IGENE BIOTECHNOLOGY INC
10QSB/A, 1995-10-16
AGRICULTURAL CHEMICALS
Previous: IGENE BIOTECHNOLOGY INC, 10KSB/A, 1995-10-16
Next: IGENE BIOTECHNOLOGY INC, 10QSB/A, 1995-10-16




                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  10549
  


                                   FORM 10QSB/A
                        AMENDMENT TO APPLICATION OR REPORT
                     Filed pursuant to Section 13 or 15(d) of
                     THE SECURITIES AND EXCHANGE ACT OF 1934

                            IGENE BIOTECHNOLOGY, INC.
                (Exact name of registrant as specified in charter)


                                 AMENDMENT NO. 1


     The undersigned registrant hereby amends the following items, financial 
statements, exhibits or other portions of its June 30, 1995 Report on Form
10QSB
 as set forth in the pages attached hereto:


PART I    Financial Information - Statements of Cash Flows; Notes to Financial 
          Statements

PART I    Management's Discussion and Analysis of Financial Conditions and 
          Results of Operations



     Pursuant to the requirements of the Securities and Exchange Act of 1934, 
the registrant+ has duly caused this Amendment to be signed on its behalf by 
the undersigned, thereunto duly authorized.


                         IGENE BIOTECHNOLOGY, INC.

Date:  October 13 , 1995 By:  /S/ Stephen F. Hiu
                              Chief Executive Officer
                              Principal Financial Officer &
                              Principal Accounting Officer<PAGE>

<PAGE>
                                   FORM 10QSB/A

                        SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  10549
(Mark One)

[ x ]          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended     June 30, 1995     

                                OR

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

For the transition period from             to            .


                      Commission file number    0-15888   .


                      IGENE Biotechnology, Inc.              
       (Exact name of Registrant as specified in its charter)


  Maryland                                           52-1230461         
(State or other jurisdiction of incorporation       (I.R.S. Employer
       or organization)                         Identification No.)

 9110 Red Branch Road, Columbia, Maryland            21045-2020         
(Address of principal executive officers)           (Zip code)


Registrant's telephone number, including area code:     (410) 997-2599   


                                        None                              
(Former name, former address and former fiscal year, if changed since last
report)

  Indicate by a 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       

  The number of shares outstanding of the Registrant's $.01 par value Common 
Stock as of June 30, 1995 is   13,055,738  .


                                   FORM 10QSB/A

                            IGENE Biotechnology, Inc.

                                      INDEX





                                                          Page 

PART I - FINANCIAL INFORMATION

[S]                                                                   [C]
  Balance Sheets .................................................     4

  Statements of Operations .......................................     5

  Statements of Stockholder's Equity (Deficit) ...................     6

  Statements of Cash Flows .......................................     8

  Notes to Financial Statements ..................................     9

  Management's Discussion and Analysis of Financial
       Conditions and Results of Operations .....................     11


PART II - OTHER INFORMATION .....................................     15


SIGNATURES ......................................................     16
<PAGE>

                            IGENE BIOTECHNOLOGY, INC.

                 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

                      OF THE SECURITIES EXCHANGE ACT OF 1934

                          PART I - FINANCIAL INFORMATION


<PAGE>
<TABLE>                                        
                           IGENE Biotechnology, Inc.
                                 Balance Sheets

<CAPTION>
                                     June 30,        June 30,     December 31,
                                      1994            1995            1994      
                                    (Unaudited)     (Unaudited)
ASSETS
<S>                               <C>             <C>             <C>
Current assets:
  Cash and cash equivalents ......$       60,124  $       73,272  $     19,529
  Accounts receivable (no 
  allowance for doubtful 
  accounts) ......................        33,271          13,831        10,790
  Inventory-finished goods .......           ---           1,240           ---
  Due from stockholder ...........        76,550             ---           ---
  Prepaid expenses and deposits ..         2,115           3,230         1,438 
       Total current assets ......       172,060          91,573        31,757

Property and equipment, net ......        52,800          30,856        35,199
Security deposits ................       10,600          10,600         10,600 

                  Total assets   $      235,460  $      133,029  $       77,556 


<CAPTION>
LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' DEFICIT
<S>                              <C>             <C>              <C>
Current liabilities:
  Accounts payable and 
  other accrued expenses ........       224,478         228,465         238,022
  Debenture interest payable ....        30,000          30,000          30,000 
  Promissory Notes payable ......       261,300         536,300         409,550 
       Total current liabilities.       515,777         794,765         677,572
<S>                              <C>             <C>              <C>
Long term liabilities:
  Variable rate 
  subordinated debenture ........     1,500,000       1,500,000       1,500,000 

       Total liabilities ........     2,015,778       2,294,765       2,177,572 
<CAPTION>
<S>                              <C>             <C>              <C>
Redeemable preferred stock -- 
  8% cumulative, convertible, 
  voting, Series A, $.01 par 
  value per share; redemption 
  value $11.68, $12.32 and 
  $12.00 per share.  
  Authorized 920,000 shares; 
  issued 38,592, 38,342, 
  and 38,592 shares..............      450,754          472,373         463,104 
<CAPTION>
Stockholders' deficit:
<S>                              <C>             <C>              <C>          
  Preferred stock -- $.01 
  par value per share. 
  8% cumulative, 
  convertible, voting, 
  Series A.  
  Authorized and 
  issued 187,500 
  shares (aggregate
  involuntary liquidation 
  value of $2,190,000, 
  2,310,000, and       
  2,250,000)..............         1,875           1,875           1,875
  Common stock -- $.01 
  par value per share. 
  Authorized 35,000,000 
  shares;issued 12,809,520, 
  13,001,904, and 
  12,975,237 shares ......       130,019         130,557         130,285
  Additional paid-in 
  capital ................    17,066,440      17,164,282      17,113,824 
  Deficit ................   (19,429,406)    (19,930,823)    (19,809,104)
  Total stockholders' 
     equity (deficit) ....    (2,231,072)     (2,634,109)     (2,563,120)
  Total liabilities 
    and stockholders' 
    equity ...............$      235,460  $      133,029  $       77,556 
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
                           IGENE Biotechnology, Inc.
                            Statements of Operations
                                  (Unaudited)

<CAPTION
          -----  Three months ended  ----      -----  Six months ended  -----
               June 30,     June 30,           June 30,         June 30,
                1994          1995               1994             1995     
Revenue:
<S>          <C>           <C>                 <C>              <C>
Sales........$    5,318    $       (306)       $     40,427     $      9,242
Cost of 
sales .......     3,712            (694)             26,259            7,557 
Gross profit 
from sales 
of products .     1,606             388              14,168            1,685
Technology 
licensing 
income ......   150,000         200,000             250,000          200,000
Technology 
services 
income ......       ---          9,000                  ---            9,000  
Net revenue .   151,606         209,388             264,168          210,685
<CAPTION>
Selling, general and administrative expenses:
<S>             <C>             <C>                 <C>              <C>
Marketing 
and selling .     1,098           1,665               2,086            2,537
Research, 
development 
and pilot plant  99,347          90,135             192,077          174,290
General and 
administrative.  87,715          63,368             152,403          119,235 
Total selling, 
general and 
and administrative 
expenses ...... 188,160         155,168             346,566          296,062  
Operating 
income ........ (36,554)        (54,220)            (82,398)         (85,377)
<CAPTION>
Other income (expenses):
<S>             <C>             <C>                 <C>              <C>
Investment 
income ........     67              113                  73              126
Forgiveness 
of debt 
income ........    ---             ---                  ---           33,395
Other income 
(expense)......    ---            (330)             (10,054)             112 
Interest 
expense ......  (34,235)       (30,066)             (68,182)         (69,975)
Net income 
(loss) ...... $ (70,722)    $     23,937       $   (160,561)    $   (121,719)
Net loss per 
common share .$   (0.01)    $       0.00       $      (0.01)    $      (0.00)
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
                     IGENE Biotechnology, Inc.
          Statements of Stockholder's Equity (Deficit)
                            (Unaudited)

<CAPTION>
                        Redeemable                               
                        Preferred         Preferred         Common             
                        Stock             Stock             Stock         
                     (shares/amount)   (shares/amount)  (shares/amount)

<S>                   <C>                <C>              <C>
Balance at 
December 31, 1993.... 38,592/$438,405   187,500/$1,875    12,975,237/$129,752   
Conversion of 
preferred stock 
into common stock ...            ---              ---                   ---    
Issuance of 26,667 
shares of common 
stock in lieu of 
cash payment for 
interest on
subordinated 
debenture ...............        ---              ---             26,667/$267  
Cumulative undeclared 
dividends on redeemable
preferred stock .........     $12,349             ---                   ---   
Balance at June 30, 
1994...............   38,592/$450,754   187,500/$1,875    13,001,904/$130,019 
Balance at 
December 31, 1994..   38,592/$463,104   187,500/$1,875    13,028,571/$130,285 
Cumulative undeclared 
dividend on redeemable 
preferred stock ...           $12,270             ---                   ---    
Issuance of 26,667 
shares of common stock 
in lieu of cash payment 
for interest on
subordinated 
debenture .........               ---              ---             26,667/$267 
Conversion of 
preferred stock 
into common stock .        250/($3,000)            ---                  500/$5 
Balance at 
June 30, 1995 .....    38,342/$472,373   187,500/$1,875    13,055,738/$130,557
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
                            IGENE Biotechnology, Inc.
                      Statements of Stockholder's Deficit
                             (Unaudited- Continued)
                                        
<CAPTION>
                         Additional
                          Paid-In                          Total Stockholder's
                          Capital            Deficit              Deficit      

<S>                      <C>              <C>                 <C>
Balance at December 
31, 1993......           $17,019,056        $(19,268,844)         $(2,118,161)
Issuance of 
26,667 shares 
of common stock 
in lieu of cash 
payment for 
interest on
subordinated 
debenture ....              59,733
Cumulative 
undeclared 
dividends on 
redeemable
preferred 
stock ........           (12,349)                ---              (12,349)     
Net loss for 
six months 
ended June 
30, 1994 .....               ---            (160,561)                 --- 
Balance at 
June 30, 1994 .       $17,066,440        $(19,429,405)         $(2,130,150)
Balance at 
December 
31, 1994.......        17,113,824        $(19,809,104)         $(2,563,120)
Cumulative 
undeclared 
dividend 
on redeemable 
preferred stock .         (12,270)                ---              (12,270)
Issuance of 26,667 
shares of 
common stock in
lieu of cash 
payment for 
interest on
subordinated 
debenture .....             59,733                 ---               60,000
Conversion of 
preferred stock 
into common 
stock ..........             2,995                 ---                3,000
Net loss for 
six months 
ended June 
30, 1995 .......               ---            (121,719)            (121,719)
Balance at 
June 30, 1995 ..   $   17,164,282   $      (19,930,823) $        (2,634,109)
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
                       IGENE Biotechnology, Inc.
                       Statements of Cash Flows
                            (Unaudited)
          
     <CAPTION>
                                                 ---- Six months ended ----
                                                    June 30,      June 30,
                                                     1994          1995    
     <S>                                           <C>           <C>
     Cash flows from operating activities:
       Net loss ...................................$(  160,561)  $(  121,719)
       Adjustments to reconcile net loss to net cash
        used in operating activities:
          Depreciation and amortization ............     14,844         4,343
          Loss on sale of equipment.................     10,054           ---
          Interest on debentures paid in shares
             of common stock........................     60,000        60,000
          Changes in assets and liabilities:
             Increase (decrease) in debenture 
                          interest payable .........        ---           ---
             Increase (decrease) in accounts 
                          payable and other 
                          accrued expenses .........     55,604        (9,558)
             Decrease (increase) in accounts 
                          receivable ...............    (25,259)       (3,041)
             Decrease (increase) in prepaid 
                          expenses .................     (1,282)       (1,792)
             Decrease (increase) in 
                          inventories ..............        ---        (1,240)
     
       Net cash used in operating activities .......    (46,600)      (73,007)
     
     <S>                                                <C>           <C>
     Cash flows from investing activities:
       Capital expenditures ........................     (6,973)          --- 
       Sale of Equipment ...........................     25,800           ---   
       Net cash used in investing activities .......     18,827           --- 
     <S>                                               <C>           <C>
     Cash flows from financing activities:
       Issuance of promissory notes ................     22,000       126,750 
       Issuance of common stock pursuant to exercise
          of employee stock options ................        ---           --- 
       Net cash provided by (used in) financing 
              activities ...........................     22,000       126,750 
       Net increase (decrease) in cash and 
              cash equivalents .....................     (5,773)      (53,743)
       Cash and cash equivalents at 
              beginning of year ....................     65,897        19,529 
       Cash and cash equivalents at end of period ..$    60,124   $    73,272 
     Supplementary disclosure - cash paid 
              for interest .........................$       ---   $       --- 
                  - cash paid for taxes ........... $       ---   $       --- 
</TABLE>
     Noncash investing and financing activities:
     
         During the three months and six months ended June 30, 1994 and 1995, 
     the Company issued 26,667 shares of common stock in each period in payment
     of interest on the variable rate subordinated debenture.  If paid in cash,
     the interest would have been payable at 8% during each period, or $60,000.
     Shares may be issued in lieu of cash per the debenture agreement at the 
     higher of $2.25 per share or market price per share.  The stock was issued
     and related interest expense for the three months and six months ended
     June 30, 1994 and 1995 were recorded at $2.25 per share, or $60,000 in the 
     aggregate in each period.
     
         During the three months and six months ended June 30, 1994 and 1995, 
     the Company recorded dividends in arrears on 8% redeemable preferred stock 
     at $.16 and $.32 per share, respectively aggregating $6,175 and $12,349,
     respectively in each period which has been removed from paid-in capital and
     included in the carrying value of the redeemable preferred stock.
     
     See accompanying notes to financial statements.
     
<PAGE>

                         IGENE Biotechnology, Inc.

                       NOTES TO FINANCIAL STATEMENTS
                                (Unaudited)

(1) Unaudited Financial Statements

    The financial statements presented herein as of June 30, 1994 and 1995
    and for the six-month and the three month periods ended June 30, 1994
    and 1995 are unaudited and, in the opinion of management, include all
    adjustments (consisting only of normal recurring accruals) necessary for
    a fair presentation of financial position and results of operations. 
    Such financial statements do not include all of the information and
    footnote disclosures normally included in audited financial statements
    prepared in accordance with generally accepted accounting principles.

(2) Inventories

    Inventories are stated at the lower of average cost, or market. 
    Inventories as of June 30, 1995 consist entirely of finished goods.

(3) Stockholders' Equity

    As of June 30, 1994 and 1995, 77,184 and 76,684, shares of authorized
    but unissued common stock were reserved for issuance upon conversion of
    the Company's outstanding preferred stock. 

    As of June 30, 1994 and 1995, 1,200,000 share of authorized but unissued
    common stock were reserved for exercise pursuant to the 1986 Stock
    Option Plan.

    As of June 30, 1994 shares were reserved for exercise of Warrants to
    purchase an aggregate of 800,000 shares of Common Stock to Kimelman &
    Baird, LLC, an employee of the same and Anthony B. Low-Beer, exercisable
    at $.25 per share expiring February 14, 1995.  The Warrants were issued
    to the aforementioned for acting as placement agent in the Company's
    private placement of $1,149,000 in gross proceeds which closed February
    15, 1991 and there are substantial restrictions against the transfer of
    these Warrants.  The Warrants were not publicly traded and there were no
    trades of these Warrants before the expiration date.
    As of June 30, 1994 and 1995, the Company has reserved shares for the
    exercise of Warrants to purchase an aggregate of 252,400 shares of
    Common Stock to Kimelman & Baird, LLC, at $.75 per share expiring June
    26, 1996.  The Warrants were issued to the aforementioned for acting as
    placement agent in the Company's private placement of $510,500 in gross
    proceeds which closed June 26, 1992 and there are substantial
    restrictions against the transfer of these Warrants.

    As of June 30, 1994 the Company has reserved shares for the exercise of
    Warrants to purchase an aggregate of 680,667 shares of Common Stock to
    purchasers of stock in the Company's Private Placement of June 26, 1992. 
    The exercise price of the Warrants is $.75 per share expiring June 26,
    1995 and there are substantial restrictions against the transfer of
    these warrants.

    As of June 30, 1994 and 1995, 800,000 shares of authorized but unissued
    Common Stock were reserved for issuance upon reinvestment of interest on
    the variable rate subordinated debenture and 375,000 shares of
    authorized but unissued Common Stock were reserved for issuance upon
    conversion of the variable rate subordinated debenture.

    As of June 30, 1994 and 1995, 994,416 and 3,995,374 shares of Common
    Stock were reserved for the conversion of Promissory Notes and the issue
    of Warrants subject to that conversion.  The Promissory Notes are held
    by Directors of the Company.

(4) Net Loss Per Common Share

    Net income (loss) per common share for the three month and six month
    periods ended June 30 is based on 13,001,904 and 12,988,644 weighted
    average shares, respectively, for 1994, and on 13,055,738 and 12,042,428
    weighted average shares, respectively, for 1995.  For purposes of
    computing net income (loss) has been adjusted to include cumulative
    undeclared dividends in arrears on preferred stock.    

<PAGE>
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Results of Operations

   Sales revenue for the quarter and six months ended June 30, 1995,
consisting entirely of sales of the Company's ClandoSan  product, decreased by
105.8% and 77.1%, respectively, compared to the corresponding periods in 1994. 
Sales revenue for the quarter ended June 30, 1995 is composed of gross sales
of $4,706 net of a reversal of sales of ClandoSan  of $4,400.  The returned
product was placed in inventory and has been subsequently resold to other
customers at the original selling price.  Such reversals are rare occurrences
which are generally expected to be immaterial in amount.  Decreases in sales
of ClandoSan  are reflective of reduced marketing efforts for this product as
the Company focuses obtaining a technology licensing agreement for the
manufacture and sale of its AstaXin  product.  The Company is actively seeking
marketing partner for ClandoSan .

Cost of sales for the quarter and six months ended June 30, 1995, decreased by
118.7% and 71.2%, respectively compared to the corresponding periods in 1994. 
This is reflective of decreased sales as noted above.  Cost of sales for the
quarter ended June 30, 1995 is composed of purchases for resale of $1,790 net
of returned product placed in inventory, as noted above, of $1,096.

Technology licensing income of $200,000 for the quarter and six months ended
June 30, 1995 consists of income from an agreement for sale of a non-exclusive
license to Archer-Daniels-Midland Company of Decatur, Illinois for technology
relating to the manufacture astaxanthin pigment using the Company's AstaXin 
product.  The agreement provides for a cash payment to IGENE at signing of
$200,000, an advance or royalties of $500,000 within 6 months, and royalties
based on gross sales for 10 years.  Technology services income of $9,000 for
the six months ended June 30, 1995 consists of fees charged for technology
services provided to Archer-Daniels-Midland Company in connection with the
licensing agreement.  These technology services are not expected to be a
continuing source of income

Technology licensing income of $150,000 and $250,000, respectively, for the
quarter and six months ended June 30, 1994 consisted of income from a
technology evaluation agreement with the Food Science Group of Pfizer Inc of
New York, New York for AstaXin .  That agreement provided for cash
compensation of $250,000 over an exclusive evaluation period which expired in
July 1994.  Pfizer Inc did not express interest in a commitment to manufacture
and sell AstaXin , therefore the Company sought other potential manufacturers
for AstaXin .

Selling, general and administrative expenses have decreased 17.5% and 14.6%,
respectively, for the quarter and six month periods ended June 30, 1995 as
compared to the corresponding periods in 1994.  These decreases are
attributable to decreased marketing efforts for ClandoSan , as well as
continued successful cost containment measures in effect.

Interest expense has remained at comparable levels for the quarter and six
months ended June 30, 1995 and 1994 and is composed mainly of interest on the
Company's variable rate subordinated debenture of $30,000 and $60,000,
respectively in each of the quarter and six month periods ended June 30. 1995
and 1994.  During the quarter ended March 31, 1995, the holders of the
Company's promissory notes agreed to waive all accrued interest payable,
resulting in income of $33,395 from forgiveness of debt.

Other expense of $10,054 for the six months ended June 30, 1994 resulted from
a loss recorded on the sale of unused equipment.

As a result of the forgoing, the Company reported net income (loss) for the
quarter and six month periods ended June 30, 1995 of $23,937 and $(121,719),
respectively, and for the quarter and six month periods ended June 30, 1994 of
$(70,722) and $(160,561), respectively.  Net income (loss) per common share
increased from $(.01) for the quarter ended June 30, 1994 to $0.00 for the
quarter ended June 30, 1995, and remained at $(.01) for the six months ended
June 30, 1994 and 1995.  The increase in weighted average shares outstanding
between the periods ended June 30, 1994 and the periods ended June 30, 1995 is
due to 53,333 shares of common stock issued in lieu of cash, during the period
from July 1, 1994 through June 30, 1995, in payment of interest on the
Company's variable rate subordinated debenture.    

Financial Position

In December 1988, the Company suspended payment of the quarterly dividend on
its preferred stock.  Resumption of the dividend will require significant
improvements in cash flow.  Unpaid dividends cumulate for future payment or
increase the liquidation preference or redemption value of the preferred
stock.  As of June 30, 1995, total dividends in arrears on the Company's
preferred stock was $975,637, of which $165,637 ($4.32 per share) was included
in the carrying value of the redeemable preferred stock and $810,000 ($4.32
per share) was included in the liquidation preference of the limited
redemption preferred stock.
<PAGE>
Liquidity and Capital Resources

   Historically, the Company has been funded primarily by equity
contributions, loans from stockholders and license fees.  As of June 30, 1995,
the Company had a working capital deficit of $703,192, and cash and cash
equivalents of $73,272, consisting principally of proceeds from Promissory
Notes issued to certain Directors of the Company, as described below.

Cash use by operations for the six months ended June 30, 1994 and 1995
amounted to $46,600 and $73,007, respectively.  The Company continues to focus
on research and development of its products, achieving only minimal sales of
its ClandoSan  and AstaXin  products.  Although the Company has been able to
reduce its net loss during the six months ended June 30, 1995 as compared to
1994, by $38,843; cash used by operations increased by $26,407 due to efforts
in 1995 to reduce accounts payable and the inclusion in the 1994 net loss of
the noncash item of loss on the sale of unused equipment of $10,054.

Cash provided by investing activities in the six months ended June 30, 1994
amounted to $18,827.  This resulted from proceeds from the sales of unused
equipment of $25,800, offset by $6,973 in capital expenditures.  No cash was
provided or used by investing activities during the six months ended June 30,
1995.  This is reflective of the Company's continued plan to minimize capital
expenditures, since existing equipment is believed to be sufficient to meet
the needs of the Company for the near future.

The following is a summary of the Company's financing activities for 1994 and
the six months ended June 30, 1995:

On February 10, 1994, September 26, 1994, October 24, 1994, November 28, 1994,
January 23, 1995, and March 7, 1995 the Company issued promissory notes to
certain directors of the Company for a total aggregate consideration of
$536,300.  The notes specify that at any time prior to repayment the holder
has the right to convert the notes to common stock of the Company at $.375 per
share for the notes issued February 10, 1994; at $.25 per share for notes
issued September 26, 1994, October 24, 1994, and November 28, 1994; at $.1875
per share for the notes issued January 23, 1995; and at $.125 per share for
the notes issued March 7, 1995.  The holders of the notes will also receive
warrants, subject to conversion of the notes, for additional shares of common
shares equivalent in number and price to the shares received in conversion. 
The promissory notes are due on demand with interest charged at the prime
rate.  The Directors subsequently agreed to waive all interest charges on
these notes.

During 1994, the Company received $76,550 from the October 1993 issue of
76,500 shares of common stock at $1.00 per share to Burns Philp Food Inc, as
part of the settlement for an unexecuted license agreement.<PAGE>
The following 
summarizes the Company's known and expected future sources of
liquidity and capital:

On May 10, 1995, the Company signed an Agreement for sale of a non-exclusive
license to Archer-Daniels-Midland Company of Decatur, Illinois for technology
relating to the manufacture of astaxanthin pigment using the Company's
AstaXin  product.  The agreement provides for a cash payment to IGENE of
$200,000 at signing, which has been included in revenue for the six months
ended June 30, 1995, and an advance of royalties of $500,000 within 6 months
and a royalty based on gross sales for 10 years.

To increase working capital, the Company plans to issue additional stock to
officers and directors, to encourage the holders of convertible promissory
notes to convert them to common stock, and to encourage warrant holders to
exercise their rights.

The Company is continuing its development of additional AstaXin  technology
which it hopes to license and market to benefit future periods'
operations.    

The Company does not believe that inflation has had a significant impact on
the Company's operations during the past two years.

Effective January 1, 1993, the Company has adopted the provision of FASB
Statement No. 109, Accounting for income taxes.

<PAGE>

                               FORM 10QSB/A

                         IGENE Biotechnology, Inc.

                        PART II - OTHER INFORMATION




Item 1.  Legal Proceedings

    None

Item 2.  Changes in Securities

    None

Item 3.  Defaults Upon 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

    (a)  Exhibits

              None

    (b)  Reports on Form 8-K

              None
           
Item 7.  Subsequent Events

    On July 24, 1995 IGENE's Board of Directors approved a Resolution to
purchase from the Company One Million Two Hundred Thousand (1,200,000) shares
of common stock, $.01 par value, at a price of $.125 per share for an
aggregate purchase amount of One Hundred Fifty Thousand ($150,000.00) Dollars.

<PAGE>
                               FORM 10QSB/A

                                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.



                                  IGENE Biotechnology, Inc.       
                                         (Registrant)


Date:  October 13, 1995
                               /s/  Stephen F. Hiu                
                                   Stephen F. Hiu  
                                   President, Treasurer and 
                                   Secretary
                             (On behalf of the Registrant and as
                              Principal Financial Officer)



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission