<PAGE> 1
Securities and Exchange Commission
Washington, D.C. 2O549
FORM lO-Q
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
(Mark one)
[x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30 1996 or
-----------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR l5(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________
Commission File Number 0-16097
BAYOU INTERNATIONAL, LTD.
(Exact name of Registrant as specified in its charter)
Delaware 98-0079697
- ------------------------------- ------------
(State or other jurisdiction of (IRS Employer
incorporation or organisation) Identification No.)
Level 8, 580 St. Kilda Road, Melbourne, Victoria, 3004 Australia
----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 0ll (613) 9276-7888
-------------------
Securities registered pursuant to Section 12(b) of the Act :
Title of each class Name of each exchange
on which registered
N/A N/A
--- ---
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.15 per share
(Title of Class)
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 the past 90 days.
Yes X No
-----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the restraint has filed all documents and reports
required to be filed by Section 12,13 or 15(d) of the Securities Exchange Act of
1934 subsequent to the distribution of securities under a plan confirmed by a
court.
Yes No
------ ------
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. There were 46,890,893
outstanding shares on Common Stock, as of the latest practicable date. There
were 46,890,893 outstanding shares of Common Stock as of September 30, 1996
<PAGE> 2
PART 1
FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
Introduction to Interim Financial Statements.
The interim financial statements included here in have been prepared by
Bayou International, Ltd. (the "Company") without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission (The "Commission").
Certain information and footnote disclosure normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and regulations, although
the Company believes that the disclosures are adequate to make the information
presented not misleading. These interim financial statements should be read in
conjunction with the financial statements and notes thereto included in the
Company's Annual Report on Form 10-K for the year ended June 30, 1996.
In the opinion of management, all adjustments, consisting only of
normal recurring adjustments, necessary to present fairly the financial position
of the Company as of September 30, 1996 and September 30, 1996, the results of
its operations for the three month periods ended September 30, 1996 and
September 30, 1996, and the changes in its cash flows for the three-month
periods ended September 30, 1996 and September 30, 1996, have been included. The
results of operations for the interim periods are not necessarily indicative of
the results for the full year.
UNLESS OTHERWISE INDICATED, ALL FINANCIAL INFORMATION
PRESENTED IS IN AUSTRALIAN DOLLARS.
1
<PAGE> 3
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Balance Sheets
September 30, 1996 and June 30, 1996
and September 30, 1995
(in Australian Dollars)
(000's omitted)
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
Sept 30 June 30 Sept 30
1996 1996 1995
<S> <C> <C> <C>
Current Assets:
Cash $ 113 $ 73 $ 73
Accounts Receivable, net 54 53 63
Investments 3 3 45
-------- -------- --------
Total Current Assets 170 129 81
-------- -------- --------
Other Assets:
Property and Equipment, net 52 55 74
Goodwill, net 400 533
-------- -------- --------
933
Total Other Assets 452 588 1,007
-------- -------- --------
Total Assets $ 622 $ 717 $ 1,188
======== ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Bank Overdraft $ -- $ -- $ 56
Accounts Payable and
Accrued Expenses 305 346 497
-------- -------- --------
Total Current Liabilities 305 346 553
Long-Term Debt 2,289 1,998 1,165
-------- -------- --------
Total Liabilities 2,594 2,344 1,718
Stockholders' Equity (Deficit):
Common Stock: $0.20 par value
50,000,000 shares authorized,
46,941,789 issued and outstanding
9,388 9,388 9,388
Additional Paid-in-Capital 11,592 11,592 11,592
Retained Deficits (22,952) (22,607) (21,510)
-------- -------- --------
Total Stockholders' Deficit (1,972) (1,627) (530)
-------- -------- --------
Total Liabilities and
Stockholders' Equity $ 622 $ 717 $ 1,188
======== ======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
2
<PAGE> 4
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Statements of Operations
Three Months Ended September 30, 1996 and 1995
and Year ended June 30, 1996
(000's omitted)
(in Australian Dollars)
(Unaudited)
<TABLE>
<CAPTION>
3 Months Year 3 Months
Ended Ended Ended
Sept 30 June 30 Sept 30
1996 1996 1995
---- ---- ----
<S> <C> <C> <C>
Revenues:
Other Income $ 5 $ 124 $ 2
-------- -------- --------
5 124 2
Costs and Expenses:
Management Fee -- -- --
Interest Expense 60 185 36
Legal, Accounting & Professional 22 95 2
Depreciation & Amortization 3 14 3
Administrative 42 754 186
Research & Development 88 94 8
-------- -------- --------
215 1,142 235
-------- -------- --------
Loss from Operations (210) (1,018) (233)
Diminution of Asset Value -- 2 --
Gain (Loss) on Disposition of Assets -- 6 --
Foreign Currency Exchange Gain (Loss) (31) (546) (318)
Bad Debt (Expense) Recovery -- 79 --
-------- -------- --------
(31) (459) (318)
-------- -------- --------
Loss before Income Tax and
Amortization of Goodwill (241) (1,477) (551)
Provision for Income Tax -- -- --
-------- -------- --------
Loss before Amortization of Goodwill (241) (1,477) (551)
Amortization of Goodwill (133) (533) (133)
-------- -------- --------
Net Loss $ (374) $ (2,010) $ (684)
======== ======== ========
Earnings Per Common Equivalent Share $ (.01) $ (.03) $ (.01)
======== ======== ========
Weighted Number of Common
Equivalent Shares Outstanding 46,942 46,942 46,942
======== ======== ========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
3
<PAGE> 5
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Statements of Stockholders' Equity
September 30, 1996 and June 30, 1996
and September 30, 1995
(in Australian Dollars)
(000's omitted)
(Unaudited)
<TABLE>
<CAPTION>
Retained
Common Stock Paid-In- Earnings
Shares Amount Capital (Deficit)
------ ------ ------- ---------
<S> <C> <C> <C> <C>
Balance June 30, 1994 46,942 $ 9,388 $ 11,592 $(19,580)
Net Income three months
ending 9-30-94 -- -- -- (475)
Foreign Currency Translation -- -- -- 98
-------- -------- -------- --------
Balance September 30, 1994 46,942 9,388 11,592 (19,957)
Net Income nine months
ending 6-30-95 -- -- -- (984)
Foreign Currency Translation -- -- -- (224)
-------- -------- -------- --------
Balance June 30, 1995 46,942 9,388 11,592 (21,165)
Net Income three months
ending 9-30-95 -- -- -- (684)
Foreign Currency Translation -- -- -- 339
-------- -------- -------- --------
Balance September 30, 1995 46,942 9,388 11,592 (21,510)
Net Income nine months
ending 6-30-96 -- -- -- (1,326)
Foreign Currency Translation -- -- -- 229
-------- -------- -------- --------
Balance June 30, 1996 46,942 9,388 11,592 (22,607)
Net Income three months
ending 9-30-96 -- -- -- (374)
Foreign Currency Translation -- -- -- 29
-------- -------- -------- --------
Balance September 30, 1996 46,942 $ 9,388 $ 11,592 $(22,952)
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
4
<PAGE> 6
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Statements of Cash Flows
Three Months Ended September 30, 1996 and 1995
and Year Ended June 30, 1996
(in Australian Dollars)
(000's omitted)
(Unaudited)
<TABLE>
<CAPTION>
3 Months Year 3 Months
Ended Ended Ended
Sept 30 June 30 Sept 30
1996 1996 1995
---- ---- ----
<S> <C> <C> <C>
Cash Flows from Operating Activities:
Net Loss $ (374) $(2,010) $ (684)
Adjustments:
Foreign Currency Translation 29 568 339
Depreciation and Amortization 136 547 136
(Gain) Loss on Disposition of Assets -- (6) --
Diminution of Value -- (2) --
Provision for Bad Debt -- 79 --
Change Net of Effects of Subsidiary
Acquisitions:
Accounts Receivable (1) 33 23
A/P and Accrued Liabilities (41) (335) (184)
------- ------- -------
Net Cash Provided (Used) by
Operating Activities (251) (1,126) (370)
------- ------- -------
Cash Flow from Investing Activities:
Capital Expenditures, Net -- (7) 6
Net Proceeds from Investments -- (2) 6
------- ------- -------
Net Cash Provided (Used) in
Investing Activities -- (9) 12
------- ------- -------
Cash Flows from Financing Activities:
Net Borrowing under Credit
Line Arrangements -- (73) (17)
Net Borrowing from Affiliates -- 1,210 377
Net Borrowings 291 -- --
------- ------- -------
Net Cash Provided by
Financing Activities 291 1,137 360
------- ------- -------
Net Increase (Decrease) in Cash 40 2 2
Cash at Beginning of Year 73 71 71
------- ------- -------
Cash at End of Year $ 113 $ 73 $ 73
======= ======= =======
Supplemental Disclosures:
Common Stock Issued in Lieu of
Debt Repayment $ -- $ -- $ --
Interest Paid (Net Capitalized) $ -- $ 5 $ --
Income Tax Paid $ -- $ -- $ --
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
5
<PAGE> 7
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1996, June 30, 1996 and
September 30, 1995
(1) Organization
Bayou International, Ltd. (Bayou) is incorporated in the State of
Delaware. The principal shareholder of Bayou is Edensor Nominees
Proprietary Limited (Edensor), an Australian corporation. Edensor
owned 42.7% of Bayou as of September 30, 1996.
Bayou's subsidiary is Solmecs Corporation N.V. (Solmecs), of which it
acquired controlling interest on September 3, 1987 and
complete ownership on January 2, 1992.
Bayou is primarily engaged in the research and development of high
efficiency, low pollution or pollution-free products and
technologies in the energy conversion and conservation fields
through its 100%-owned subsidiary, Solmecs. All revenue is from
contracted services provided by Solmecs. Almost all of Bayou's
operating expenses are for general and administrative and
research and development cost.
(2) Accounts Receivable
Accounts Receivable at September 30,1996, June 30, 1996 and September
30, 1995 includes:
<TABLE>
<CAPTION>
(in Australian Dollars)
(000's omitted)
Sept 30 June 30 Sept 30
1996 1996 1995
---- ---- ----
<S> <C> <C> <C>
Miscellaneous Receivables $ 54 $ 53 $142
Less Allowance for
Doubtful Account -- -- 79
---- ---- ----
Net $ 54 $ 53 $ 63
==== ==== ====
</TABLE>
(3) Investment Securities
The following is a summary of Investment Securities at September 30,
1996, June 30, 1996 and September 30, 1995:
<TABLE>
<CAPTION>
(in Australian Dollars)
(000's omitted)
Sept 30 June 30 Sept 30
1996 1996 1995
---- ---- ----
<S> <C> <C> <C>
Trading Securities:
Marketable Equity
Securities, at cost $ 1 $ 1 $45
Gross Unrealized Gains 2 2 --
Gross Unrealized Losses -- -- --
--- --- ---
Marketable Equity Securities,
at fair value $ 3 $ 3 $45
=== === ===
</TABLE>
6
<PAGE> 8
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1996, June 30, 1996 and
September 30, 1995
(4) Property
Property at September 30, 1996, June 30, 1996 and September 30, 1995
includes:
<TABLE>
<CAPTION>
(in Australian Dollars)
(000's omitted)
Sept 30 June 30 Sept 30
1996 1996 1995
---- ---- ----
<S> <C> <C> <C>
Office Furniture & Equipment $ 169 $ 170 $ 209
Motor Vehicles 38 38 86
----- ----- -----
207 208 295
Less Accumulated Depreciation (155) (153) (221)
----- ----- -----
$ 52 $ 55 $ 74
===== ===== =====
</TABLE>
(5) Short Term and Long Term Debt
The following is a summary of Bayou's borrowing arrangements as of
September 30, 1996, June 30, 1996 and September 30, 1995.
<TABLE>
<CAPTION>
(in Australian Dollars)
(000's omitted)
Sept 30 June 30 Sept 30
Long-Term 1996 1996 1995
--------- ---- ---- ----
<S> <C> <C> <C>
Loan from corporations affiliated
with the President of Bayou.
Interest accrues at the ANZ
Banking Group Limited rate + 1%
for overdrafts over $100,000.
Repayment of loan not required
before June 30, 1997. $ 2,289 $ 1,998 $ 1,165
------- ------- -------
Total Long-Term 2,289 1,998 1,165
------- ------- -------
Short-Term
----------
Overdraft arrangement with
balance accruing interest -- -- 56
Notes Payable - Affiliates -- -- --
------- ------- -------
Total Short-Term -- -- 56
------- ------- -------
Total $ 2,289 $ 1,998 $ 1,221
======= ======= =======
</TABLE>
7
<PAGE> 9
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1996, June 30, 1996 and
September 30, 1995
(6) Affiliate Transactions
Bayou advances to and receives advances from various affiliates. All
advances between consolidated affiliates are eliminated on
consolidation. At September 30, 1996, Bayou had no outstanding
advances to or from unconsolidated affiliated companies.
(7) Going Concern
The accompanying consolidated financial statements have been prepared
in conformity with generally accepted accounting principles, which
contemplate continuation of Bayou and Solmecs as going concerns.
However, both Bayou and Solmecs have sustained recurring losses. In
addition, neither Bayou or Solmecs have any net working capital and
both have retained stockholders' deficits, which raises substantial
doubts as to their ability to continue as going concerns.
Bayou anticipates that it will be able to defer repayment of certain of
its short term loan commitments until it has sufficient liquidity
to enable these loans to be repaid or other arrangements to be put
in place.
In addition Bayou has historically relied on loans and advances from
corporations affiliated with the President of Bayou. Based on
discussions with these affiliate companies, Bayou believes this
source of funding will continue to be available.
Other than the arrangements noted above, Bayou has not confirmed any
other arrangements for ongoing funding. As a result Bayou may be
required to raise funds by additional debt or equity offerings in
order to meet its cash flow requirements during the forthcoming
year.
(8) Commitments
Solmecs has entered into the following commitments:
(a) B.G. Negev Technology and Application Ltd. (AP) and the Ben
Gurion University of the Negev - The Research and Development
Authority (RDA), jointly and severally (APRDA):
In accordance with an agreement dated November 5, 1981, between
Solmecs, Ben-Gurion University and APRDA, Solmecs' subsidiary is
continuing research and development (R&D) projects which were
previously carried out by APRDA on the campus of Ben-Gurion
University. It was further agreed that the University would
enable the projects to continue on its campus in consideration
for a fee for the use of the facilities.
8
<PAGE> 10
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1996, June 30, 1996 and
September 30, 1995
(8) Commitments (continued)
Solmecs owns the patents connected with these projects and agreed to
pay royalties to APRDA on sales of products and on income from
licensing fees.
Solmecs also agreed to assume the obligations of APRDA to pay
royalties to the Ministry of Energy on products developed from
these R&D projects for its participation in the research and
development cost of APRDA. As of September 30, 1996, this
liability amounted to approximately $306,000 (including linkage
to the Consumer Price Index and interest at 4% per annum).
Subsequent to the repayment of the liability, Solmecs is to pay
royalties to the Ministry of Energy (ME) at a reduced rate.
Through September 30, 1996, there were no sales or income on which
royalties were payable to APRDA or the ME.
(b) International Lead Zinc Research Organization (ILZRO)
In connection with a research contract with ILZRO, Solmecs'
subsidiary agreed to pay ILZRO a fee for any lead used in future
production by the subsidiary. The total fee commitment is limited
to $1,864,000. Through September 30, 1996, the subsidiary has not
used any lead for which it is required to pay fees.
(c) Chief Scientist of the Government of Israel
For the period from 1981 to 1991, Solmecs' subsidiary received
participation from the Chief Scientist of $2,274,420 towards the
cost of a research and development project. In return, the
subsidiary is required to pay royalties at the rate of 2% of
sales of know-how or products derived from the project. Through
September 30, 1996, no royalties were payable.
9
<PAGE> 11
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
FUND COSTS CONVERSION
The consolidated statements of income and other financial and operating data
contained elsewhere here in and the consolidated balance sheets and financial
results have been reflected in Australian dollars unless otherwise stated.
The following table shows the average rate of exchange of the Australian dollar
as compared to the US dollar during the periods indicated:
3 months ended Sept 30, 1995 A$1.00 = U.S. $0.7560
3 months ended Sept 30, 1996 A$1.00 = U.S. $0.7901
RESULTS OF OPERATION
Three Months Ended September 30, 1996 vs. Three Months Ended September 30, 1995.
Revenue of A$5,000 for the three months ended September 30, 1996 compared to
A$2,000 for the three months ended September 30 1995.
Cost and expenses decreased from A$235,000 for the three months ended September
30, 1995 to A$215,000 for the three months ended September 30, 1996. The
decrease is a net result of:
a) an increase in interest expense from A$36,000 for the three months
ended September 30, 1995 to A$60,000 for the three months ended
September 30 1996 as a result in the increase in the long term debt of
the Company.
b) an increase in legal, accounting and professional from A$2,000 for the
three months ended September 30, 1995 to A$22,000 for the three months
ended September 30, 1996 due to the transfer of the administration
office in Israel from Jerusalem to Beer-Sheva and the replacement of
the auditor and accountants.
c) the decrease in administrative costs from A$186,000 in the three
months ended September 30, 1995 to US$42,000 in the three months ended
September 30, 1996 due to the re-organisation of the operations
whereby the administration was moved from Jerusalem to Beer-Sheva for
the purpose of reducing administration costs.
(d) an increase in research and development from A$8,000 in the three
months ended September 30, 1995 to A$88,000 in the three months ended
September 30, 1996 due to the development of the boiler project.
As a result of the foregoing the loss from operations amounted to $A233,000 for
the three months ended September 30, 1996 compared to A$210,000 for the three
months ended September 30, 1995.
The Company incurred a foreign exchange loss of A$31,000 for the three months
ended September 30, 1996 compared to a foreign exchange loss of A$318,000 for
the three months ended September 30, 1995 caused by the movement in the
Australian dollar versus the U.S. dollar. All of the Company's loan accounts are
denominated in U.S. dollars.
Amortization of goodwill amounted to A$133,000 for the three months ended
September 30, 1996 compared to A$133,000 for the three months ended September
30, 1995.
The Company incurred a net loss of A$374,000 for the end three months ended
September 30, 1996 compared to a loss of A$684,000 for the three months
ended September 30, 1995.
10
<PAGE> 12
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 1996 the Company had short term obligations of A$305,000
comprising accounts payable and accrued expenses and owed an amount of
A$2,289,000 to Chevas Pty Ltd of which the President and the Chief Executive
Officer of the Company Mr. J I Gutnick is a Director.
The Company anticipates that it will be able to defer repayment of certain of
its short term loan commitments until it has sufficient liquidity to enable
these loans to be repaid which there can be no assurance. In addition the
Company has historically relied upon loans and advances from affiliates to meet
a significant portion of the Company's cash flow requirements which the Company
believes based on discussions with such affiliates will continue to be available
during fiscal 1996 and 1997.
The Company will still be required to fund Solmecs in order to complete the
development of the next stage of the LMMHD project together with other projects
that Solmecs is developing.
Other than the arrangements above the Company has not confirmed any further
arrangements for ongoing funding. As a result the Company may be required to
raise funds from additional debt or equity offerings and/or increase the
revenues from operations in order to meet its cash flow requirements during the
forthcoming year.
CAUTIONARY SAFE HARBOR STATEMENT UNDER THE UNITED STATES PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995.
Certain information contained in this Form 10-Q is forward looking information
within the meaning of the Private Securities Litigation Act of 1995 (the "Act")
which became law in December 1995. In order to obtain the benefits of the "safe
harbor" provisions of the Act for any such forwarding looking statements, the
Company wishes to caution investors and prospective investors about significant
factors which among others have affected the Company's actual results and are in
the future likely to affect the Company's actual results and cause them to
differ materially from those expressed in any such forward looking statements.
This Form 10-Q report contains forward looking statements relating to future
financial results. Actual results may differ as a result of factors over which
the Company has no control including the strength of the domestic and foreign
economies, slower than anticipated completion of research and development
projects and movements in the foreign exchange rate. Additional information
which could affect the Company's financial results is included in the Company's
Form 10-K on file with the Securities and Exchange Commission.
11
<PAGE> 13
PART II
Item 1. LEGAL
Not Applicable
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
The Company did not file any Report on Form 8-K during the three
months ended September 30, 1996.
Item5. OTHER INFORMATION
Mr E Althaus resigned as Vice President and Director of Company
on November 14, 1996. Dr D.S. Tyrwhitt was appointed as Director
of the Company on November 14, 1996.
12
<PAGE> 14
(FORM 10-Q)
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 authorised.
BAYOU INTERNATIONAL, LTD.
By: /s/ J.I. GUTNICK
--------------------
Joseph I. Gutnick
Chairman of the Board, President and
Chief Executive Officer
(Principal Executive Officer)
Dated: December 17, 1996 By: /s/ PETER LEE
--------------------
Peter Lee, Director, Assistant Secretary
and Chief Financial Officer
(Principal Financial Officer)
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE REPORT
ON FORM 10-Q OF BAYOU INTERNATIONAL, LTD. FOR THE QUARTER ENDED SEPTEMBER 30,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH REPORT.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> AUSTRALIAN DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> SEP-30-1996
<EXCHANGE-RATE> .7901
<CASH> 113
<SECURITIES> 3
<RECEIVABLES> 54
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 170
<PP&E> 52
<DEPRECIATION> 0
<TOTAL-ASSETS> 622
<CURRENT-LIABILITIES> 305
<BONDS> 2,289
0
0
<COMMON> 9,388
<OTHER-SE> (11,360)
<TOTAL-LIABILITY-AND-EQUITY> 622
<SALES> 0
<TOTAL-REVENUES> 5
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 215
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (241)
<INCOME-TAX> 0
<INCOME-CONTINUING> (241)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (374)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.07)
</TABLE>
