SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from ____________ to ____________
Commission file number: 0-15224
ADVANCE DISPLAY TECHNOLOGIES, INC.
-------------------------------------
(Exact name of small business issuer as
specified in its charter)
COLORADO 84-0969445
---------------------- ----------------------
(State of incorporation) (IRS Employer ID number)
1251 South Huron, Unit C, Denver, Colorado 80223
-------------------------------------------------
(Address of principle executive offices) (Zip Code)
(303) 733-5339
----------------------------------------------
(Issuer's telephone number, including area code)
Check whether the issuer (1) has filed all reports required to be filed by
section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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
----- -----
As of March 31, 1997, 3,834,055 common shares, $.001 par value per share were
outstanding.
Transitional Small Business Disclosure Format (check one):
YES NO X
----- -----
<PAGE>
ADVANCE DISPLAY TECHNOLOGIES, INC.
INDEX
Page
----
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Balance Sheets - (Unaudited)
March 31, 1997 and June 30,1996......................... 3
Consolidated Statements of Operations - (Unaudited)
Three months and nine months ended March 31, 1997 and
March 31, 1996 and for the period from October 7, 1983,
inception, to March 31, 1997............................ 4
Consolidated Statements of Cash Flows - (Unaudited)
Three months and nine months ended March 31, 1997
and March 31, 1996 and for the period from
October 7, 1983, inception, to March 31, 1997.......... 5-6
Notes to Consolidated Financial Statements............... 7-8
Item 2. Managements' Discussion and Analysis of
Results of Operations and Financial Condition............ 9-12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.......................................... 13-14
Item 2. Changes in Securities...................................... 14
Item 3. Defaults on Senior Securities.............................. 14
Item 4. Submission of Matters to a Vote of Security Holders........ 14
Item 5. Other Information.......................................... 14
Item 6. Exhibits and Reports on Form 8-K........................... 14
Signatures................................................. 15
2
<PAGE>
ADVANCE DISPLAY TECHNOLOGIES, INC.
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
(Unaudited)
March 31, June 30,
1997 1996
--------- ---------
ASSETS
Property, and Equipment $ 124,203 $ 124,203
Less: Accumulated depreciation (124,203) (124,203)
--------- ---------
Net Property and Equipment -- --
--------- ---------
Investment in DOL 361,430 403,619
--------- ---------
Total Assets $ 361,430 $ 403,619
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accrued expenses $ 92,748 $ 92,748
Due to affiliated parties 32,324 32,324
------------ ------------
Total Current Liabilities 125,072 125,072
Research and Development Liability 2,244,606 1,311,914
Total Liabilities 2,369,678 1,436,986
Shareholders' Equity:
Preferred stock, $.001 par value 2,991 2,991
Common stock, $.001 par value 3,834 3,834
Additional paid-in capital 11,450,062 11,450,062
Accumulated deficit (13,465,135) (12,490,254)
------------ ------------
Total Shareholders' Equity (2,008,248) (1,033,367)
Total Liabilities and
Shareholders' Equity $ 361,430 $ 403,619
============ ============
(See accompanying notes to financial statements)
3
<PAGE>
<TABLE>
<CAPTION>
ADVANCE DISPLAY TECHNOLOGIES, INC.
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
October 7, 1983
Three Months Ended Nine Months Ended Inception through
March 31, March 31, March 31,
1997 1996 1997 1996 1997
------------ ------------ ------------ ------------ -------------
Revenue:
<S> <C> <C> <C> <C> <C>
Licensing and exclusivity fees $ --- $ --- $ --- $ --- $ 2,500,000
Royalty fees --- --- --- --- 320,047
Product and equipment sales 110,000 --- 110,000 --- 1,353,935
Consulting --- --- --- --- 60,000
Other --- --- --- --- 1,037,971
------------ ------------ ------------ ------------ -------------
Total Revenue 110,000 --- 110,000 --- 5,271,953
Expenses:
Cost of Goods 199,306 --- 244,740 --- 1,249,354
Marketing --- --- --- --- 741,463
Research and development 28,638 125,800 105,214 273,409 3,863,059
General and administrative 289,219 148,143 742,463 409,038 12,178,642
------------ ------------ ------------ ------------ -------------
Total Expenses 517,163 273,943 1,092,417 682,447 18,032,518
------------ ------------ ------------ ------------ -------------
Operating (Loss) (407,163) (273,943) (982,417) (682,447) (12,760,565)
Other Income (Expenses):
Other income --- --- --- --- 696,799
Interest income 2,304 2,919 7,536 10,077 301,003
Loss on assets disposed --- --- --- --- (1,002,838)
Interest expense --- --- --- --- (699,534)
------------ ------------ ------------ ------------ -------------
Total Other Income (Expense) 2,304 2,919 7,536 10,077 (704,570)
------------ ------------ ------------ ------------ -------------
Net Loss $ (404,859) $ (271,024) $ (974,881) $ (672,370) $ (13,465,135)
============ ============ ============ ============ =============
Net Loss per Common Share $ ( .11) $ ( .07) $ (.25) $ ( .18)
======= ======= ======= =======
Weighted Average Number of Common
Shares Outstanding 3,834,055 3,834,055 3,834,055 3,834,055
========= ========= ========= =========
(See accompanying notes to financial statements)
4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ADVANCE DISPLAY TECHNOLOGIES, INC.
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
October 7, 1983
Three Months Ended Nine Months Ended Inception through
March 31, March 31, March 31,
1997 1996 1997 1996 1997
------------ ------------ ------------ ------------ ---------------
Cash Flows from Operating Activities:
<S> <C> <C> <C> <C> <C>
Net loss $ (404,859) $ (271,024) $ (974,881) $ (672,370) $ (13,465,135)
Adjustments to reconcile net loss
to net cash (used in)
operating activities:
Depreciation and amortization 14,063 14,063 42,190 42,190 3,294,344
Deferred revenue --- --- --- --- (315,004)
Stock issued for services --- --- --- --- 2,133,727
Loss on disposal of assets --- --- --- --- 1,002,838
(Increase) decrease in:
Due from affiliates and other 29,745 17,323 39,737 56,495 (185,281)
Increase (decrease) in:
Accounts payable --- --- --- --- 349,811
Accrued expenses --- (126) --- (126) 568,360
Due to officers, stockholders
and affiliated parties --- 821 --- 821 (7,639)
----------- ----------- ------------ ------------ -------------
Net cash used in
operating activities (361,051) (238,943) (892,954) (572,990) (6,623,979)
----------- ----------- ------------ ------------ -------------
Cash Flows from Investing Activities:
Additions to property and equipment --- --- --- --- (3,692,226)
Other assets --- --- --- --- (677,675)
Acquisition of subsidiary --- --- --- --- (85,524)
Cash from disposal of assets --- --- --- --- 273,417
----------- ----------- ------------ ------------ -------------
Net Cash used in
investing activities --- --- --- --- (4,182,008)
----------- ----------- ------------ ------------ -------------
Cash Flows from Financing Activities:
Proceeds from affiliates --- --- --- --- 39,960
Issuance of common stock --- --- --- --- 6,774,027
Increase in treasury stock --- --- --- --- (22,280)
Increase in notes payable --- --- --- --- 2,862,760
Sale leaseback proceeds,
net of certificate
of deposit ($550,000),
loan fees ($30,000) --- --- --- --- 180,000
Payments of principal on
notes payable and capital
lease obligations --- --- --- --- (1,882,780)
Deferred loan costs --- --- --- --- (55,556)
Royalty fees received in advance --- --- --- --- 315,000
Settlement of capital lease --- --- --- --- (163,199)
Issuance of preferred stock --- --- --- --- 349,999
Research and development liability 361,051 238,943 892,954 572,990 2,408,056
----------- ----------- ------------ ------------ -------------
Net Cash provided by
financing activities 361,051 238,943 892,954 572,990 10,805,987
----------- ----------- ------------ ------------ -------------
(See accompanying notes to financial statements)
(Continued)
5
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ADVANCE DISPLAY TECHNOLOGIES, INC.
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Continued)
October 7, 1983
Three Months Ended Nine Months Ended Inception through
March 31, March 31, March 31,
1997 1996 1997 1996 1997
------------ ------------ ------------ ------------ --------------
<S> <C> <C> <C> <C> <C>
Increase (decrease) in cash $ --- $ --- $ --- $ --- $ ---
Cash and cash equivalents
at beginning of period --- --- --- --- ---
------------ ------------ ----------- ------------ --------------
Cash and cash equivalents at end
of period $ --- $ --- $ --- $ --- $ ---
============ ============ =========== ============ ==============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest $ --- $ --- $ --- $ --- $ 718,515
============ ============ =========== ============ ==============
Taxes $ --- $ --- $ --- $ --- $ ---
============ ============ =========== ============ ==============
Property and equipment through
capital leases $ --- $ --- $ --- $ --- $ 1,332,376
============ ============ =========== ============ ==============
Assets acquired for liabilities assumed in
purchase of Video View, Inc. $ --- $ --- $ --- $ --- $ 297,130
============ ============ =========== ============ ==============
Acquisition of certain assets (including
patents) for common stock and
assumption of liabilities $ --- $ --- $ --- $ --- $ 200,000
============ ============ =========== ============ ==============
Settlement of trade payables and accrued
salaries through issuance of common
stock $ --- $ --- $ --- $ --- $ 599,803
============ ============ =========== ============ ==============
(See accompanying notes to financial statements)
</TABLE>
6
<PAGE>
ADVANCE DISPLAY TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Note 1.
The accompanying unaudited interim consolidated financial statements have
been prepared in accordance with the instructions to Form 10-QSB and do not
include all the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. The results of operations
for any interim period are not necessarily indicative of results for the entire
fiscal year. These statements should be read in conjunction with the audited
financial statements and related notes included in the Company's Form 10-KSB for
the year ended June 30, 1996 as the notes to these interim financial statements
omit certain information required for complete financial statements.
Note 2.
The consolidated financial statements include the accounts of Video View,
Inc., a subsidiary which the Company owns 100 percent of the voting stock. Video
View, Inc. has been inactive since 1991.
Note 3.
In December 1993, the Company organized a limited partnership, Display
Optics, Ltd. (the "Partnership" or "DOL"), to obtain capital to continue
development of the fiber optic video technology and other related display screen
technology. During the reporting period, the Company acted as a general partner
and the Partnership was managed by Display Group, LLC. The Company conducted
substantially all of its business through the Partnership. The Company accounted
for its relationship with DOL as a research and development partnership which
required the Company to record certain expenses incurred by DOL as expenses of
the Company and a liability to the investors. In May 1997, the Company acquired
all of the equity interests of the Partnership. (See Note 4.)
Note 4.
Subsequent to the end of the fiscal quarter, ADTI, the Partnership, the
Managing General Partner of the Partnership and other investors completed an
Exchange Agreement in an effort to simplify administration of the Company's
affairs including public reporting required by the Securities and Exchange
Commission.
Pursuant to the terms of the Exchange Agreement, the Company acquired all
of the assets of the Partnership, together with those of the Managing General
Partner in exchange for the issuance of a combination of Common and Preferred
Stock. Assets of the Partnership on the date of the exchange include patents and
other intangible rights in technology underlying a fiber optic display screen.
Simultaneously, Partnership debt outstanding prior to the exchange was converted
into equity of ADTI. ADTI issued an aggregate of 17,508,868 shares of Common
Stock and 1,843,900 shares of newly created Series C Preferred Stock to the
former investors of the Partnership and the Managing General Partner. The
7
<PAGE>
Preferred Stock carries dividend and liquidation rights designed to provide the
investors economic benefits substantially equivalent to those they held as
investors in the Partnership and the Managing General Partner.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
-----------------------------------------------
General
- -------
During December 1993, Advance Display Technologies, Inc. ("ADTI" or "the
Company") and other individual investors organized a limited partnership,
Display Optics, Ltd. (the "Partnership"), to obtain capital and to continue
development of the fiber optic and other related video technology and to
manufacture and market the display screen products world-wide. ADTI acted as a
general partner and the Partnership was managed by Display Group, LLC (the
"Managing General Partner"). The Company formerly conducted substantially all of
its business through the Partnership.
Following the organization of the Partnership, the Company was able to
increase its research and development efforts on the product as well as
administrative activities, including raising additional capital, developing and
demonstrating the technology and taking steps necessary to preserve and protect
the technology. Based on an analysis of the Partnership Agreement and generally
accepted accounting principles, the transaction was being recorded as a research
and development arrangement which required ADTI to record the expenses incurred
by the Partnership as a liability to the investors. At March 31, 1997, the
research and development liability was $2,244,605, net of advances due the
Company from the Partnership. The investors were entitled to preferential
payment from available cash flows from the Partnership which would reduce the
research and development liability of the Company, subject to the following
events.
Subsequent to the end of the fiscal quarter, ADTI, the Partnership, the
Managing General Partner of the Partnership and other investors completed an
Exchange Agreement in an effort to simplify administration of the Company's
affairs including public reporting required by the Securities and Exchange
Commission.
Pursuant to the terms of the Exchange Agreement, the Company acquired all
of the assets of the Partnership, together with those of the Managing General
Partner in exchange for the issuance of a combination of Common and Preferred
Stock. Assets of the Partnership on the date of the exchange include patents and
other intangible rights in technology underlying a fiber optic display screen.
Simultaneously, Partnership debt outstanding prior to the exchange was converted
into equity of ADTI. ADTI issued an aggregate of 17,508,868 shares of Common
Stock and 1,843,900 shares of newly created Series C Preferred Stock to the
former investors of the Partnership and the Managing General Partner. The
Preferred Stock carries dividend and liquidation rights designed to provide the
investors economic benefits substantially equivalent to those they held as
investors in the Partnership and the Managing General Parter.
The Company intends to continue the business formerly conducted by the
Partnership, including development, marketing and sale of its large fiber optic
display screen and other related display technologies.
9
<PAGE>
Results of Operations
- ---------------------
During 1996, projection technology took a major leap in terms of brightness
and resolution capabilities. At the same time, prices of projectors have gone
down and continue to decline. This enabled the Company to sell one screen, in
January 1997. The Company manufactured the screen internally, primarily during
November and December, 1996 and installed the 9' x 12' fiber optic screen at the
National Western Event Center in Denver, Colorado in January 1997. This
installation represents the first sale of the Company's product since the late
1980's. The Company plans to use this installation for continued marketing of
its products.
Due to the promotional nature of this installation, the Company deeply
discounted the sale price of the 9' x 12' screen discussed above. In addition,
the Company incurred excess costs in meeting a tight installation deadline due
to scheduled events at the center. As a result, the Company reported a loss on
the sale of $134,740. The Company did not report any sales or cost of sales for
the same fiscal periods of the prior year.
For the quarter and nine months ended March 31, 1997, the Company reported
total net loss of $404,859 and $974,881, respectively, as compared to total net
loss of $271,024 and $672,370, respectively, for the same fiscal periods of
1996. The increase in net loss for the quarter and nine months ended March 31,
1997 from the same periods of the prior fiscal year is primarily due to: 1) the
excess costs of producing the screen for sale as described above, partially
offset by a decrease in research and development expenses, and 2) an increase in
general and administrative expenses.
General and administrative expenses for the quarter and nine month periods
increased by $141,076 and $333,425, respectively, relating primarily to: 1)
increased interest expense on outstanding debt of approximately $23,400 and
$67,000, respectively, 2) increased salaries and employee related expenses of
approximately $37,100 and $85,000, respectively, and 3) increased legal and
professional fees of approximately $96,200 and $200,000, respectively, for
administrative issues of the Partnership, ongoing litigation and auditing fees.
Research and development expenses for the quarter and nine month periods
decreased by $76,576 and $147,609, respectively, from 1996 to 1997. The decrease
in expense is primarily due to the Company's decision to suspend further
development of the LED projection system and focus efforts on marketing and
manufacturing the fiber optic screen to be used in conjunction with commercially
available projectors, including the screen installation described above. The
Company continued other development and refinement of its technologies through
the Partnership during fiscal 1997, spending approximately $28,638 and $105,214,
respectively on development activities during the quarter and nine months ended.
Interest income decreased from $10,077 for the nine months ended March 31,
1996 to $7,536 for the nine months ended March 31, 1997 due to the reduction of
the amount due ADTI from the Partnership. Amounts receivable for funds
previously advanced from ADTI to the Partnership were reduced as debts of ADTI
were accrued by the Partnership. At March 31, 1997, the balance due ADTI by the
Partnership was approximately $163,449, including interest.
10
<PAGE>
Liquidity and Capital Resources
- -------------------------------
The Company was totally dependent on the ability of the Partnership to
obtain capital to fund operations for more than three years. During the fiscal
quarter and nine months ended March 31, 1997, exclusive of the revenues received
for the sale of the 9' x 12' screen, the Company was funded entirely by the
issuance of convertible debt to Partnership investors. Borrowings of the Company
totaled $1,670,046 at March 31, 1997.
Subsequent to completion of the Exchange Agreement, the Company completed a
private placement of its Common Stock in a transaction exempt from the
registration requirements of the 1933 Act. The Company sold 10% Convertible
Promissory Notes in the aggregate principal amount of $500,000 to a single
accredited investor pursuant to the provisions of Regulation D, Rule 506 of the
1933 Act. The Promissory Notes are convertible into shares of the Company's
Common Stock at the rate of $.1315 per share until the earliest to occur of
completion of a subsequent private placement or December 31, 1997. Proceeds of
the private placement will be utilized by the Company for repayment of debt,
marketing of the display screens, development of related technologies, accounts
payable and working capital.
At March 31, 1997, ADTI reported negative net worth of $2,008,247 and
negative working capital of $125,072. The Company will require additional
capital for administrative expenses, continued development of the product,
manufacturing start up costs and marketing the product. The Company hopes to
obtain additional funding to support working capital requirements through debt
or equity financing. Management anticipates continuing to manufacture the
product for sale, initially to the large display screen markets, in 1997.
Management believes that the Company's continued existence is dependent upon its
ability to: 1) successfully market the product; 2) obtain additional sources of
funding through outside financing or equity investments; and 3) achieve and
maintain profitable operations. Although Management believes it will be able to
achieve these objectives, there can be no assurance that the Company will be
able to obtain additional capital or sell its products on terms and conditions
satisfactory to the Company.
The Company reported a working capital deficit position at March 31, 1997
and March 31, 1996. The Company's sole asset at March 31, 1997 and March 31,
1996 was its investment in the Partnership. Therefor, the working capital
deficit position at March 31, 1997 and March 31, 1996 was the amount of the
current liabilities reported of $125,072 for both periods.
Cash flows from financing activities for the nine months ended March 31,
1997 and 1996 consisted entirely of the increase in the research and development
liability of $892,954 and $572,990, respectively. Total cash flows from
financing activities for both 1997 and 1996 were used completely for operating
activities.
11
<PAGE>
The Company's efforts will continue to be focused on marketing, sales and
further development of its products, and on raising additional capital through
debt or equity investments. There can be no assurances that the Company will be
successful obtaining additional capital needed to sustain operations.
12
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
- ---------------------------
ADVANCE DISPLAY TECHNOLOGIES, INC., et al. vs. VISUAL OPTICS, INC., et al.
--------------------------------------------------------------------------
As reported in the Company's Form 10-KSB for the fiscal year ended June 30,
1996, the Company was a plaintiff in a civil action pending in the United States
District Court for the District of Colorado, captioned Advance Display
Technologies, Inc., Display Optics, Ltd. And Display Group, LLC, Plaintiffs vs
Visual Optics, Inc., Michael A. Nixon and Jeffrey D. Blackard, Defendants, Civil
Action No. 96-D-1616 (the "Civil Action") that was settled effective February
28, 1997. The Civil Action was brought to enforce Plaintiffs' rights under an
agreement executed with Defendants Visual Optics, Inc. and Michael A. Nixon
regarding the conversion of a non-exclusive license for LED technology combined
with fiber optic screens to an exclusive, perpetual and worldwide license
pursuant to a letter agreement between the parties dated February 9, 1995.
This LED technology was in development by the Company in an effort to
improve the performance of its fiber optic screen technology. The Complaint
sought a preliminary and permanent injunction enjoining the Defendants, and each
of them, from transferring rights to the technology, soliciting rights to the
technology or disclosing any confidential information regarding the technology
to any third party. Plaintiffs also sought a declaration that the license was
exclusive, perpetual and worldwide and sought damages for breach of the
agreement.
Plaintiffs and Defendants have settled the Civil Action and dismissed the
case. The principle terms of the settlement include the following:
1. The Company has received a transferable, royalty-free, assignment of
the patent which was the subject of the original dispute for the full
term of the patent.
2. All rights, title and interest in any intellectual property developed
in whole or in part by Defendants and related in any way to the
technology are the sole and exclusive property of the Plaintiffs.
3. Plaintiff Display Group, LLC paid $41,000 to Defendants.
4. Defendant Michael Nixon has resigned as an officer and director of
ADTI and terminated his employment agreement with the Company.
5. The parties have executed reciprocal releases as to all claims
encompassed in the Civil Action.
6. The Defendants have returned all stock of the Company owned by them to
Display Group, LLC, believed to be 350,000 shares of common stock.
13
<PAGE>
7. The Civil Action has been dismissed with prejudice.
ITEM 2. CHANGES IN SECURITIES.
- ------------------------------
On May 22, 1997, the Company completed a private placement of its Common
Stock in a transaction exempt from the registration requirements of the 1933
Act. The Company conducted the Private Placement without the participation of an
underwriter. The Company sold 10% Convertible Promissory Notes in the aggregate
principal amount of $500,000 to a single accredited investor pursuant to the
provisions of Regulation D, Rule 506 of the 1933 Act. The Promissory Notes are
convertible into 3,802,282 shares of the Company's Common Stock at the rate of
$.1315 per share until the earliest to occur of completion of a subsequent
private placement or December 31, 1997.
ITEM 3. DEFAULTS ON SENIOR SECURITIES.
- --------------------------------------
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
- ------------------------------------------------------------
None.
ITEM 5. OTHER INFORMATION.
- --------------------------
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
- -----------------------------------------
Exhibits.
- ---------
Exhibit 2.1 Exchange Agreement by and between the Company, the Partnership,
Display Group, LLC and the Investors, dated May 19, 1997, with exhibits
(incorporated by reference, Form 8-K dated May 19, 1997).
Reports on Form 8-K.
- --------------------
ADTI filed a Form 8-K dated May 19, 1997 to report a Change in Control
pursuant to the Exchange Agreement.
14
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this Form 10-QSB report to be signed on its behalf by the undersigned, thereunto
duly authorized.
ADVANCE DISPLAY TECHNOLOGIES, INC.
----------------------------------
(Registrant)
Date: June 10, 1997 /S/ Darrell D. Avey
------------- ----------------------------------
Darrell D. Avey
Chairman of the Board
President
Acting Chief Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 124,203
<DEPRECIATION> (124,203)
<TOTAL-ASSETS> 361,430
<CURRENT-LIABILITIES> 125,072
<BONDS> 0
0
2,991
<COMMON> 3,834
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 361,430
<SALES> 110,000
<TOTAL-REVENUES> 110,000
<CGS> 244,740
<TOTAL-COSTS> 1,092,417
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (974,881)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (974,881)
<EPS-PRIMARY> (.25)
<EPS-DILUTED> (.25)
</TABLE>
