<PAGE>
Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(x) Quarterly Report Under 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 1-9569
FMC Gold Company
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 88-0226676
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5011 Meadowood Way, Reno, Nevada 89502
------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(702) 827-3777
------------------------------
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
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at June 30, 1995
- --------------------------------------- ----------------------------
Common Stock, par value $0.01 per share 73,484,395
<PAGE>
Page 2
PART 1 - FINANCIAL INFORMATION
------------------------------
ITEM 1. FINANCIAL STATEMENTS
- -----------------------------
FMC Gold Company
- ----------------
Consolidated Statements of Income (Loss) (Unaudited)
- ----------------------------------------------------
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30 Ended June 30
---------------- ----------------
1995 1994 1995 1994
------- ------- ------- -------
<S> <C> <C> <C> <C>
Sales $ 9,704 $17,848 $18,842 $40,149
Costs and expenses
Cost of sales 10,979 15,641 19,988 30,694
Exploration costs 2,401 3,385 6,409 6,390
Selling, general and
administrative expenses 1,092 1,410 2,414 2,921
------- ------- ------- -------
Total costs and expenses 14,472 20,436 28,811 40,005
Earnings (loss)before interest
and taxes (4,768) (2,588) (9,969) 144
Interest income 1,604 2,209 3,245 4,377
------- ------- ------- -------
Income (loss) before income taxes (3,164) (379) (6,724) 4,521
Provision (benefit) for income
taxes - (54) - 198
------- ------- ------- -------
Net income (loss) $(3,164) $ (325) $(6,724) $ 4,323
======= ======= ======= =======
Earnings (loss) per common share $ (0.04) $ - $ (0.09) $ 0.06
======= ======= ======= =======
Number of common shares used in
earnings per share computations 73,484 73,484 73,484 73,484
======= ======= ======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
Page 3
<TABLE>
<CAPTION>
FMC Gold Company
- ----------------
Consolidated Balance Sheets
- ---------------------------
(In thousands, except per share data)
June 30
1995 December 31
Assets (Unaudited) 1994
- ------ ----------- -----------
<S> <C> <C>
Current assets:
Loans due from FMC Corporation $ 88,000 $120,326
Trade receivables, net 1,786 1,496
Inventories (Note 2) 12,255 5,621
Other current assets 1,253 1,558
-------- --------
Total current assets 103,294 129,001
-------- --------
Property, plant and equipment at cost 320,452 298,919
Less accumulated depreciation 202,789 197,652
-------- --------
Net property, plant and equipment 117,663 101,267
Other assets 5,047 4,821
-------- --------
Total assets $226,004 $235,089
======== ========
Liabilities and Stockholders' Equity
- ------------------------------------
Current liabilities:
Outstanding checks in excess of bank balances $ 1,556 $ 1,940
Accounts payable, trade and other 11,377 11,110
Accrued and other liabilities 7,902 9,025
Amounts due to FMC Corporation 1,516 594
Income taxes payable 1,891 1,919
-------- --------
Total current liabilities 24,242 24,588
-------- --------
Other long-term liabilities 12,364 14,379
Stockholders' equity:
Preferred stock, $1.00 par value, authorized
100,000 shares; none issued or outstanding - -
Common stock, $0.01 par value, authorized
150,000,000 shares; issued and outstanding
73,484,395 shares 735 735
Capital in excess of par value 68,609 68,609
Retained earnings 120,054 126,778
-------- --------
Total stockholders' equity 189,398 196,122
-------- --------
Total liabilities and stockholders' equity $226,004 $235,089
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
Page 4
FMC Gold Company
- ----------------
Consolidated Statements of Cash Flows (Unaudited)
- -------------------------------------------------
(Dollars in thousands)
<TABLE>
<CAPTION>
Six Months
Ended June 30
--------------------
1995 1994
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (6,724) $ 4,323
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Provision for depreciation and amortization 8,158 4,759
(Increase) decrease in assets:
Trade receivables (290) 1,246
Inventories (6,634) 234
Other current assets 305 445
(Decrease) increase in liabilities:
Accounts payable, trade and other 267 (2,063)
Accrued and other liabilities (1,123) (79)
Amounts due to FMC Corporation 922 (437)
Income taxes payable (28) (492)
Other long-term liabilities (2,015) (65)
-------- --------
Net cash provided (used) by operating activities $ (7,162) $ 7,871
======== ========
Cash flows from investing activities:
Capital spending $(25,071) $ (8,380)
Disposal of property, plant and equipment, net 517 124
Increase in other assets (226) (4,127)
-------- --------
Net cash used in investing activities (24,780) (12,383)
-------- --------
(Decrease) in cash and cash equivalents (31,942) (4,512)
Cash and cash equivalents, beginning of period 118,386 166,784
-------- --------
Cash and cash equivalents, end of period $ 86,444 $162,272
======== ========
</TABLE>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash and cash equivalents consist of cash less outstanding checks in excess of
bank balances and loans due from FMC Corporation.
See accompanying notes to consolidated financial statements.
<PAGE>
Page 5
FMC Gold Company
- ----------------
Notes to Consolidated Financial Statements (Unaudited)
- ------------------------------------------------------
Note 1: Financial Information
- ------------------------------
The consolidated balance sheet at June 30, 1995, and the related statements of
income and cash flows for the interim periods ended June 30, 1995 and 1994 have
been reviewed by the company's independent auditors. The review is discussed
more fully in their report included herein. In the opinion of management, such
financial statements have been prepared in conformity with generally accepted
accounting principles and reflect all adjustments necessary for a fair statement
of the results of operations for the interim periods. All such adjustments are
of a normal recurring nature. The results of operations for the six-month
periods ended June 30, 1995 and 1994 are not necessarily indicative of the
results of operations for the full year.
The accounting policies followed by the company are set forth in Note 1 to the
company's financial statements in the 1994 FMC Gold Company Annual Report, which
is incorporated by reference in Form 10-K.
Note 2: Inventories
- --------------------
Inventories included in current assets were:
<TABLE>
<CAPTION>
(In Thousands)
June 30 December 31
1995 1994
------- -----------
<S> <C> <C>
Gold and silver dore $ 60 $ 279
Leach-pad ore 9,171 2,730
Materials and supplies 3,024 2,612
------- ------
$12,255 $5,621
======= ======
</TABLE>
Gold and silver inventories are in the form of dore which is suitable for
delivery to precious metal treatment facilities. These inventories are
generally sold to and further processed by these facilities into forms suitable
for end uses.
Note 3: Accounting Standards Adopted
- ------------------------------------
Statement of Financial Accounting Standards No. 112, "Employers' Accounting for
Postemployment Benefits" was implemented by the company effective January 1,
1994. Statement No. 112 requires accrual of the expected cost of providing
certain benefits to former or inactive employees after employment but before
retirement. The effect of implementation was not material, and accordingly, has
been included as part of costs and expenses.
Note 4: Acquisitions
- ---------------------
In June 1994, the company purchased the remaining 14 percent interest in the
Beartrack joint venture from MINEX, bringing the company's ownership interest in
the property to 100 percent. The Beartrack deposit, near Salmon, Idaho,
contains approximately one million ounces of proven and probable gold reserves.
The ore will be mined and processed as a large scale heap-leach operation over a
seven year operating life, with initial production expected in August 1995.
<PAGE>
Page 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
- --------------------------------------------------------------------------------
OF OPERATIONS
- -------------
FINANCIAL CONDITION
-------------------
Cash to meet the company's operating needs, finance capital expenditures and
fund exploration activities was provided from existing cash reserves (including
loans due from FMC Corporation ("FMC")). Any cash generated in excess of these
requirements is loaned to FMC at varying maturities, repayable on demand. As of
June 30, 1995, loans to FMC totaled $88.0 million. As of June 30, 1995, FMC's
cash on hand and available credit lines were more than adequate to allow for
repayment of these loans.
Known cash requirements for the remainder of 1995 are approximately $15.0
million for planned capital expenditures, $4.3 million for exploration costs and
$3.7 million for dividends, based on the current dividend rate. The company
expects to fund these requirements from existing cash and cash equivalents
(including loans due from FMC) and cash flow from operations. The company
believes any unexpected cash requirements could be funded through borrowings.
On March 31, 1994, FMC increased its ownership interest in the company to 80
percent. Due to this increased ownership percentage, the company is included in
FMC's federal tax return for tax periods beginning April 1, 1994, under a tax-
sharing agreement whereby the company pays to FMC amounts generally equal to the
tax the company would have been required to pay had it filed a separate return.
Second Quarter of 1995 Compared with Second Quarter of 1994
- -----------------------------------------------------------
Sales in the second quarter of 1995 were $9.7 million, $8.1 million lower than
last year's quarter due to a 44 percent decline in gold production. The decline
in gold production resulted from the Jerritt Canyon operation becoming the
company's sole producing property in the first half of 1995 due to the July 1994
closing of the Royal Mountain King mill and the winding down of the Paradise
Peak heap-leaching operation. Realized gold prices rose from $381 per ounce to
$387 per ounce. Net loss was $3.2 million, or $0.04 per share, compared with a
net loss of $0.3 million, or less than $0.01 per share in 1994 due to the
decrease in gold production.
Second quarter gold production was 24,000 ounces compared with 43,000 in the
second quarter of 1994. The company's 30 percent share of production from the
Jerritt Canyon mine increased to 24,000 ounces from 22,000 in the year-ago
period as an 18 percent increase in mill grades more than offset lower mill
throughput and recoveries. Gold production at Paradise Peak declined to less
than one thousand ounces from nine thousand ounces in 1994. Reclamation activity
at Paradise Peak and Royal Mountain King continued in the quarter.
Cost of sales in the second quarter declined to $11.0 million from $15.6 million
in the 1994 quarter. Costs at Jerritt Canyon increased $0.3 million due to
higher depletion expenses. Costs at Paradise Peak declined $1.3 million,
reflecting the decline in production. Royal Mountain King mine costs declined
$3.9 million due to the May 1994 cessation of mining.
Exploration costs in the second quarter of 1995 were $2.4 million and focused
mainly on continuing work at the El Penon project in Chile, the Rossi, Nevada
project and within the Jerritt Canyon claim block.
Administrative expenses were $0.3 million lower than the year ago period due to
reduced spending levels.
The company remains debt free with interest income of $1.6 million earned on
cash loaned to FMC. Interest income was $0.6 million lower than in 1994
reflecting the lower loan balance.
The company has not reflected a tax benefit for losses in the second quarter of
1995. The effective tax rate for the second quarter of 1994 was 14.2 percent.
<PAGE>
Page 7
Six Months of 1995 Compared With Six Months of 1994
- ---------------------------------------------------
Sales in the first six months of 1995 were $18.8 million compared with $40.1
million for the first six months of 1994. Net loss was $6.7 million, or $0.09
per share, versus 1994 net income of $4.3 million or $0.06 per share.
Sales were $21.3 million lower than in 1994 as the Jerritt Canyon operation
became the company's sole producing property. The company's 30 percent share of
production from the Jerritt Canyon mine decreased 5,000 ounces to 46,000 ounces,
as lower throughput and recoveries offset a 6 percent increase in mill ore
grades. Production at Paradise Peak was 27,000 ounces lower due to the winding
down of the heap leach operation. There was no production from the Royal
Mountain King mine in 1995, as the mill was shut down in July of 1994 due to
depletion of the orebody.
Exploration spending was level with 1994. Selling, general and administrative
expenses decreased $0.5 million to $2.4 million due to reduced spending levels.
The company has not tax benefited losses in the first half of 1995. The
effective rate for the first half of 1994 was 4 percent.
Beartrack Project
- -----------------
On May 4, 1994, the company announced plans to develop the Beartrack property
located near Salmon, Idaho. The Beartrack project encompasses approximately 30
square miles of mining claims and contains approximately one million ounces of
proven and probable reserves.
During the second quarter of 1994, the company purchased put options and entered
into certain forward contracts in connection with future gold production
expected from the Beartrack property. The options were purchased for $4 million
and provide the company the right to sell gold at an agreed-upon price of $400
per ounce. The options are recorded in other assets and will be amortized in
accordance with production. The last option expires in 2001.
A lawsuit filed in 1994 by the Sierra Club Legal Defense Fund is still pending.
The lawsuit alleges that the biological opinion issued by the National Marine
Fisheries Service on the Beartrack property fails to satisfy the requirements of
the Endangered Species Act. Motions for summary judgment have been filed by
both sides during the second quarter of 1995. FMC Gold believes the biological
opinion was carefully considered and is fully supported by the record.
Development at Beartrack continued uninterrupted in the second quarter and
construction is substantially complete. Cyanide application began in July, with
the first gold pour expected in August. The subcontractor has made claims
against the prime contractor alleging overruns for work performed which exceed
the original estimated costs for the project by approximately $10 million.
These claims are being disputed. The company has also incurred additional
expenses resulting from delays in completion of the project. An arbitration of
the subcontractor's claims is expected in the fourth quarter.
El Penon Project
- ----------------
FMC Gold Company's wholly owned subsidiary, Minera FMC Limitada, has identified
significant gold and silver mineralization at the El Penon project in northern
Chile. The mineralization has substantial potential to become an economic
orebody based on the primary target area that has been surface drilled to date.
The primary target area remains open along strike and at depth and several other
target areas have been identified elsewhere on the El Penon property. The El
Penon discovery was made by FMC Gold geologists as a result of the company's
ongoing grassroots exploration program.
<PAGE>
Page 8
The El Penon project comprises 220 square miles of mining concessions and leases
and is located 75 miles southeast of Antafogasta, Chile. There are 188
completed exploration holes on the property. In the primary target area, 57
holes have intercepted significant mineralization (at least 0.13 ounces per ton
(OPT) gold for at least 13 feet). Drilling on 100 foot spacing along a portion
of the primary target area has identified a significant resource, with an
average grade of 0.24 opt gold and 3.64 opt silver.
Thickness of the mineralization in the resource averages 50 feet to 100 feet in
a steeply dipping zone with mineable widths. The resource is oxidized, contains
minimal contaminants, and is amenable to direct cyanidation. Ore grade
mineralization beyond the preliminary inferred resource has been intercepted
nearby, and additional drilling is proceeding in an attempt to link this
mineralization to the resource.
FMC Gold geologists have discovered additional high grade mineralization at four
separate target areas up to 2 1/2 miles from the primary target. Other surface
and geophysical targets at El Penon have received only minimal attention to
date.
The discoveries to date are on concessions 100% owned, or under option by Minera
FMC Limitada. In addition, the company has acquired water rights which are
expected to be sufficient for initial mine development and future growth.
Rossi Project
- -------------
FMC Gold Company has discovered significant gold mineralization at the Rossi
property on the northern end of the Carlin Trend in Nevada. The mineralization
occurs in the Popovich geologic formation along a strike length of 2,400 feet
between depths of 770 and 2,160 feet.
Since 1990, FMC Gold has drilled 102 holes at the Rossi property to an average
depth of 1,600 feet. 80 of these holes have focused on the primary target area
where 24 holes have resulted in 47 significant intercepts (at least 0.20 opt
gold for at least 6 feet) with an average grade of 0.46 opt gold over 19 feet.
The company has developed a preliminary geologic model of the mineralization
based on these intercepts and inferred geologic controls. Although the geologic
model indicates significant potential and recent drilling has extended the
previous limits of demonstrated high grade mineralization, additional surface
drilling and underground access will be required to confirm the potential
indicated by the model, extend the known mineralized zone, and investigate
underground mining conditions. The company continues to investigate the Rossi
property with an active drilling program.
The Rossi project is comprised of approximately 11 square miles of mining
claims. The company initially focused on shallow targets, but began a deep
drilling program in 1990 when the success of Barrick Gold and Newmont Gold's
deep drilling on nearby properties became known. FMC Gold acquired 100% of the
precious metals rights at the Rossi Project in 1993 from an NL Baroid affiliate.
<PAGE>
Page 9
INDEPENDENT ACCOUNTANTS' REPORT
-------------------------------
A report by KPMG Peat Marwick LLP, the company's independent accountants, on the
financial statements included in Form 10-Q for the quarter ended June 30, 1995
is included on page 11.
<PAGE>
Page 10
Following is a summary of key operating data for the company for the three-month
and six-month periods ended June 30, 1995 and 1994:
FMC Gold Company
----------------
Operating Data (Unaudited)
--------------------------
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30 Ended June 30
---------------- ----------------
1995 1994 1995 1994
------- ------- ------- -------
<S> <C> <C> <C> <C>
Tons of ore processed (thousands)
Jerritt Canyon (FMC Gold share) 221 233 427 463
Royal Mountain King - 349 - 681
Ore grade (ounces per ton milled)
Jerritt Canyon 0.123 0.104 0.127 0.120
Royal Mountain King - 0.048 - 0.051
Mill recoveries
Jerritt Canyon 86.8% 89.2% 85.8% 89.0%
Royal Mountain King - 70.1% - 72.5%
Production (thousands of ounces)
Gold
Paradise Peak - 9 2 29
Jerritt Canyon 24 22 46 51
Royal Mountain King - 12 - 25
------ ------ ------ ------
Total 24 43 48 105
Silver 4 39 12 102
Cash cost of production ($ per gold
equivalent ounce) $ 230 $ 276 $ 226 $ 232
</TABLE>
<PAGE>
Page 11
Independent Accountants' Report
--------------------------------
The Board of Directors
FMC Gold Company:
We have reviewed the accompanying consolidated balance sheet of FMC Gold Company
and consolidated subsidiaries as of June 30, 1995, the related consolidated
statements of income for the three-month and six-month periods ended June 30,
1995 and 1994 and the related consolidated statements of cash flows for the six-
month periods ended June 30, 1995 and 1994. These consolidated financial
statements are the responsibility of the company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquires of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted accounting standards, the objective of which
is the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the consolidated financial statements referred to above for them to
be in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of FMC Gold Company and consolidated
subsidiaries as of December 31, 1994, and the related consolidated statements of
income, cash flows and changes in stockholders' equity for the year then ended
(not presented herein); and in our report dated January 20, 1995, we expressed
an unqualified opinion on those consolidated financial statements. In our
opinion, the information set forth in the accompanying consolidated balance
sheet as of December 31, 1994, is fairly stated, in all material respects, in
relation to the consolidated balance sheet from which it has been derived.
KPMG Peat Marwick LLP
Salt Lake City, Utah
July 19, 1995
<PAGE>
Page 12
PART II - OTHER INFORMATION
---------------------------
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- ------------------------------------------------------------
Registrant's Annual Meeting of Stockholders was held on May 3, 1995. At the
meeting, stockholders voted on (i) the election of six directors and (ii)
ratification of the appointment of KPMG Peat Marwick LLP as Registrant's
Independent Auditors for 1995. Voting on each such matter was as follows:
<TABLE>
<CAPTION>
Votes Withheld/ Broker
1. Election of Directors Votes For Against Abstentions Non-Votes
------------------------ ---------- ------- ----------- ---------
<S> <C> <C> <C> <C>
L.D. Brady 72,248,539 - 311,586 -
R.N. Burt 72,250,094 - 310,031 -
P.L. Davies, Jr. 72,372,124 - 188,001 -
B.J. Kennedy 72,248,104 - 312,021 -
E.W. Littlefield 72,373,199 - 186,926 -
N.D. Hoang 72,247,667 - 312,458 -
2. Ratification of Auditors 72,493,388 43,172 23,565
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- -----------------------------------------
(b) Reports on Form 8-K
-------------------
One report was filed on Form 8-K on April 20, 1995 pertaining to FMC Gold
disclosures to the media on first quarter 1995 results of operations and
disclosure of mineralization discovery.
<PAGE>
Page 13
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.
FMC GOLD COMPANY
--------------------------
(Registrant)
Date: August 11, 1995
----------------------- --------------------------
Steven E. Baginski
Vice President Finance and
Chief Financial Officer
<PAGE>
Page 1
Exhibit Index
<TABLE>
<CAPTION>
Number in Page Number in
Exhibit Table Description Document Numbering System
- ------------- ----------- -------------------------
<C> <S> <C>
15 Letter re: unaudited 1
interim financial
information
(KPMG Peat Marwick LLP)
27 Financial Data Schedule 2
</TABLE>
<PAGE>
Page 1
Exhibit 15 Letter re: Unaudited Interim Financial Information
---------------------------------------
FMC Gold
Chicago, Illinois
Gentlemen:
Re: Registration Statements No. 33-35804 and No. 33-35805 on Form S-3.
With respect to the subject registration statements, we acknowledge our
awareness of the incorporation by reference of our report dated July 19, 1995
related to our review of interim financial information.
Pursuant to Rule 436(c) under the Securities Act of 1933, such report is not
considered a part of a registration statement prepared or certified by an
accountant or a report prepared or certified by an accountant within the meaning
of Sections 7 and 11 of the Act.
Very truly yours,
/s/ KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
Salt Lake City, Utah
August 11, 1995
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND> This schedule contains summary financial information extracted from FMC
Gold Company Form 10Q for the Quarterly Period Ended June 30, 1995 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 88,000
<SECURITIES> 0
<RECEIVABLES> 1,786
<ALLOWANCES> 0
<INVENTORY> 12,255
<CURRENT-ASSETS> 103,294
<PP&E> 320,452
<DEPRECIATION> 202,789
<TOTAL-ASSETS> 226,004
<CURRENT-LIABILITIES> 24,242
<BONDS> 0
<COMMON> 735
0
0
<OTHER-SE> 188,663
<TOTAL-LIABILITY-AND-EQUITY> 226,004
<SALES> 18,842
<TOTAL-REVENUES> 18,842
<CGS> 19,988
<TOTAL-COSTS> 19,988
<OTHER-EXPENSES> 6,409
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,724)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,724)
<EPS-PRIMARY> (.09)
<EPS-DILUTED> (.09)
</TABLE>
