nal amount of $1,000 payable to Laurence C. Mead, an
officer of Biosynergy, Inc., an affiliate. The note
provides for payment in six monthly installments of
principal and interest of $172.30 commencing November,
1995 and bears interest at 11.5% per annum. The bal-
ance on this note at January 31, 1996 is $1,000.
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
January 31, 1996, no shares of Preferred Stock were outstanding.
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
As of January 31, 1996, under a special incentive plan,
stock options and stock appreciation rights for 230,000 shares of
Common Stock were granted to 4 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 termina-
tion date (last date to grant options) 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 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 January 31, 1996, 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 January 31, 1996. 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 weight-
ed 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.
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
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 begin-
ning 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 nine month period ending January 31, 1996.
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 recogniz-
es the liability of the Company is contingent upon the Company
obtaining financing so it cancommence operations or acquire
alternative operations. Before the Company can realize material
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
operating revenues from its proposed operations, the Company must
equipment 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 alterna-
tives, such as licensing its technology, selling Stevia Company
or its assets, or combining Stevia Company with another enter-
prise. No agreements have been entered into for consummating any
such transaction, and there can be no assurance such a transac-
tion will 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. Aninactive entity is defined as
an entity not having gross receipts from all sources and expendi-
tures for all purposes in excess of $100,000 each, which has not
purchased or sold any of its own stock, granted options there-
fore, 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 January
31, 1996 ("3rd Quarter") or the nine month period ending January
31, 1996. The Company did not produce rebaudioside A or other
products on a commercial basis during these periods, and was not
expected to have sales. Subject to commencement of commercial
operations, Management continues to believe that a market for its
Stevia products could be developed.
During the quarter ending January 31, 1996, the Company
realized rental income of $5,392 from leasing its Pueblo, Colora-
do facility under 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
$332 or 2.09% during the 3rd Quarter as compared to the same
quarter ending in 1995 and decreased by $1,352 or 2.78% during
the nine month period ended January 31, 1996 as compared to the
nine month period ended January 31, 1995. Most of the current
expenses are overhead and general and administration items
required to maintain the Company and its Pueblo, Colorado proper-
ty. It is not anticipated that the expenses of the Company will
materially change until the Company receives financing or com-
mences alternative operations.
NET LOSS
________
The Company realized a net loss of $10,149 in the 3rd
Quarter as compared to a net loss of $20,505 in the comparative
quarter in 1995 and realized a net loss of $31,788 for the nine
month period ending January 31, 1996 as compared to a net loss of
$42,667 during the same period in 1995. 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 operat-
ing 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."
<PAGE>
ASSETS/LIABILITY RATIO
______________________
The ratio of current assets to current liabilities (.064 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 may be used for growing
more leaves. See "LIQUIDITY AND CAPITAL RESOURCES" below.
LIQUIDITY AND CAPITAL RESOURCES
_______________________________
The Company's net working capital decreased by $18,256
during the nine month period ending January 31, 1996. The
Company's negative net working capital is due to the continuing
losses of the Company. The Company had $92 in cash and $3,688
receivables at January 31, 1996. 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 $253,738 as of January 31, 1996. The
amounts due to BSI reflect on-going transactions in the ordinary
course of business and do not represent any extraordinary trans-
actions. 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 economi-
cal 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.
<PAGE>
However, the cash flow from leasing the facility in Pueblo is not
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
January 31, 1996 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)
(e) Installment Promissory Note dated October 18, 1995
payable to Fred K. Suzuki in the amount of $1,000.
(v)
(f) Installment Promissory Note dated October 18, 1995
payable to Laurence C. Mead in the amount of
$1,000. (v)
(15) Letter dated March 13, 1996, regarding interim finan-
cial information. (vi)
(27) Financial Data Schedule attached hereto as Exhibit 27.
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 refer-
ence, 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.
<PAGE>
(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) Incorporated by reference to Form 10Q for the
Quarter ending October 31, 1995 filed with Securities and Ex-
change Commission.
(vi) This Exhibit is included in this report as a part
of the Financial Statements, and is incorporated by reference
herein.
<PAGE>
SIGNATURE
---------
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 March 15, 1996 /s/ FRED K. SUZUKI /s/
______________________________
Fred K. Suzuki, President,
Chairman of the Board, Chief
Accounting Officer and
Treasurer
Date March 15, 1996 /s/ LAUANE C. ADDIS /s/
______________________________
Lauane C. Addis, Secretary,
Corporate Counsel and
Director
<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 March 15, 1996
______________________________
Fred K. Suzuki, President,
Chairman of the Board,
Chief Accounting Officer and
Treasurer
Date March 15, 1996
______________________________
Lauane C. Addis, Secretary,
Corporate Counsel and
Director
<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, 1996
Commission File Number: 0-11718
STEVIA COMPANY, INC.
_________________________________________________________________
(Exact name of registrant as specified in charter)
1940 East Devon Avenue
Elk Grove Village, Illinois 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
Numbering
Pursuant to
Sequential
Exhibit Numbering
Number Exhibit System
_________________________________________________________________
27 Financial Data Schedule E-1
<PAGE>
<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, 1996
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 9-MOS
<FISCAL-YEAR-END> APR-30-1996 APR-30-1996
<PERIOD-END> JAN-31-1996 JAN-31-1996
<CASH> 92 92
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 28,132 28,132
<CURRENT-ASSETS> 32,528 32,528
<PP&E> 650,805 650,850
<DEPRECIATION> (79,441) (79,441)
<TOTAL-ASSETS> 618,958 618,958
<CURRENT-LIABILITIES> 505,385 505,385
<BONDS> 0 0
<COMMON> 2,088,001 2,088,001
0 0
0 0
<OTHER-SE> (1,977,773) (1,977,773)
<TOTAL-LIABILITY-AND-EQUITY> 618,958 618,958
<SALES> 0 0
<TOTAL-REVENUES> 0 0
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> (10,149) (31,788)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (10,149) (31,788)
<EPS-PRIMARY> (0.001) (0.001)
<EPS-DILUTED> (0.001) (0.001)
</TABLE>