<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTER ENDED COMMISSION FILE NUMBER
September 30, 2000 0-22024
BAYWOOD INTERNATIONAL, INC.
(Exact name of small business issuer as specified in its charter)
Nevada
(state or other jurisdiction of incorporation or organization)
77-0125664
(I.R.S. Employer Identification Number)
14950 North 83rd Place, Suite 1
Scottsdale, Arizona 85260
(Address of principal office) (Zip code)
Registrant's telephone number, including area code: (602) 951-3956
Securities registered pursuant to Section 12(b) of
the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
$.001 par value common stock
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 and Exchange Act of 1934
during the preceding 12 months (or for such shorter periods 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 September 30, 2000, there were 27,904,116 shares of Baywood
International, Inc. common stock, $.001 par value outstanding.
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BAYWOOD INTERNATIONAL, INC.
INDEX
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION PAGE
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<S> <C>
Item 1 - Financial Statements
Balance Sheet as of September 30, 2000 3
Statements of Operations for the three and nine months ended September 30, 2000 and 1999 4
Statements of Cash Flows for the nine months ended September 30, 2000 and 1999 5
Statement of Information Furnished 6
Item 2 - Management's Discussion and Analysis or Plan of Operation 7-11
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 12
Item 2 - Changes in Securities 12
Item 3 - Defaults Upon Senior Securities 12
Item 4 - Submission of Matters to a Vote of Security Holders 12
Item 5 - Other Information 12
Item 6 - Exhibits and Reports on Form 8-K 12
SIGNATURES 14
</TABLE>
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BAYWOOD INTERNATIONAL, INC.
BALANCE SHEET
(UNAUDITED)
September 30, 2000
<TABLE>
<S> <C>
ASSETS
CURRENT ASSETS
Cash and equivalents $ 36,186
Accounts receivable 406,893
Inventories 146,810
Prepaid expenses and other current assets 18,316
-----------
Total current assets 608,205
-----------
PROPERTY & EQUIPMENT
Furniture, fixtures, computers and equipment 111,544
-----------
OTHER ASSETS
Investment in BII Acquisition Company 75,000
-----------
Total other assets 75,000
-----------
Total assets $ 794,749
===========
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable $ 481,803
Interest payable 138,696
Accrued liabilities 210,739
-----------
Total current liabilities 831,238
-----------
NOTES PAYABLE 1,720,888
-----------
STOCKHOLDERS' DEFICIT
Preferred Stock, $1 par value,
10,000,000 shares authorized,
35,000 Class A shares issued and outstanding 35,000
Common stock, $.001 par value, 50,000,000
shares authorized, 27,904,116 shares
issued and outstanding 27,904
Additional paid-in capital 6,887,199
Accumulated deficit (8,707,480)
-----------
Total stockholders' deficit (1,757,377)
-----------
Total liabilities and stockholders' deficit $ 794,749
===========
</TABLE>
<PAGE> 4
BAYWOOD INTERNATIONAL, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
NET SALES $ 397,063 $ 132,289 $ 1,275,346 $ 182,943
COST OF SALES 152,817 63,284 515,541 94,876
------------ ------------ ------------ ------------
Gross profit 244,246 69,005 759,805 88,067
------------ ------------ ------------ ------------
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:
Marketing expenses 377,983 216,334 1,157,984 436,824
General and administrative expenses 151,834 138,406 458,457 326,462
Depreciation and amortization 5,337 -- 10,173 --
------------ ------------ ------------ ------------
Total selling, general and administrative expenses 535,154 354,740 1,626,614 763,286
------------ ------------ ------------ ------------
Operating loss (290,908) (285,735) (866,809) (675,219)
------------ ------------ ------------ ------------
OTHER INCOME (EXPENSE):
Interest income 246 (73) 605 116
Miscellaneous expense -- (48) (2,858) (393)
Miscellaneous income -- 2,646 30,183 11,183
Interest expense (35,917) (27,259) (109,999) (53,197)
Equity in net loss of investee -- (4,076) -- (23,726)
------------ ------------ ------------ ------------
Total other (expense) (35,671) (28,810) (82,069) (66,017)
------------ ------------ ------------ ------------
LOSS BEFORE INCOME TAXES (326,579) (314,545) (948,878) (741,236)
PROVISION FOR INCOME TAXES -- -- -- --
------------ ------------ ------------ ------------
NET LOSS $ (326,579) $ (314,545) $ (948,878) $ (741,236)
============ ============ ============ ============
NET LOSS PER COMMON SHARE $ (0.01) $ (0.01) $ (0.03) $ (0.03)
============ ============ ============ ============
WEIGHTED AVERAGE OF COMMON SHARES
OUTSTANDING 27,797,262 25,791,259 27,057,174 25,514,736
============ ============ ============ ============
</TABLE>
4
<PAGE> 5
BAYWOOD INTERNATIONAL, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
2000 1999
----------- -----------
<S> <C> <C>
OPERATING ACTIVITIES:
Net loss $ (948,878) $ (741,236)
Adjustments to reconcile net loss
to cash used in operating activities:
Depreciation and amortization 10,173 (337)
Issuance of common stock for services performed -- 50,000
Note receivable write-down -- 10,000
Issuance of common stock in lieu of cash for interest payable 13,500 --
Equity in net loss of investee -- 23,726
Changes in assets and liabilities:
(Increase) in accounts receivable (259,486) (67,611)
Increase in interest payable 54,812 50,765
(Increase) in inventory (97,048) (36,009)
Decrease in prepaid expenses 4,201 3,796
Increase in accounts payable and accrued liabilities 190,726 128,614
----------- -----------
Net cash (used) by operating activities (1,032,000) (578,292)
----------- -----------
INVESTING ACTIVITIES:
Purchase of computers and fixtures (103,005) (7,786)
Cash advanced to Baywood Nutritionals, S.A -- (10,000)
----------- -----------
Net cash (used) by investing activities (103,005) (17,786)
----------- -----------
FINANCING ACTIVITIES:
Issuance of common and preferred stock for cash -- 20,000
Fees paid in connection with offering of preferred stock -- (19,022)
Proceeds from exercise of stock options and warrants 376,949 13,000
Proceeds from notes payable 803,160 665,926
Principal payments on notes payable (24,160) (114,235)
----------- -----------
Net cash provided by financing activities 1,155,949 565,669
----------- -----------
CASH AND EQUIVALENTS PROVIDED DURING PERIOD 20,944 (30,409)
CASH AND EQUIVALENTS, BEGINNING OF PERIOD 15,242 40,869
----------- -----------
CASH AND EQUIVALENTS, END OF PERIOD $ 36,186 $ 10,460
=========== ===========
SUPPLEMENTAL DISCLOSURES AND
CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ 34,544 $ 2,432
</TABLE>
5
<PAGE> 6
BAYWOOD INTERNATIONAL, INC.
STATEMENT OF INFORMATION FURNISHED
The accompanying financial statements have been prepared in accordance
with Form 10-QSB instructions and in the opinion of management contain all
adjustments (consisting of only normal and recurring accruals) necessary to
present fairly the financial position as of September 30, 2000 and the results
of operations for the three and nine months ended September 30, 2000 and 1999
and the cash flows for the nine months ended September 30, 2000 and 1999. These
results have been determined on the basis of generally accepted accounting
principles and practices applied consistently with those used in the preparation
of the Company's 1999 Annual Report on Form 10-KSB.
Certain information and footnote disclosures normally included in
financial statements presented in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that the accompanying
financial statements be read in conjunction with the financial statements and
notes thereto incorporated by reference in the Company's 1999 Annual Report on
Form 10-KSB.
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BAYWOOD INTERNATIONAL, INC.
Item 2 - Management's Discussion and Analysis or Plan of Operation
GENERAL
Baywood International, Inc. (the "Company"), develops, markets and
distributes natural consumer products. Currently, the Company's natural consumer
products consist of two dietary supplement lines, PURECHOICE(TM) and
SOLUTIONS(TM). Prior to 1998, the Company's product lines consisted of dietary
supplements and skin care products which were distributed into international
markets such as the Pacific Rim and European Countries. During that time prior
to 1998, the Company's product line had not been expanded in order to capture
the domestic market. As a result, the Company relied on the continued
distribution of one main product to one major customer in China. In March of
1998, due to governmental restrictions in China, this customer discontinued its
purchases which caused a dramatic decrease in the Company's sales for 1998.
Throughout 1998 and the first six months of 1999, the Company
completely revamped its corporate strategy to turn itself around from a
primarily internationally focus with no proprietary brand lines to a domestic
focus with identifiable brands across retail channels. The result of this
turn-around strategy was a fundamentally different company with a new corporate
image, product lines, marketing campaign, and distribution channels. At this
time, the Company is continually exploring the international market and has
gained new distribution of its products while it is strengthening the domestic
marketing and sales of its new branded product lines, PURECHOICE(TM) and
SOLUTIONS(TM) in the United States.
The Company's principal executive offices are located at 14950 North
83rd Place, Suite 1, Scottsdale, Arizona 85260 and its telephone number is (480)
951-3956.
COMPANY OVERVIEW
The direction the Company takes in carrying out its objective is based
upon the following mission and will remain as the primary focus by the Company's
management:
Make LIFE Better(TM) Through The Development Of High Quality Natural
Consumer Products That People Want And Need While Providing The Highest
Accessibility Amongst ALL Consumer Channels.
Products
Currently, the Company's natural consumer products consist of two
dietary supplement lines, PURECHOICE(TM) and SOLUTIONS(TM). Although there
may be a fixed number of different products within each line at any time,
variable factors such as counts and sizes of each product make the total number
of SKU's (Shelf Keeping Units) available within each line subject to change at
any time. In addition, the Company often incorporates product displays and
in-store promotional packages for its products that hold from six (6) to twenty
(20) bottles of each product as a marketing aid to help its retail customers
display and sell the products to their consumers.
SOLUTIONS(TM). This line of products is formulated with what the
Company considers the most effective ingredients and dosages to target specific
needs and conditions of consumers. SOLUTIONS(TM) currently includes the
following products:
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BAYWOOD INTERNATIONAL, INC.
PRODUCT NAME TARGETED FUNCTION
Dr. Harris' Original Snore Formula Relief of Snoring
Dr. Harris' Original Allergy Formula Relief of Allergies
N-Cal(TM) Weight Loss
Super Joints(TM) Joint and Connective Tissue Health
PURECHOICE(TM). This line is composed of high quality single
ingredient products that target those needs of the consumer for a specific
product in the marketplace. Where the SOLUTIONS(TM) line may combine a variety
of ingredients to target a specific condition, PURECHOICE(TM) may include only
one component for the consumer to choose. Single ingredients may include, but
are not limited to, vitamins, minerals, herbs, botanical extracts or other
organic sulfur and non-sulfur compounds. PURECHOICE(TM) currently includes the
following products:
PRODUCT NAME FUNCTION
SAMe (S-Adenosyl-Methionine) Emotional Health and Well Being
Colostrum IgG30 1000 Immune System Support and Energy
MSM 1000 Joint and Connective Tissue Health
The Company intends to develop other new products and SKU's within
these lines in the future. Management believes that there may be products that
are developed outside of these lines that need their own separate identity. In
addition, there may be products that are developed internally that are part of
different categories and products that are attained through acquisition that
have already established their brand identity within the marketplace. Management
can provide no assurances as to the continued viability of any current products
within the marketplace or the expected marketability of any future products that
the Company may develop or acquire.
International
Certain of the Company's products are sold in Canada and Turkey. Sales
in Canada and Turkey are conducted through distributors who service various
retail outlets in their respective territories.
RESULTS OF OPERATIONS
Net sales for the three and nine months ended September 30, 2000 were
$397,063 and $1,275,346, respectively, compared to net sales of $132,289 and
$182,943 for the same periods last year, an increase of $264,774 or 200% and
$1,092,403 or 597%, respectively. This increase is due to the expanded sales of
the Company's product lines, PURECHOICE(TM) and SOLUTIONS(TM). The Company's
objective is to become a recognized leader in the provision of high quality
brand name natural products that are marketed in niche market segments in which
its products can be among the market leaders in their respective categories. The
Company's potential for growth at this time involves the continued development
of niche products within the PURECHOICE(TM) and SOLUTIONS(TM) lines and the
establishment of other branded lines that can be marketed and sold into consumer
channels. Such consumer channels include health food, pharmacy, grocery and drug
chains, mail order and internet distribution. The Company considers its biggest
potential to involve the development and marketing of a broad base of consumer
products that support a natural lifestyle rather than a specific category of
natural products. Through consistent active involvement in the trends that
affect consumers, the Company will attempt to focus on building brand identity
for each of the types of product lines it develops. Additionally, the Company
strives to achieve its objective by identifying brands with favorable
demographic appeal, quickly modifying products and promotions in response to
changing consumer demands,
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BAYWOOD INTERNATIONAL, INC.
and developing creative and cost-effective marketing and advertising programs.
The Company's gross profit margin for the three and nine months ended
September 30, 2000 was 61.5% and 59.6%, respectively, compared to 52.2% and
48.1% for the same periods last year. The variation in gross profit margin in
the nine month period is due to the dramatic change in the Company's product
lines that are currently being sold compared to periods prior to July 1999. In
addition to this change in product lines, the significant shift in distribution
channels has impacted the Company's gross profit margins based on such factors
as discounts and promotions that are often utilized as part of the Company's
marketing programs. For the three months ended September 30, 2000, the increase
in gross margin compared to the same period last year is due to the Company's
sales of some higher margin products as part of its sales mix for the period.
Selling, general and administrative expenses for the three and nine
months ended September 30, 2000 were $535,154 and $1,626,614, respectively,
compared to $354,740 and $763,286 for the same periods last year. Overall
corporate expenditures related to general and administrative overhead have
decreased significantly as a percentage of sales compared to the same period
last year while marketing expenditures have increased including advertising,
sales salaries, commissions, royalties and new product development expenses.
Royalties, advertising and promotional expenses related to the launch of new
products within the Company's new product lines were the largest portion of
selling, general and administrative expenses for the nine months ended September
30, 2000 totaling approximately $690,000. Management anticipates that a
considerable portion of the promotional expenses associated with bringing the
Company's new products to the market in the first nine months of 2000 will not
recur in future periods. More specifically, while the amount of such expenditure
may grow as the Company's revenues grow, the amounts as a percentage of sales
will decrease considerably. In addition, now that the Company's products are
being sold into approximately 11,000 stores, the further development of those
customers will come from the introduction of new products rather than the
promotional expenses associated with gaining initial distribution.
There is no income tax benefit recorded because any potential benefit
of the operating loss carryforwards generated have been equally offset by an
increase in the valuation allowance on the deferred income tax asset.
Net loss for the three and nine months ended September 30, 2000 was
$(326,579) or $(.01) per share and $(948,878) or $(.03) per share, respectively,
compared to a net loss of $(314,545) or $(.01) per share and $(741,236) or
$(.01) per share for the same period last year.
For the three and nine months ended September 30, 2000, the "Year 2000
Issue" did not present any operational problems for the Company and did not
materially effect the Company's relationships with customers, vendors and
others. The "Year 2000 Issue" arose because many existing computer programs use
only the last two digits to refer to a year. Therefore, these computer programs
do not properly recognize a year that begins with "20" instead of the familiar
"19". If not corrected, many computer applications could fail or create
erroneous results. The Company also relies on standard office productivity
software which is represented as being Y2K compliant.
The Company implemented various modifications to ensure that its
computer applications and equipment functioned properly in the Year 2000 and
beyond. (For this purpose, the term "computer equipment and applications"
includes systems commonly referred to as information technology systems ("IT
Systems"), such as data processing, accounting, telephone, and other
miscellaneous systems as well as systems that are not commonly referred to as IT
Systems such as fax machines, etc.
All internal and external costs associated with the Company's Year 2000
compliance activities were expensed as incurred. The Company believes that the
costs of addressing the Year 2000 issue did not have
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BAYWOOD INTERNATIONAL, INC.
a material impact on the Company's financial position.
OTHER INFORMATION
Interest Expense was $35,917 and $109,999 in three and nine months
ended September 30, 2000. The increase is due to the Company's interest expense
incurred from interest on notes payable to officers, directors and other third
parties.
Under the terms of note payable and convertible debenture agreements
with certain officers, directors and third parties, the Company has granted
warrants to purchase the Company's common stock. In most cases, the warrants
accrue to the noteholders after the six month term of the notes and are
thereafter exercisable by the noteholders at prices ranging from $0.08 to $0.24
per share. As of September 30, 2000, approximately $1,355,000 has been borrowed
from these parties and approximately 2,700,000 warrants have been accrued under
them.
Any interest income for the three and nine months ended September 30,
2000 was generated from the Company's invested cash balance in interest-bearing
money market accounts.
Management anticipates that a considerable portion of the promotional
expenses associated with bringing the Company's new products to the market in
the first nine months of 2000 will not recur in future periods. More
specifically, while the amount of such expenditures may grow as the Company's
revenues grow, the amounts as a percentage of sales will decrease considerably.
In addition, now that the Company's products are being sold into approximately
11,000 stores, the further development of those customers will come from the
introduction of new products rather than the promotional expenses associated
with gaining that initial distribution. While the Company anticipates that it
will incur additional promotional expenses as it gains new customers, the
amounts as a percentage of sales will also decrease over time.
The market for natural products industry is highly competitive in each
of the Company's existing and anticipated product lines and methods of
distribution. Numerous manufacturers and distributors compete with the Company
for customers throughout the United States and internationally in the packaged
nutritional supplement industry selling products to retailers such as mass
merchandisers, drug store chains, independent pharmacies and health food stores.
Many of the Company's competitors are substantially larger and more experienced
than the Company, have longer operating histories and have materially greater
financial and other resources than the Company. Many of these competitors are
private companies, and therefore, the Company cannot compare its revenues with
respect to the sales volume of each competitor. There can be no assurance that
the Company will be able to compete successfully with its more established and
better capitalized competitors.
CAPITAL EXPENDITURES
During the nine months ended September 30, 2000, the Company incurred
$103,005 in capital expenditures for computers, equipment and fixtures. As of
September 30, 2000, the Company had no material commitments for capital
expenditures.
LIQUIDITY AND CAPITAL RESOURCES
As of the nine months ended September 30, 2000, the Company had
$608,205 in current assets of which $443,079 or 72.9% was cash and receivables.
Total current liabilities including notes payable and convertible debentures for
the same period totaled $2,552,126. Management considers its relationship to all
of its noteholders to be close. The terms of the debt with the officers,
directors and third parties are such that it is
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BAYWOOD INTERNATIONAL, INC.
classified as current liabilities as of September 30, 2000.
As the Company grows, management continuously analyzes the alternatives
for maintaining and raising capital in order to properly fund the Company's
working capital needs and to significantly increase the Company's sales growth
of new products into new distribution channels. Certain officers, directors and
third parties have funded operations in 1999 and the first nine months of 2000
with whom the Company maintains a close relationship. Management expects that
the Company may require $500,000 to $1,000,000 in additional financing in the
coming six to nine months to support the level of growth that management
believes can be achieved. The Company's needs for operating capital are being
supplemented by the increasing cash flow from its growing business which is now
currently covering the Company's general operating overhead. In addition, the
nature of the Company's business is such that its higher marketing expenses can
be curtailed, if needed, in order to bring the Company's cash flow to a more
manageable level. Historically, management has been successful in raising the
necessary capital to fund the Company's growth and believes that it will
continue be successful in raising the funds required to meet its obligations.
However, there can no assurances that the cash can be successfully raised. As is
the case with any growth company, if the Company cannot raise the capital, the
effect may be that the Company will not meet its projections.
"CAUTION REGARDING FORWARD-LOOKING STATEMENTS"
CERTAIN STATEMENTS CONTAINED IN THIS REPORT THAT ARE NOT RELATED TO
HISTORICAL RESULTS, INCLUDING, WITHOUT LIMITATIONS, STATEMENTS REGARDING THE
COMPANY'S BUSINESS STRATEGY AND OBJECTIVES AND FUTURE FINANCIAL POSITION, ARE
FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES
ACT AND SECTION 21E OF THE EXCHANGE ACT AND INVOLVE RISKS AND UNCERTAINTIES.
ALTHOUGH THE COMPANY BELIEVES THAT THE ASSUMPTIONS ON WHICH THESE
FORWARD-LOOKING STATEMENTS ARE BASED ARE REASONABLE, THERE CAN BE NO ASSURANCE
THAT SUCH ASSUMPTIONS WILL PROVE TO BE ACCURATE AND ACTUAL RESULTS COULD DIFFER
MATERIALLY FROM THOSE DISCUSSED IN THE FORWARD-LOOKING STATEMENTS. FACTORS THAT
COULD CAUSE OR CONTRIBUTE TO SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED TO,
THOSE SET FORTH IN THE FOLLOWING SECTION, AS WELL AS THOSE DISCUSSED ELSEWHERE
IN THIS REPORT. ALL FORWARD-LOOKING STATEMENTS CONTAINED IN THIS REPORT ARE
QUALIFIED IN THEIR ENTIRETY BY THIS CAUTIONARY STATEMENT.
FACTORS THAT MAY AFFECT FUTURE RESULTS
The Company believes that results of operations in any quarterly period
may be impacted by factors such as delays in the shipment of new or existing
products, difficulty in the manufacturer acquiring critical product components
of acceptable quality and in required quantity, timing of product introductions,
increased competitions, the effect of announcements and marketing efforts of new
competitive products, a slower growth rate in the Company's target markets, lack
of market acceptance of new products and adverse changes in economic conditions
in any of the countries in which the company does business. Due to the factors
noted above, the Company's future earnings and stock price may be subject to
significant volatility. Any shortfall in revenues or earnings from levels
expected by the investing public or securities analysts could have an immediate
and significant adverse effect on the trading price of the Company's common
stock.
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BAYWOOD INTERNATIONAL, 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
<TABLE>
<CAPTION>
Exhibit
Number Exhibit Name Method of Filing
------ ------------ ----------------
<S> <C> <C>
3.1 Articles of Incorporation, as amended *
3.2 By-Laws **
4.1 Specimen Common Stock Certificate ***
4.2 Description of Common Stock ****
4.3 Certificates of Designation for Preferred Shares *****
4.4 Certificates of Designation for Class D
Redeemable Convertible Preferred Stock ******
27.1 Financial Data Schedule Exhibit filed herewith
</TABLE>
* Incorporated by reference to Exhibit 3.1 of annual report on Form 10-KSB
(file no. 0-22024) filed on April 18, 1996.
** Incorporated by reference to Exhibit 3 of Registration Statement on Form
S-1 (file no. 33-10236) filed on January 27, 1987, and declared effective on
February 14, 1988.
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BAYWOOD INTERNATIONAL, INC.
*** Incorporated by reference to Exhibit 1 of Registration Statement on Form
8-A (File no. 022024) filed on July 2, 1993, and declared effective on July
9, 1993.
**** Incorporated by reference to page 31 of Registration Statement on Form S-1
(file no. 33-10236) filed on January 27, 1987, and declared effective on
February 14, 1988.
***** Incorporated by reference to Exhibit 4.3 of quarterly report on Form
10-QSB (file no. 0-22024) filed on August 11, 1997.
****** Incorporated by reference to Exhibit 4.4 of quarterly report on Form
10-QSB (file no. 0-22024) filed on May 17, 1999.
(b) Reports on Form 8-K
None
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<PAGE> 14
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BAYWOOD INTERNATIONAL, INC.
(Registrant)
By: /s/ Neil Reithinger Date: November 14, 2000
-----------------------------
Neil Reithinger
Chairman of the Board, President, C.E.O.
and Principal Accounting Officer
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<PAGE> 15
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
27.1 Financial Data Schedule
