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, 1997
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 17 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, 1997 and the related statements of operations, shareholders'
equity and changes in financial position for the nine month
periods ended January 31, 1997 and 1996 were not audited; howev-
er, the financial statements for the nine months periods ending
January 31, 1997 and 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 interim period presented.
The financial statements for the year ended April 30, 1996 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, 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.
March 7, 1997
2
<PAGE>
<TABLE>
STEVIA COMPANY, INC.
BALANCE SHEET
ASSETS
<CAPTION>
January 31, 1997 April 30, 1996
Unaudited Unaudited
_____________ ______________
<C> <S> <S>
CURRENT ASSETS
Cash 1,964 1,431
Accounts Receivable - Other (Note 3) 8,153 7,339
Inventories 26,729 26,729
Prepaid Expenses 583 5
_____________ ______________
Total Current Assets 37,429 35,504
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 (95,067) (83,562)
_____________ _____________
555,738 567,243
_____________ _____________
OTHER ASSETS
Patents, Net of Amortization 13,505 14,675
Investment in Affiliated Company
(Note 4) - -
____________ _____________
606,672 617,423
____________ _____________
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
<C> <S> <S>
CURRENT LIABILITIES
Accounts Payable 31,597 33,268
Notes Payable-Officer
(Notes 4 and 6) 7,588 7,588
Notes Payable-Other (Note 6) - -
Due to Affiliates (Note 4) 343,758 328,772
Accrued Executive Compensation 124,524 124,524
Deferred Rent 308 56
Accrued Expenses 14,705 11,373
___________ ______________
Total Current Liabilities 522,480 505,581
___________ ______________
----------- --------------
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, 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 (2,007,154) (1,979,504)
____________ _____________
80,947 108,597
____________ _____________
606,672 617,423
____________ _____________
<FN>
The accompanying notes are an integral part of the financial statements.
</TABLE>
3
<PAGE>
<TABLE>
STEVIA COMPANY, INC.
STATEMENT OF OPERATIONS
Unaudited
<CAPTION>
Three Months Ended Nine Months Ended
January 31, January 31,
1997 1996 1997 1996
__________ _________ __________ ________
<S> <C> <C> <C> <C>
REVENUES
Sales - - - -
COST OF SALES - - - -
__________ _________ __________ ________
Gross Profit (Loss) - - - -
OPERATING EXPENSES
Marketing - - 28 -
Research and Development 520 676 1,171 2,028
General and Administrative 16,161 14,865 45,127 45,132
___________ _________ ___________ _______
16,681 15,541 46,326 47,160
___________ _________ ___________ _______
Loss From Operations (16,681) (15,541) (46,326) (47,160)
___________ _________ ___________ _________
OTHER INCOME AND (EXPENSE)
Rental Income 6,768 5,392 18,676 15,372
___________ _________ ___________ ________
6,768 5,392 18,676 15,372
___________ _________ ___________ ________
NET LOSS (9,913) (10,149) (27,650) (31,788)
____________ _________ ___________ _______
NET LOSS PER COMMON SHARE
(Note 8) (.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>
4
<PAGE>
<TABLE>
STEVIA COMPANY, INC.
STATEMENT OF SHAREHOLDERS' EQUITY
NINE MONTHS ENDED JANUARY 31, 1997
Unaudited
<CAPTION>
Total
Additional Share-
Common Stock 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) - - - ( 27,650) ( 27,650)
__________ __________ _________ ___________ _________
BALANCE,
January 31, 1997 32,195,300 2,088,001 100 (2,007,154) 80,947
__________ __________ _________ ___________ _________
<FN>
The accompanying notes are an integral part of the financial statements
</TABLE>
5
<PAGE>
<TABLE>
STEVIA COMPANY, INC.
STATEMENT OF CHANGES IN FINANCIAL POSITION
Unaudited
<CAPTION>
Nine Months Ended January 31,
1997 1996
______________ _________
<S> <C> <C>
OPERATING ACTIVITIES:
Net Loss (27,650) (31,788)
Adjustments to Reconcile Net (Loss) to Net
Cash Used by Operating Activities:
Depreciation and Amortization 12,675 13,533
Changes in Operating Assets and Liabilities:
(Increase) Decrease in Receivables (814) (3,688)
(Increase) Decrease in Inventories
and Prepaid Expenses (578) (607)
Increase (Decrease) in Accounts Payable and
Accrued Expenses 1,914 5,714
Increase (Decrease) in Due to Affiliates
(Note 4) 14,986 16,141
_____________ _________
Net Cash Provided (Used) by Operating
Activities 533 (695)
_____________ _________
INVESTING ACTIVITIES:
Net Cash Provided (Used) by
Investing activities - -
_____________ _________
FINANCING ACTIVITIES:
Proceeds From (Repayments of) Notes (Note 6) - (692)
_____________ _________
Net Cash Provided (Used) by Financing
Activities - (692)
_____________ _________
Increase (Decrease) in Cash and
Cash Equivalents 533 (1,387)
Cash and Cash Equivalents at
Beginning of Period 1,431 1,479
______________ _________
Cash and Cash Equivalents at End of Period 1,964 92
______________ _________
<FN>
The accompanying notes are an integral part of the financial statements.
</TABLE>
6
<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>
January 31, 1997 April 30, 1996
________________ ______________
<S> <C> <C>
Seeds 19,767 19,767
Leaves 6,962 6,962
_____________ ______________
$ 26,729 $ 26,729
_____________ ______________
</TABLE>
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 11.
7
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
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.
Effective on September 1, 1996, the tenant exercised its option
to extend the lease for one year. At April 30, 1996 the tenant
owed $7,339 and on January 31, 1997 $8,153 in unpaid rent and
taxes due under the lease.
4. Related Party Transactions:
The Company was indebted to affiliated companies as follows:
January 31, April 30,
1997 1996
_________ _________
F.K. Suzuki International, Inc. $ 70,412 $ 70,412
Biosynergy, Inc. $ 273,346 $ 258,360
_________ _________
Totals $ 343,758 $ 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 $273,346 at January 31, 1997 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 January 31, 1997.
<TABLE>
S T O C K O F A F F I L I A T E S
_________________________________________________
<CAPTION>
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/Director - - 35.6% -
Lauane C. Addis,
Officer/Director .1% .1% 32.7% -
James F. Schembri, .2% 12.9% - -
Director
</TABLE>
8
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
4. (Continued)
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.
Biosynergy, Inc., an affiliate, loaned $3,000.00 to the Company
for payment of real estate taxes on the Company's Pueblo, Colora-
do facility. This loan was paid with interest on December 12,
1996. See also Note 6.
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 year
1, $68,199.96 for years 2 and 3, and $69,300 for years 4 and 5.
The Company's portion is $9,075.00 for year 1, $10,230 for years
2 and 3, and $10,395 for years 4 and 5.
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 January 31, 1997 is $7,588.
Notes Payable - Other consists of the following:
. an unsecured note dated September 20, 1996 in the amount
of $3,000.00 payable to Biosynergy, Inc., an affiliate. The note
provides for payment in 2 monthly installments of principal and
interest of $1,521.57 commencing October 20, 1996 and bears
interest at 11.5% per annum. The balance of this note was paid
on December 12, 1996.
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 onehundred thousand(100,000) shares of$100 parvalue Preferred
Stock.
9
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
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 January 31,
1997, no shares of Preferred Stock were outstanding.
As of October 14, 1996, all of the stock options and stock
appreciation rights for 230,000 shares of Common Stock granted to
4 advisors, directors, officers, consultants, and employees of
the Company under the Company's special incentive plan expired.
The Company had reserved 400,000 shares of its Common Stock for
this 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 respec-
tive 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, 1997. 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 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.
11
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
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 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, 1997.
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.
12
<PAGE>
STEVIA COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS
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 recogniz-
es the ability of the Company to continue is contingent upon the
Company obtaining financing so it can commence operations or
acquire alternative businesses. Before the Company can realize
material 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 signif-
icant, 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 with
another enterprise. No agreements have been entered into for
consummating any such transaction, and there can be no assurance
such a transaction will be forthcoming.
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.
13
<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, 1997 ("3rd Quarter") or the nine month period ending January
31, 1997. 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 3rd Quarter, the Company realized rental income
of $6,768 from leasing its Pueblo, Colorado facility under 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.
Effective September 1, 1996, the tenant exercised its right to
extend the lease for the first option year. 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
$1,140 or 7.34% during the 3rd Quarter as compared to the same
quarter ending in 1996 and decreased by $834 or 1.77% during the
nine month period ended January 31, 1997 as compared to the nine
month period ended January 31, 1996. Most of the current expenses
are overhead and general and administration items required to
maintain the Company and its Pueblo, Colorado property. It is
not anticipated that the expenses of the Company will materially
change until the Company receives financing or commences alterna-
tive operations.
NET LOSS
________
The Company realized a net loss of $9,913 in the 3rd Quarter
as compared to a net loss of $10,049 in the comparative quarter
in 1996 and realized a net loss of $27,650 for the nine month
period ending January 31, 1997 as compared to a net loss of
$31,788 during the same period in 1996. 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 operat-
ing 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 3rd Quarter. See
"FINANCIAL STATEMENTS."
ASSETS/LIABILITY RATIO
______________________
The ratio of current assets to current liabilities (.012 to
1) is not acceptable due to the Company's negative cash flow
position. The Company's current assets consist primarily of
inventory and a receivable from the tenant of the Company's
Pueblo, Colorado facility. 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 pro-
cessing 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 $14,974
during the nine month period ending January 31, 1997. The
Company's negative net working capital is due to the continuing
losses of the Company. The Company had $1,964 in cash and $8,153
receivables at January 31, 1997. 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. In
this regard, see footnote 6 of the "FINANCIAL STATEMENTS" regard-
ing certain loans made to the Company.
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 $258,360 and $273,346 as of January 31, 1997. 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. 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 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, 1997 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."
16
<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 September 20,
1996 payable to Biosynergy, Inc. in the amount of
$3,000. (iv)
(15) Letter dated March 7, 1997, regarding interim financial
information. (v)
(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.
(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 10Q for the
Quarter ending October 31, 1996 filed with Securities and Ex-
change Commission.
(v) This Exhibit is included in this report as a part
of the Financial Statements, and is incorporated by reference
herein.
17
<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 7, 1997 /s/ FRED K. SUZUKI /s/
_______________________________
Fred K. Suzuki, President,
Chairman of the Board, Chief
Accounting Officer and Treasurer
Date March 7, 1997 /s/ LAUANE C. ADDIS /s/
_______________________________
Lauane C. Addis, Secretary,
Corporate Counsel and Director
18
<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 7, 1997 ________________________________
Fred K. Suzuki, President,
Chairman of the Board,
Chief Accounting Officer and
Treasurer
Date March 7, 1997 _______________________________
Lauane C. Addis, Secretary,
Corporate Counsel and Director
18
<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, 1997
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
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS OF THE REGISTRANT FOR THE NINE MONTHS PERIOD ENDING JANUARY 31, 1997
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 9-MOS
<FISCAL-YEAR-END> APR-30-1997 APR-30-1997
<PERIOD-END> JAN-31-1997 JAN-31-1997
<CASH> 1,964 1,964
<SECURITIES> 0 0
<RECEIVABLES> 8,153 8,153
<ALLOWANCES> 0 0
<INVENTORY> 26,729 26,729
<CURRENT-ASSETS> 37,429 37,429
<PP&E> 650,805 650,805
<DEPRECIATION> (95,067) (95,067)
<TOTAL-ASSETS> 606,672 606,672
<CURRENT-LIABILITIES> 522,480 522,480
<BONDS> 0 0
<COMMON> 2,088,001 2,088,001
0 0
0 0
<OTHER-SE> (2,007,154) (2,007,154)
<TOTAL-LIABILITY-AND-EQUITY> 606,672 606,672
<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> (9,913) (27,650)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (9,913) (27,650)
<EPS-PRIMARY> (0.001) (0.001)
<EPS-DILUTED> (0.001) (0.001)
</TABLE>
