<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 2O549
FORM 1O-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 1997 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 46,941,789
outstanding shares on Common Stock, as of the latest practicable date. There
were 46,941,789 outstanding shares of Common Stock as of September 30, 1997.
1
<PAGE> 2
PART 1
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INTRODUCTION TO INTERIM FINANCIAL STATEMENTS.
The interim financial statements included herein 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, 1997.
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, 1997 and September 30, 1996, the results of
its operations for the three month periods ended September 30, 1997 and
September 30, 1996, and the changes in its cash flows for the three-month
periods ended September 30, 1997 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.
2
<PAGE> 3
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Balance Sheets
September 30, 1997, June 30, 1997
and September 30, 1996
(in Australian Dollars)
(000's omitted)
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
Sept 30 June 30 Sept 30
1997 1997 1996
---- ---- ----
<S> <C> <C> <C>
Current Assets:
Cash $ 62 $ 53 $ 113
Accounts Receivable, net 71 63 54
Investments -- -- 3
-------- -------- --------
Total Current Assets 133 116 170
-------- -------- --------
Other Assets:
Property and Equipment, net 49 51 52
Goodwill, net -- -- 400
-------- -------- --------
Total Other Assets 49 51 452
-------- -------- --------
Total Assets $ 182 $ 167 $ 622
======== ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Bank Overdraft $ -- $ -- $ --
Short-Term Notes 69 -- --
Accounts Payable and
Accrued Expenses 413 406 305
-------- -------- --------
Total Current Liabilities 482 406 305
-------- -------- --------
Long-Term Debt 3,497 2,999 2,289
-------- -------- --------
Total Liabilities 3,979 3,405 2,594
-------- -------- --------
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
Cumulative Translation Adjustments (685) (427) (47)
Retained Deficits (24,092) (23,791) (22,905)
-------- -------- --------
Total Stockholders' Deficit (3,797) (3,238) (1,972)
-------- -------- --------
Total Liabilities and
Stockholders' Equity $ 182 $ 167 $ 622
======== ======== ========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
3
<PAGE> 4
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Statements of Operations
Three Months Ended September 30, 1997, Year ended June 30, 1997
and Three Months Ended September 30, 1997
(000's omitted)
(in Australian Dollars)
(Unaudited)
<TABLE>
<CAPTION>
3 Months Year 3 Months
Ended Ended Ended
Sept 30 June 30 Sept 30
1997 1997 1996
-------- ------- --------
<S> <C> <C> <C>
Revenues:
Sales $ -- $ 66 $ --
Other Income 6 11 5
-------- -------- --------
6 77 5
Costs and Expenses:
Cost of Sales -- 63 --
Management Fee -- -- --
Interest Expense 69 259 60
Legal, Accounting & Professional 48 89 22
Depreciation & Amortization 3 12 3
Administrative 147 639 42
Research & Development 20 72 88
-------- -------- --------
287 1,134 215
-------- -------- --------
Loss from Operations (281) (1,057) (210)
Reversal of Writeoff (272) -- --
Gain (Loss) on Disposition of Assets 1 (2) --
Foreign Currency Exchange Gain (Loss) 251 332 (31)
-------- -------- --------
(20) 330 (31)
-------- -------- --------
Loss before Income Tax and
Amortization of Goodwill (301) (727) (241)
Provision for Income Tax -- -- --
-------- -------- --------
Loss before Amortization of Goodwill (301) (727) (241)
Amortization of Goodwill -- (533) (133)
-------- -------- --------
Net Loss $ (301) $ (1,260) $ (374)
======== ======== ========
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.
4
<PAGE> 5
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Statements of Stockholders' Equity
September 30, 1997 and June 30, 1997,
September 30, 1996 and June 30, 1996,
and September 30, 1995, and June 30, 1995.
(in Australian Dollars)
(000's omitted)
(Unaudited)
<TABLE>
<CAPTION>
Common Stock Cumulative Retained
---------------------- Paid-In- Translation Earnings
Shares Amount Capital Adjustment (Deficit)
------ ------ -------- -------- ----------
<S> <C> <C> <C> <C> <C>
Balance June 30, 1995 46,942 $9,388 $11,592 $(644) (20,521)
Net Income three months
ending 9-30-95 - - - (684)
Foreign Currency Translation - - - 339 -
--------- ---------- --------- ------- ----------
Balance Sept 30, 1995 46,942 9,388 11,592 (305) (21,205)
Net Income nine months
ending 6-30-96 - - - - (1,326)
Foreign Currency Translation - - - 229 -
--------- ---------- --------- -------- ---------
Balance June 30, 1996 46,942 9,388 11,592 (76) (22,531)
Net Income three months
ending 9-30-96 - - - - (374)
Foreign Currency Translation - - - 29 -
--------- ---------- --------- -------- ---------
Balance September 30, 1996 46,942 9,388 11,592 (47) (22,905)
Net Income nine months
ending 6-30-97 - - - - (886)
Foreign Currency Translation - - - (380) -
--------- ---------- --------- -------- ---------
Balance June 30, 1997 46,942 9,388 11,592 (427) (23,791)
Net Income three months
ending 9-30-97 - - - - (301)
Foreign Currency Translation - - - (258) -
--------- ---------- --------- -------- ---------
Balance September 30, 1997 $46,942 $9,388 $11,592 $(685) $(24,092)
========= ========== ========= ======== =========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
5
<PAGE> 6
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Consolidated Statements of Cash Flows
Three Months Ended September 30, 1997
Year Ended June 30, 1997 and Three
Months Ended September 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
1997 1997 1996
-------- -------- ---------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $(301) $(1,260) $(374)
Adjustments:
Foreign Currency Translation (258) (351) 29
Depreciation and Amortization 3 545 136
(Gain) Loss on Disposition of Assets -- 2 --
Diminution of Value -- -- --
Reversal of Writeoff 272 -- --
Change Net of Effects of Subsidiary
Acquisitions:
Accounts Receivable (8) (10) (1)
A/P and Accrued Liabilities 7 60 (41)
----- ------- -----
Net Cash Provided (Used) by
Operating Activities (285) (1,014) (251)
----- ------- -----
CASH FLOW FROM INVESTING ACTIVITIES:
Capital Expenditures, Net (1) (8) --
Net Proceeds from Investments -- 1 --
----- ------- -----
Net Cash Provided (Used) in
Investing Activities (1) (7) --
----- ------- -----
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Borrowing under Credit
Line Arrangements -- -- --
Net Borrowing from Affiliates 219 1,001 --
Net Borrowings 76 -- 291
----- ------- -----
Net Cash Provided by
Financing Activities 295 1,001 291
----- ------- -----
Net Increase (Decrease) in Cash 9 (20) 40
Cash at Beginning of Year 53 73 73
----- ------- -----
Cash at End of Year $ 62 $ 53 $ 113
===== ======= =====
Supplemental Disclosures:
Common Stock Issued in Lieu of
Debt Repayment $ -- $ -- $ --
Interest Paid (Net Capitalized) $ 69 $ 256 $ --
Income Tax Paid $ -- $ -- $ --
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
6
<PAGE> 7
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1997, June 30, 1997 and
September 30, 1996
(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, 1997.
Bayou's subsidiary is Solmecs Corporation N.V. (Solmecs), which it
acquired controlling interest of, 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 of a general and administrative and research
and development nature.
(2) ACCOUNTS RECEIVABLE
Accounts Receivable at September 30,1997, June 30, 1997 and September
30, 1996 includes:
<TABLE>
<CAPTION>
(in Australian Dollars)
(000's omitted)
Sept 30 June 30 Sept 30
1997 1997 1996
--------- ------- -------
<S> <C> <C> <C>
Miscellaneous Receivables $ 71 $ 63 $ 54
Less Allowance for
Doubtful Account -- -- --
---- ---- ----
Net $ 71 $ 63 $ 54
==== ==== ====
(3) INVESTMENT SECURITIES
The following is a summary of Investment Securities
at September 30, 1997, June 30, 1997 and September
30, 1996:
Trading Securities:
Marketable Equity
Securities, at cost $ -- $ -- $ 1
Gross Unrealized Gains -- -- 2
Gross Unrealized Losses -- -- --
---- ---- ----
Marketable Equity Securities,
at fair value $ -- $ -- $ 3
==== ==== ====
</TABLE>
7
<PAGE> 8
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1997, June 30, 1997 and
September 30, 1996
(4) PROPERTY
Property at September 30, 1997, June 30, 1997 and September 30, 1996
includes:
<TABLE>
<CAPTION>
(in Australian Dollars)
(000's omitted)
Sept 30 June 30 Sept 30
1997 1997 1996
------- ------- --------
<S> <C> <C> <C>
Office Furniture & Equipment 191 $ 185 $ 169
Motor Vehicles 41 40 38
------- ------- --------
232 225 207
Less Accumulated Depreciation (183) (174) (155)
-------- ------- -------
$ 49 $ 51 $ 52
======= ======= =======
(5) SHORT TERM AND LONG TERM DEBT
The following is a summary of Bayou's borrowing
arrangements as of September 30, 1997, June 30, 1997
and September 30, 1996.
Long-Term
Loan to Subsidiary originally made in 1985. Assumed
forgiven in 1993. Forgiveness has been reversed.
Loan bears no interest and no fixed maturity date. $278 $ - $ -
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, 1998. 3,219 2,999 2,289
----- ------ ------
Total Long-Term 3,497 2,999 2,289
----- ------ ------
Short-Term
Overdraft arrangement with
balance accruing interest - - -
Notes Payable - Affiliates 69 - -
----- ------ ------
Total Short-Term 69 - -
----- ------ ------
Total $ 3,566 $ 2,999 $ 2,289
======= ======= =======
</TABLE>
8
<PAGE> 9
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1997, June 30, 1997 and
September 30, 1996
(6) AFFILIATE TRANSACTIONS
Bayou advances to and receives advances from various affiliates. All
advances between consolidated affiliates are eliminated on
consolidation. At September 30, 1997, Bayou had no outstanding
advances to or from unconsolidated affiliated companies. $147,000,
$125,000 and $64,000 of accounts payable for the years shown is due
to an affiliated management company.
(7) GOING CONCERN
The accompanying consolidated financial statements have been prepared
in conformity with generally accepted accounting principles, which
contemplates 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.
9
<PAGE> 10
BAYOU INTERNATIONAL, LTD. AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 1997, June 30, 1997 and
September 30, 1996
(8) COMMITMENTS (CONTINUED)
Solmecs owns the patents connected with these projects and agreed to
pay royalties to APRDA at the rate of 1.75% on sales of products
and at the rate of 11.5% 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 June 30, 1997, this liability amounted to
approximately US$308,000 (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, 1997, 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
US$1,864,000. Through September 30, 1997, 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 US$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, 1997, no royalties were payable.
(9) SUBSEQUENT EVENTS
In March 1997, Bayou commenced negotiations with SCNV Acquisition Corp
("SCNV") for the sale of Bayou's subsidiary Solmecs to SCNV. A
letter of intent was signed on May 5, 1997 and agreements to effect
the sale are in the process of being negotiated. It is intended
that, as part of the sale of Solmecs, Bayou will acquire a 24%
interest in SCNV.
The sale of Solmecs is subject to the approval of shareholders of
Bayou. Following the signing of formal contracts for the sale of
Solmecs, Bayou will prepare and distribute an Information
Memorandum for the purpose of seeking shareholder approval.
10
<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 herein 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, 1996 A$1.00 = U.S. $0.7901
3 months ended Sept 30, 1997 A$1.00 = U.S. $0.7196
RESULTS OF OPERATION
THREE MONTHS ENDED SEPTEMBER 30, 1997 VS. THREE MONTHS ENDED SEPTEMBER 30, 1996.
Revenue of A$6,000 for the three months ended September 30, 1997 compared to A
$5,000 for the three months ended September 30 1996.
Cost and expenses increased from A$215,000 for the three months ended September
30, 1996 to A$287,000 for the three months ended September 30, 1997. The
increase is a net result of:
a) an increase in interest expense from A$60,000 for the three months
ended September 30, 1996 to A$69,000 for the three months ended
September 30, 1997.
b) an increase in legal, accounting and professional from A$22,000 for the
three months ended September 30, 1996 to A$48,000 for the three months
ended September 30, 1997 due to additional professional fees in regard
to the Solmecs Prospectus.
c) the increase in administrative costs from A$42,000 in the three months
ended September 30, 1996 to A$147,000 in the three months ended
September 30, 1997 due to foreign travel increase for scientific and
business trips.
(d) a decrease in research and development from A$88,000 in the three
months ended September 30, 1996 to A$20,000 in the three months ended
September 30, 1997.
As a result of the foregoing the loss from operations amounted to $A281,000 for
the three months ended September 30, 1997 compared to A$210,000 for the three
months ended September 30, 1996.
The Company incurred a foreign exchange gain of A$251,000 for the three months
ended September 30, 1997 compared to a foreign exchange loss of A$31,000 for the
three months ended September 30, 1996 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.
Loss before amortization of goodwill amounted to A$301,000 for the three months
ended September 30, 1997 compared to A$241,000 for the three months ended
September 30, 1996.
The Company incurred a net loss of A$301,000 for the end three months ended
September 30, 1997 compared to a loss of A$374,000 for the end three months
ended September 30, 1996.
11
<PAGE> 12
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 1997 the Company had short term obligations of A$482,000
comprising accounts payable and accrued expenses and owed an amount of
A$3,218,620 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 has long term
obligations of A$116,038 at September 30, 1997 as a disputed claim due to Ben
Gurion University.
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 1997 and 1998.
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.
12
<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, 1997.
Item 5. OTHER INFORMATION
Mr Hayden Barry resigned as a Director on October 15, 1997 and
Mr David Simcox was appointed as a Director of the Company on
October 15, 1997.
13
<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 thereinto duly authorised.
BAYOU INTERNATIONAL, LTD.
By: /s/ David H. Simcox
-----------------------------
David H. Simcox
Director
Dated: November 13, 1997 By: /s/ Peter Lee
-----------------------------
Peter Lee
Director, Assistant
Secretary and Chief
Financial Officer
(Principal Financial Officer)
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE REPORT ON FORM
10-Q OF BAYOU INTERNATIONAL, LTD FOR THE QUARTER ENDED SEPTEMBER 30, 1997 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH REPORT.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> AUSTRAILIAN DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> SEP-30-1997
<EXCHANGE-RATE> .7196
<CASH> 62
<SECURITIES> 0
<RECEIVABLES> 71
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 133
<PP&E> 49
<DEPRECIATION> 0
<TOTAL-ASSETS> 182
<CURRENT-LIABILITIES> 413
<BONDS> 3,497
0
0
<COMMON> 9,388
<OTHER-SE> (13,185)
<TOTAL-LIABILITY-AND-EQUITY> 182
<SALES> 0
<TOTAL-REVENUES> 6
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 287
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (301)
<INCOME-TAX> (0)
<INCOME-CONTINUING> (301)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (301)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
