SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934.
For the quarter ended Commission file number
September 30, 1997 33-12664-D
Worldwide Golf Resources, Inc.
(Exact name of registrant as specified in its charter)
Nevada 88-0335511
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1850 E. Flamingo, Suite 111
Las Vegas, Nevada 89119
(Address of principal executive offices) (Zip Code)
(702) 866-5880
Registrant's telephone number, including area code
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 _____
As of September 30, 1997, there were 13,052,248 shares of common stock
outstanding.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
AND SUBSIDIARIES
FOR THE QUARTER ENDED
September 30, 1997
INDEX
PART I - FINANCIAL INFORMATION
Page No.
Item 1.Financial Statements
Balance Sheet as of September 30, 1997 and
December 31, 1996 3
Statement of Operations for the three months
ended September 30, 1997 and 1996 4
Statement of Operations for the nine months
ended September 30, 1997 and 1996 5
Statement of Cash Flows for the nine months ended
September 30, 1997 and 1996 6-7
Notes to Financial Statements 7
Item 2.Management's Discussion and Analysis of
Financial Condition and Results of Operation 8-13
PART II - OTHER INFORMATION
Item 1.Legal Proceedings 13
Item 2.Changes in Securities 13
Item 3.Defaults by the Company upon its
Senior Securities 13
Item 4.Submission of Matter to a Vote of
Security Holders 13
Item 5.Other Information 14
Item 6.Exhibits and Reports of Form 8-K 14
SIGNATURES 15
<PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
WORLDWIDE GOLF RESOURCES, INC.
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
ASSETS
1997 1996
Unaudited
<S> <C> <C>
Current Assets $1,094,787 $1,079,244
Property and Equipment - Net 9,082,568 651,724
Other Assets 753,831 586,352
----------- ----------
Total Assets $10,931,186 $2,317,320
=========== ==========
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C> <C>
Current Liabilities $ 1,152,743 $ 941,392
Long Term Liabilities 3,066,155 435,325
Stockholders' Equity 6,712,288 940,603
----------- ----------
Total Liabilities and Stockholders' Equity $10,931,186 $2,317,320
=========== ==========
<FN>
</TABLE>
Prepared without audit.
<PAGE>
<TABLE>
WORLDWIDE GOLF RESOURCES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
THREE MONTHS PERIOD ENDED SEPTEMBER 30, 1997 AND 1996
UNAUDITED
1997 1996
<S> <C> <C>
Sales, Net of Returns and Discounts $ 680,263 $ 658,835
Cost of Goods Sold 378,358 400,588
--------- ------------
Gross Profit 301,905 258,247
Operating Expenses
Selling, General and Administrative 567,587 469,110
Writedown of equipment and other assets 0 433,102
-----------
Operating (Loss) (265,682) (643,965)
Other Income (Expense)
Interest Expense (97) (4,248)
Interest Income 2 0
---------- ----------
( 95) (4,248)
----------
(Loss) Before Income Taxes (265,777) (648,213)
Income Taxes 0 0
---------- ---------
Net (Loss) $ (265,777) $ (648,213)
============ ============
Net (Loss) Per Share of Common Stock $ (0.02) $ (0.19)
============ ============
Weighted Average Number of Shares outstanding 12,149,248 3,485,868
============ ============
<FN>
</TABLE>
Prepared without audit.
<PAGE>
<TABLE>
WORLDWIDE GOLF RESOURCES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
UNAUDITED
1997 1996
<S> <C> <C>
Sales, Net of Returns and Discounts $ 1,884,460 $1,858,153
Cost of Goods Sold 1,530,107 1,330,020
------------ ----------
Gross Profit 354,353 528,133
Operating Expenses
Selling, General and Administrative 2,482,632 1,022,167
Writedown of equipment and other assets 0 433,102
----------- ----------
Operating (Loss) (2,128,279) (927,136)
Other Income (Expense)
Interest Expense (5,981) (14,045)
Interest Income 1,531 0
Loss on Sales of Assets (157,287) 0
---------- ---------
(161,737) (14,045)
---------- ---------
(Loss) Before Income Taxes (2,290,016) (941,181)
Income Taxes 0 0
------------ -----------
Net (Loss) $(2,290,016) $ (941,181)
============ ===========
Net (Loss) Per Share of Common Stock $ (0.19) $ (0.30)
============ ============
Weighted Average Number of Shares outstanding 12,149,248 3,160,797
============ ============
<FN>
</TABLE>
Prepared without audit
<PAGE>
<TABLE>
WORLDWIDE GOLF RESOURCES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
UNAUDITED
1997 1996
<S> <C> <C>
Cash Flows from Operating Activities
Net Loss $(2,290,016) $(941,181)
Adjustments to Reconcile Net Loss
to Net Cash Provided by:
Operating Activities
Depreciation 175,454
Changes in Assets and Liabilities
(Increase) Decrease in Assets (111,491)
Increase (Decrease) in Liabilities 62,476
-----------
Total Adjustments 126,439 266,898
----------- -----------
Net Cash Used by Operating Activities (2,163,577) (674,283)
Cash Flows from Investing Activities
Property and Equipment Purchases (2,645,904) 0
----------- -----------
Net Cash Used in Investing Activities (2,645,904) 0
Cash Flows from Financing Activities
Issuance of Common Stock 2,656,787 526,988
Loan Proceeds 1,999,607 0
Stockholder Loans 510,614 156,123
Sale of Treasury Stock 25,128 25,778
Payments on Loan Proceeds (134,152) 0
---------- ---------
Net Cash Provided by Financing Activities 5,057,984 708,889
Increase (Decrease) in Cash and Cash Equivalents 248,503 34,606
Balance, Beginning of Year 14,803 65,345
---------- --------
Balance, End of Year $ 263,306 $ 99,951
============ ==========
<FN>
</TABLE>
Prepared without audit.
<PAGE>
<TABLE>
WORLDWIDE GOLF RESOURCES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
UNAUDITED
1997 1996
Supplemental Information
<S> <C> <C>
Cash Paid for:
Interest $ 5,981 $ 6,077
========= ==========
Income Taxes $ 0 $ 0
========= ==========
<FN>
Prepared without audit.
WORLDWIDE GOLF RESOURCES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
STATEMENT OF INFORMATION FURNISHED
1. Statement of Information Furnished
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Form 10-Q instructions and in the opinion of
management contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of
September 30, 1997, the results of operations for the three months ended
September 30, 1997 and 1996 and the nine months ended September 30, 1997
and 1996 and the cash flows for the nine months ended September 30, 1997
and 1996. These results have been determined on the basis of generally
accepted accounting principles and practices and applied consistently with
those used in the preparation of the Company's 1996 Annual Report on Form
10-K.
Certain information and footnote disclosures included in the financial
statements presented in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that the
accompanying consolidated financial statements be read in conjunction with
financial statements and notes thereto incorporated by reference in the
Company's 1996 Annual Report on Form 10-K.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
Overview
The Company is engaged in four primary business segments in
golf-related product and services industries; the manufacturing of golf
driving range equipment, the manufacturing and installation of synthetic
turf for driving ranges, and the operation of a golf course and country
club. The Company is also actively pursuing the acquisition and
development of driving range/teaching facilities. This program includes
the purchase and remodel of active facilities, as well as the development
of state-of the-art facilities throughout the country. The Company has
implemented a new management team, which it believes will enable the
Company the opportunity to compete with industry leaders.
Results of Operations for the three months ended September 30, 1997 and
1996
Synthetic Turf Manufacturing, Sales and Installation
The Company's synthetic turf manufacturing subsidiary's operation,
formerly American Turf Manufacturing, Inc., is now operating under a new
corporate entity, Worldwide Golf Resources, Inc., a Georgia Corporation.
The new Management has chosen to create this entity in order to obtain a
clean separation from various activities of the replaced managers of
American Turf Manufacturing, Inc. These activities include outdated and
nettlesome contracts with sales representatives, as well as general
management practices. The Company feels that with the increased volume of
synthetic turf revenues, the increased number of contracts being
negotiated, and the new direction of Company goals, this was the time to
ensure a separation from the activities of American Turf Manufacturing
Inc., and move towards the future.
The development of synthetic or artificial turf surfaces provides new
opportunities in the construction and development of driving ranges in
those regions which experience extreme variances in climate, such as arid
climate or drought, excessive or heavy rainfall, and/or grass disease.
Synthetic turf is "community friendly" as it does not require any
fertilizing, fungicides, or pesticides. Since water scarcity is becoming a
more significant issue in many regions, synthetic turf may become the only
avenue in which governmental authorities will grant a permit for building a
new driving range. The division currently has five large installation jobs
in progress, is negotiating seven large contracts, and has multiple other
leads. The Company believes revenues will continue to increase as they
have in the past. With over 2,000,000 square feet of turf installation in
progress, a conservative estimate is for the revenues to double in the next
year.
The Georgia subsidiary's revenues for the third quarter of 1997
decreased $114,786 (21%) to $425,899, from American Turf Manufacturing's
$540,685 in the third quarter of 1996. Worldwide Golf Resources, Inc., a
Georgia Corporation provided 73% of the Company's third quarter revenues.
The net income for the third quarter of 1997 increased $215,502 (294%)
to $142,119 from American Turf Manufacturing Inc.'s net loss of $73,383 in
the third quarter of 1996.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
Golf Publications
The Company's publication segment was engaged in the publication of
the Las Vegas Golf magazine, the annual Las Vegas Golf Guide and the
instructional golf video Golf Tips for Desert Play. Due to limited working
capital in the past, the prior sales of these products were minimal.
Therefore, the new management does not feel that this segment will achieve
the return on investment adequate for the Company. All publication has
been stopped, with no plans to re-instate it in the near future. Due to
the inactiveness of this segment, this decision has no affect on the
Company's revenues.
Golf Driving Range Equipment Manufacturing, Sales and Installation
The golf driving range equipment manufacturing, sales and installation
is effected through Advanced Golf Systems, Inc. dba Range Master of
Temecula, California. Net sales for the third quarter ended September 30,
1997, were $6,043 a decrease of $94,478 (94%) from $100,521 in the third
quarter of 1996. The reduction in sales was due primarily to restrictions
of working capital, and the closing of the operation. Range Master provided
1% of the Company's third quarter revenues. The golf driving range
equipment manufacturing, sales and installation is currently being
outsourced to Selectronics, Inc. of Elmira Heights, New York. The net loss
for the third quarter of 1997 decreased $93,866 to $27,514 from $121,380 in
the third quarter of 1996.
After review of the operation by the new management, the Company has
decided this division would require a large amount of the Company's working
capital to continue operations. The decision has been made by the new
Management to dissolve the wholly-owned subsidiary Advanced Golf Systems,
Inc, dba Range Master. The Company feels that this decision will enable
the Company to move forward into a new direction which will offer the most
value to its shareholders. The driving range equipment industry does not
provide a large return on investment. However, the Company may continue to
manufacture equipment for its own facilities. This will provide the
Company an opportunity to reduce costs at all facilities developed and/or
acquired in the future. With the reduction in marketing and sales expenses
of this equipment, the Company may focus additional capital on its golf
driving range facility acquisitions and development program.
Golf Club Assembly and Sales
Tour Precision is currently inactive and had no sales for the third
quarter of 1997 or 1996. The new management has decided that due to the
competition in this industry, the Company will not try to re-establish this
operation in the near future. Due to the inactiveness of this division,
this decision has no affect on the Company's operating revenues.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
Golf Course and Country Club Operations
Pelican Beach Golf Course and Country Club, located in Gimli,
Manitoba, Canada, was acquired by the Company on February 1, 1997. The Golf
Course recorded sales of $154,163 during the third quarter of 1997. The net
loss for the third quarter of 1997 was $11,010. Pelican Beach Golf Course
provided 26% of the Company's third quarter revenues. The Country Club
showcases a 12,000 square foot, three-level clubhouse which accommodates a
pro-shop, a state of the art family amusement center, two cocktail lounges,
and a large open seat restaurant. The third floor's principal attraction
will be Video Lottery Terminal machines and off-track horse race betting.
This facility sustains year-round operations; complementing winter
activities such as cross-country skiing and snowmobiling, which enables the
Company to maintain year-round revenues.
Results of Operation for the nine months ended September 30, 1997 and 1996
Synthetic Turf Manufacturing, Sales and Installation
Worldwide Golf Resources, Inc., a Georgia Corporation, earned revenues
for the first nine months of 1997 of $1,256,481, an increase of $78,963
(7%) from American Turf Manufacturing's $1,177,518 in the first nine months
of 1996. The Georgia subsidiary provided 70% of the Company's first nine
months revenues. Management expects this subsidiary to increase its revenue
impact through the addition of increased working capital to fill orders
presently on hand.
The net loss for the first nine months of 1997 increased $71,699
(31%) to $300,540 from $228,841 in the first nine months of 1996. The
increase was primarily due to an increase in cost of sales, due to
inventory adjustments and increased costs. However, this division
continues to increase its net income, and the new management believes it
will show a profit by the end of 1997.
Golf Driving Range Equipment Manufacturing, Sales and Installation
The golf driving range equipment manufacturing, sales and installation
is effected through Advanced Golf Systems, Inc. dba Range Master of
Temecula, California. Net sales for the nine months ended September 30,
1997, were $286,696, a decrease of $152,386 (35%) from $439,082 in the
first nine months of 1996.
The net loss for the first nine months of 1997 decreased $11,205 to
$232,543 from $243,748 in the first nine months of 1996. Advanced Golf
Systems, Inc. provided 16% of the Company's first nine months revenues.
This facility, and its operation has been shut down, and no additional
expenses are being incurred by this operation. The new Management has made
the decision to dissolve the wholly-owned subsidiary Advanced Golf Systems,
Inc. dba Range Master due to its new strategy to focus attention towards
its driving range facility acquisition and development program.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
Golf Course and Country Club Operations
Pelican Beach Golf and Country Club was acquired by the Company on
February 1, 1997. The Golf Course recorded sales of $216,014 through the
third quarter of 1997. Pelican Beach Golf Course provided 12% of the
Company's first nine months revenues.
The net loss for the first nine months of 1997 was $28,942. The loss
was due primarily to increased operating expenses due to opening activity.
Currency Fluctuations
Although substantially all of the Company's contracts are denominated
in United States dollars, fluctuations in the value of foreign currencies,
namely the Canadian dollar, relative to the United States dollar impact the
Company's results of operations. The company does not currently engage in
hedging activities with respect to currency fluctuations, but may do so in
the future.
Forward-Looking Statements and Associated Risks
This Quarterly Report on Form 10-Q contains forward-looking statements
made pursuant to the safe harbor provisions of the Securities Litigation
Reform Act of 1995. These forward looking statements are based largely on
the Company's expectations and are subject to a number of risks and
uncertainties, many of which are beyond the Company's control, including,
but not limited to, economic, competitive and other factors affecting the
Company's operations, markets, products and services, expansion strategies
and other factors discussed elsewhere in this report and the documents
filed by the Company with the Securities and Exchange Commission. Actual
results could differ materially from these forward-looking statements. In
light of these risks and uncertainties, there can be no assurance that the
forward-looking information contained in this report will in fact prove
accurate. The Company does not undertake any obligation to revise these
forward-looking statements to reflect future events or circumstances.
Liquidity and Capital Reserves
The Company is planning to complete an offering under Regulation S in
the very near future. The offering will supplement the company's working
capital needs. This, along with funds generated from operations will allow
the Company to continue its growth and to allow for expanded customer base.
Additional internal and external sources will be sought in the coming
periods as Management institutes a thorough program of rationalizing
product lines, their individual revenue potential and their respective
inventory/production requirements. In addition, the new Management is
currently developing a financial strategy in order to adequately fund its
intense sales, marketing, and strategic acquisitions and development
program, a primary focus on driving range facilities.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
Change in Management
On September 15, 1997, the Board of Directors made the following changes:
1. Jeffrey B. Johnson was elected President, Treasurer and Chief
Financial Officer.
2. Walter Gregory Chomichuk was elected as Vice President/International.
3. Debra K. Amigone was elected Secretary of the corporation.
At the annual shareholders' meeting held October 6, 1997, the following
were elected to serve on the Board of Directors until the next annual
meeting of shareholders:
1. Mac Shahsavar
2. Elaine Affleck
3. Seyed Torabian
4. Srini Chary
5. Jeffrey B. Johnson
This change in management corresponds with a change in attitude and
direction of the Company. The new President and Chief Financial Officer,
Jeffrey B. Johnson, has previously served as president of Management
Consulting Services, a financial advisory firm. He has also served as a
principal with the national accounting firms of Laventhol & Horwath,
Coopers & Lybrand, and Arthur Anderson & Co. In the past, Mr. Johnson has
served on the Board of Directors of another publicly traded company, and
brings to the Company experience in all aspects of the entertainment and
recreational industries. This complete re-organization of management is a
vital part in the new focus of the Company. The Company believes the new
management possesses the expertise it needs to achieve its new goals, which
include an aggressive program to acquire and develop golf driving range
facilities.
Trends
The Company has implemented a change in management in order to focus
its attention on the growing golf driving range industry. As of July 1,
1996, the National Golf Foundation (NGF) estimates that there were 1,732
stand-alone golf ranges (those not attached to an 18-hole course); the Golf
Range & Recreation Association of America puts the number closer to 2,100.
Both agree, however, that the number of centers continues to increase with
demand. According to research from Forecast Golf Group, Inc., there is
sufficient demand to support up to 3,500 free-standing golf driving ranges
in the United States. In 1994, according to the NGF, the dollars spent on
range balls per visit averaged $6.25; there were 11.5 million users and
visits per user averaged four to five. These figures indicate that golf
range industry revenues were $288-$360 million in 1994. The Golf Range &
Recreation Association estimates industry revenues from driving range sales
at $500 million in 1996. Ladenburg Thalman & Co., Inc. believes there is
an important distinction in newly built and renovated centers in that they
incorporate activities for the entire family, i.e., miniature golf, batting
cages, video games and snack bars. They also believe that the added
revenue sources that larger operations are incorporating into their centers
will boost total industry sales to $1 billion by the end of the decade.
The National Golf Foundation reports that the commercial golf range supply
in the U.S. is divided into three sections: large (51+ tees)-21%, medium
(21-50 tees)-59%, and small (1-20 tees)-20%. The Company plans to
primarily focus on the larger section of golf driving ranges, estimating
the average range to be 55-80 tees.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
The Company believes it has the management, resources, and a capital
funding program that will allow it to acquire or develop an average of one
range facility per month. These facilities are anticipated to include
driving ranges, teaching facilities, and family-oriented recreational
facilities. As a leader in the supply of range products, including
synthetic turf, for many years, and its recent acquisition of 680104
Alberta Ltd. dba GolfJack, the Company feels the time is right to
vertically integrate into the development, acquisition, ownership and
management of driving range facilities throughout the country. The ability
to supply these facilities with products at cost will instantly allow it to
gain a competitive advantage over competition and show higher return on
investments. As the Company's driving range development program
accelerates, it will also reap the benefits of economies of scale, and
volume discounts, for the products it will need to purchase (range balls,
tee dividers, etc.), allowing for increased margins.
The new management's decision to move aggressively into this lucrative
market shows its desire to exploit its knowledge, leadership, and
relationships in the driving range facility industry. Management believes
the Company has the foundation to achieve optimum shareholder value. As
the Company acquires facilities, all segments of its operation will
benefit. As it gains a share of this $1 billion market, the Company will
gain the ability to finance future acquisition with strong operating
revenues. The Company believes the time is right to gain entrance into
this market, as well as continue its acquisitions of quality companies with
high investment returns.
PART II--OTHER INFORMATION
Item 1. Legal Proceedings.
Pending litigation is deemed not to have any material impact on the
Company's financial position.
Item 2. Changes in Securities.
None.
Item 3. Defaults by the Company upon its Senior Securities.
None.
Item 4. Submission of Matter to a Vote of Security Holders.
At the annual shareholders' meeting held October 6, 1997, the
following were elected to serve on the Board of Directors until the next
annual meeting of shareholders:
1. Mac Shahsavar
2. Elaine Affleck
3. Seyed Torabian
4. Srini Chary
5. Jeffrey B. Johnson
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
Item 5. Other Information.
Subsequent Events
On October 23, 1997, the Company completed the acquisition of 100% of
680104 Alberta, Ltd. doing business as GolfJack. GolfJack is a state of
the art, patented golf training and practice device that will
"revolutionize the driving range" allowing the user to create any type of
uphill, sidehill, and downhill lies. The Company has assembled a
distribution network with over twenty (20) of the golf industry's top sales
representatives.
On October 31, 1997, the Company signed a letter of intent with
Suncorp Commercial Trust I on a debt to equity restructuring for Pelican
Beach Golf and Country Club. This agreement allows the Company to issue an
interest bearing convertible debenture to the lender as payment for
$2,109,998 in debt, the majority being mortgage payable. The Company
believes this restructuring frees up working capital to aggressively
continue its intense sales, marketing, and strategic acquisitions program.
Item 6. Exhibits and Reports of Form 8--K.
A Form 8-K filed on July 28, 1997 to report a change in the Officers
and Directors of the registrant.
A Form 8-K was filed on October 23, 1997 to report the new change in
management, and to disclose the acquisition of 680104 Alberta, Ltd., d/b/a
GolfJack.
<PAGE>
WORLDWIDE GOLF RESOURCES, INC.
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.
WORLDWIDE GOLF RESOURCES, INC.
(Registrant)
By:/s/Jeffrey B. Johnson By:/s/Debra K. Amigone
-------------------------- ----------------------
Jeffrey B. Johnson Debra K. Amigone
President and Secretary
Chief Operations Officer
Date: November 19, 1997 Date: November 19, 1997
---------------------- ------------------
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 263,306
<SECURITIES> 0
<RECEIVABLES> 488,879
<ALLOWANCES> (2,050)
<INVENTORY> 412,192
<CURRENT-ASSETS> 1,094,787
<PP&E> 9,445,237
<DEPRECIATION> (362,669)
<TOTAL-ASSETS> 10,931,186
<CURRENT-LIABILITIES> 1,152,743
<BONDS> 0
0
0
<COMMON> 1,305
<OTHER-SE> 6,710,983
<TOTAL-LIABILITY-AND-EQUITY> 10,931,186
<SALES> 680,263
<TOTAL-REVENUES> 680,263
<CGS> 378,358
<TOTAL-COSTS> 378,358
<OTHER-EXPENSES> 567,587
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (97)
<INCOME-PRETAX> (265,777)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (265,777)
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</TABLE>