STEVIA CO INC
10-Q, 1996-09-24
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, 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) 956-0471
                                                             ______________

          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 18 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,  1996   and  the  related  statements   of  operations,
          shareholders'  equity and changes  in financial position  for the
          three  month  periods ended  July  31,  1996  and 1995  were  not
          audited; however, the  financial statements for the  three months
          periods  ending July  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, 1996
          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, 1996 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 11, 1996
<PAGE>
<TABLE>
                                STEVIA COMPANY, INC.

                                    BALANCE SHEET
<CAPTION>
                                              July 31, 1996  April 30, 1996
                                                  Unaudited     Unaudited 
                                               _____________  _______________

                                       ASSETS
<S>                                            <C>             <C>
  CURRENT ASSETS
  Cash                                               5,935           1,431
  Accounts Receivables-other                         7,339           7,339
  Inventories                                       26,729          26,729
  Prepaid Expenses                                     454               5
                                              ______________  ______________
  Total Current Assets                               40,457          35,504
                                               _____________  _______________

 PROPERTY AND EQUIPMENT (Notes 1 and 3)
  Land                                               1,127           1,127
  Furniture and Equipment                           44,765          44,750
  Building                                         483,200         483,200
  Idle Equipment                                   121,728         121,728
                                                ___________   _______________
                                                   650,820         650,805
  Less:  Accumulated Depreciation                  (87,397)        (83,562)
                                                ___________   ______________
                                                   563,423         567,243 
                                                ___________   ______________
 OTHER ASSETS
  Patents, Net of Amortization                      14,285          14,675
  Investment in Affiliated Company (Note 4)            -               - 
                                                ___________   ______________
                                                   618,165         617,423 
                                                ___________  _______________
                                                -----------  ---------------
</TABLE>
<TABLE>
<CAPTION>
                        LIABILITIES AND SHAREHOLDERS' EQUITY

<S>                                             <C>           <C>           
 CURRENT LIABILITIES
  Accounts Payable                                  39,634          33,268
  Notes Payable-Officer (Notes 4 and 6)              7,588           7,588
  Due to Affiliates (Note 4)                       333,479         328,772
  Accrued Executive Compensation                   124,524         124,524 
  Deferred Rent                                        140              56
  Accrued Expenses                                   8,773          11,373
                                               ____________   _____________
  Total Current Liabilities                        514,138         505,581
                                               ____________   _____________

 NON-CURRENT LIABILITIES
  Tenant Security Deposit                            3,245           3,245  
                                               _____________  _____________

 COMMITMENTS AND CONTINGENCIES
    (Notes 5, 9 and 10)                                -              -   
                                               _____________   ____________

 SHAREHOLDERS' EQUITY (Notes 4 and 7)
  Common Stock, No Par Value, 100,000,000 Shares
  Authorized as of April 30, 1996 and July 31, 1996;
   Issued 32,195,300 Shares at April 30, 1996
   and July 31, 1996                             2,088,001       2,088,001
   Additional Paid in Capital                          100             100
   Accumulated Deficit                          (1,987,319)     (1,979,504)
                                               ____________   ____________
                                                   100,782         108,597
                                               ____________   ------------
                                                   618,165         617,423
                                               ____________   ____________
                                               ------------   ------------
<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, 
                                       ____________________________________
                                               1996                1995   
                                       _______________     ________________
  <S>                                  <C>                 <C>
  REVENUES
 Sales                                          -                  - 

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

 OPERATING EXPENSES
  Marketing                                       28                -
  Research and Development                       390                 676
  General and Administrative                  13,350              12,896
                                        _______________     _________________
                                              13,768              13,572    
                                        _______________     _________________
  Loss From Operations                       (13,768)            (13,572)   
                                       ________________    __________________

  OTHER INCOME AND (EXPENSE)
  Rental Income                                5,954              4,868
                                       ________________    _________________
                                               5,954              4,868  
                                       ________________    _________________
NET LOSS                                      (7,814)           ( 8,704)
                                       ________________    _________________
                                       ----------------    -----------------

NET LOSS PER COMMON SHARE
    (Note 8)                                  (.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>
<TABLE>
                                STEVIA COMPANY, INC.

                     STATEMENT OF CHANGES IN FINANCIAL POSITION

                                      Unaudited
<CAPTION>

                                                Three Months Ended July  31,
                                                _____________________________
                                                   1996             1995 
                                                ________________  ___________
<S>                                              <C>              <C>
OPERATING ACTIVITIES:
 Net Loss                                          (   7,814)      (    8,704)
 Adjustments to Reconcile Net (Loss) to Net
   Cash Used by Operating Activities:
   Depreciation and Amortization                       4,225            4,511
 Changes in Operating Assets and Liabilities:
   (Increase) Decrease in Receivables                    -         (    1,623)
   (Increase) Decrease in Inventories
    and Prepaid Expenses                           (     449)      (      472)
 Increase (Decrease) in Accounts Payable and
   Accrued Expenses                                    3,850            2,597
 Increase (Decrease) in Due to Affiliates
 (Note 4)                                              4,707            4,556
                                                 ______________   ___________
 Net Cash Provided (Used) by Operating
  Activities                                           4,519              865
                                                _______________   ___________

INVESTING ACTIVITIES:
(Increased) Decrease in Furniture and Equipment     (      15)             -
                                                _______________   ___________
 Net Cash Provided (Used) by
 Investing activities                               (      15)             -
                                                _______________   ___________

FINANCING ACTIVITIES:
 Proceeds From (Repayments of) Notes (Note 6)            -          (  1,333)
                                                _______________   ___________

 Net Cash Provided (Used) by Financing
   Activities                                            -          (  1,333)
                                                _______________   ___________


 Increase (Decrease) in Cash and Cash Equivalents       4,504            468

Cash and Cash Equivalents at Beginning of Period        1,431          1,479
                                                _______________   ___________

Cash and Cash Equivalents at End of Period              5,935          1,011
                                                _______________   ___________
                                                ---------------   -----------

<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, 1996

                                      Unaudited
<CAPTION>
                                                                    
                                                                     Total
                      Common Stock         Additional                Share-
                  ______________________   Paid-in                   holders'
                  Shares       Amount      Capital      (Deficit)    Equity 
                 ___________ __________   __________   _________    ________
<S>              <C>         <C>          <C>          <C>          <C>
BALANCE
 May 1, 1996      32,195,300  2,088,001      100       (1,979,504)   108,597

NET INCOME (LOSS)        -         -           -       (    7,815)  (  7,815)
                 ___________ __________   __________  ___________   _________

BALANCE,
 July 31, 1996    32,195,300  2,088,001      100      (1,987,319)    100,782
                 ___________ __________   __________  ___________   _________
                 ----------- ----------   ----------  -----------   ---------

<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:

                                             July 31, 1996  April 30, 1996
                                             _____________  ______________

                              Seeds             19,767           19,767
                              Leaves             6,962            6,962  
                                             ____________   ______________
                                             $  26,729      $    26,729  
                                             ____________   ______________
                                             ------------   --------------

               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 11.

               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.  

          4.   Related Party Transactions:

               The Company was indebted to affiliated companies as follows:

                                                  July 31,       April 30,
                                                    1996           1996  
                                                  _________      __________
               F.K. Suzuki International, Inc.    $  70,412      $  70,412
               Biosynergy, Inc.                   $ 263,067      $ 258,360
                                                  __________     __________
                         Totals                   $ 333,479      $ 328,772
                                                  __________     __________
                                                  ----------     ----------

               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 9, 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  $263,067 at
               July 31,  1996 as compared  to a net payable  of $258,360 at
               April 30, 1996.

               The  Company and its  affiliates are related  through Common
               Stock ownership as follows on July 31, 1996.

<PAGE>
<TABLE>
                               STEVIA COMPANY, INC.      

                           NOTES TO FINANCIAL STATEMENTS

<CAPTION>
                         S T  O C  K    O  F     A F  F I  L I  A T  E S 
                         _________________________________________________
                                                      F.K. Suzuki
                            Stevia   Biosynergy     International  Medlab
   Stock Owner              Company      Inc.            Inc.       Inc.
   ___________              _______  __________     _____________  ______

  <S>                       <C>      <C>            <C>            <C>
   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 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,
               loaned $7,587.75 to the Company for payment of the Company's
               share  of the  costs, including  legal fees,  of settling  a
               lawsuit.  See Note 7.

          5.   Lease Commitments:

               The  Company shares offices  in Elk Grove  Village, Illinois
               with Biosynergy, Inc.  The  master lease for these  offices,
               which  expires   January  31,  2001,  is  in   the  name  of
               Biosynergy,  Inc.   The  total annual  base  rent for  these
               premises is  $60,500.00 for 1  year, $68,199.96 for  years 2
               and 3,  and $69,300.00  for years  4 and  5.   The Company's
               portion is $9,075.00 for year  1, $10,230.00 for years 2 and
               3, and $10,395.00 for years 4 and 5.

<PAGE>

                                 STEVIA COMPANY, INC.

                            NOTES TO FINANCIAL STATEMENTS


          6.   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, 1996 is
                    $7,588.

          7.   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, 1996 and July  31, 1996, no
               shares of Preferred Stock were outstanding.

               As of July  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  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
               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.

<PAGE>    
                                 STEVIA COMPANY, INC.

                            NOTES TO FINANCIAL STATEMENTS



               As  of  July 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
               July  31,  1996.   The  option provides  for  adjustments to
               prevent dilution in the event of capital reorganizations.

          8.   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.

          9.   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, 1996.

<PAGE>
                                  STEVIA COMPANY, INC.

                               NOTES TO FINANCIAL STATEMENTS


               10.  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,  1996,   net  operating   loss
               carryforwards  are available  and expire,  if  not used,  as
               follows:

                                         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
                                         2010              55,831
                                         2011              33,519
                                                       __________
                                                       $3,027,028
                                                       __________
                                                       ----------
               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.

          11.  Management's Plans:

               In view of the fact that  the Company has incurred losses of
               $33,519, $55,831 and $118,910 for the years ended  April 30,
               1996,  1995,  and  1994,  respectively,  management  of  the
               Company recognizes the ability of the Company to continue is
               contingent  upon the Company  obtaining financing so  it can
               commence  operations  or   acquire  alternative  operations.

<PAGE>
               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.  Although the  Company will continue to seek
               financing for its proposed operations, the Company will also
               pursue  alternatives,  such  as  licensing  its  technology,
               selling  Stevia Company or  its assets, or  combining Stevia
               Company  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 possible in the future.

          12.  Unaudited Financial Statements:

               The  Company's  Financial  Statements for  the  fiscal  year
               ending April  30, 1996  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, 1996.

<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, 1996 ("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, 1996, the  Company realized rental
 income of $5,954 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  or 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 increased by $196 during
 the 1st Quarter as  compared to the same quarter  ending in 1995.  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 $7,814  in the  1st  Quarter as
 compared to  a net loss of $8,704 in the  comparative quarter 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, 1996, the Company  has incurred net operating losses
 aggregating $3,027,028.   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  10 to  the Financial  Statements  for the  1st Quarter.   See
 "FINANCIAL STATEMENTS."

     ASSETS/LIABILITY RATIO 

     The ratio  of current assets to current liabilities  (.08 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 available  for growing more leaves.   The
 viability of the seeds, however, cannot  be certain due to their age.   See
 "LIQUIDITY AND CAPITAL RESOURCES" below.
<PAGE>

     LIQUIDITY AND CAPITAL RESOURCES  

     The Company's net  working capital decreased by $3,604  during the 1st
 Quarter.    The  Company's  negative net  working  capital  is  due to  the
 continuing losses  of the  Company.   The Company  had $5,935  in cash  and
 $7,339 in receivables at July 31, 1996.  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, 1996 was $258,772 and $263,067 as of July 31, 1996.
 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.   In
 this regard, the  lessee of the facility has exercised its option to extend
 the lease for one option year.  However, the lessee is currently in default
 in the  payment of rent and other charges under the lease, and there can be
 no assurance such defaults will be cured and the lease continued.

      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, 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 4 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:

          (2)  Plan of  Acquisition, reorganization, arrangement,  liqidation or
     succession - none.

          (3)

               (a)  Articles of Incorporation (i)

               (b)  By-Laws (ii)

       (4)  Instruments  defining  rights   of  security  holders,  including
    indentures - none.

          (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)

         (11) Statement regarding computation of per share earnings - none.

         (15) Letter  dated September 11, 1996, regarding interim financial
              information. (iv)

         (18) Letter regarding change in accounting principals - none.

         (19) Reports furnished to security holders - none.

         (22) Published  report regarding matters submitted to vote of
    security holders - none.

         (23) Consents of experts and counsel - none.

         (24) Power of Attorney - none.

         (27) Financial Data Schedule. P. E-1

     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.

<PAGE>

         (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) 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, 1996                 /s/ FRED K. SUZUKI /s/ 
                                             _______________________________
                                             Fred K. Suzuki
                                             President, Chairman of the Board, 
                                             Chief Accounting Officer and      
                                             Treasurer

     Date September 13, 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 __________________                 ________________________________
                                             Fred K. Suzuki
                                             President, Chairman of the Board, 
                                             Chief Accounting Officer and      
                                             Treasurer

     Date __________________                 ________________________________
                                             Lauane C. Addis
                                             Secretary, Corporate Counsel and
                                             Director

<PAGE>
  ___________________________________________________________________________
  ___________________________________________________________________________



                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549



                                 FORM 10Q

             Quarterly Report Pursuant to Section 13 or 15 (d)

                                   of

                 THE SECURITIES AND EXCHANGE ACT OF 1934

                   For the period ending July 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, IL 60007
                            (847) 956-0471
          (Address and telephone number of registrant's  principal             
     executive office on a principal place of business)

                  __________________________________

                                EXHIBITS

 ___________________________________________________________________________
 ___________________________________________________________________________

<PAGE>


                                  EXHIBIT INDEX 
                                  _____________


                                                            Page Number
                                                            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 THREE MONTH PERIOD ENDING JULY 31, 1996
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          APR-30-1997
<PERIOD-END>                               JUL-31-1996
<CASH>                                           5,935
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                     26,729
<CURRENT-ASSETS>                                40,457
<PP&E>                                         650,820
<DEPRECIATION>                                (87,397)
<TOTAL-ASSETS>                                 618,165
<CURRENT-LIABILITIES>                          514,138
<BONDS>                                              0
<COMMON>                                     2,088,001
                                0
                                          0
<OTHER-SE>                                 (1,987,319)
<TOTAL-LIABILITY-AND-EQUITY>                   618,165
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                (7,814)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (7,814)
<EPS-PRIMARY>                                  (0.001)
<EPS-DILUTED>                                  (0.001)
        

</TABLE>


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