QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the period ended June 30, 1996
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Commission file number 0-18612
I.R.S. Employer Identification Number 84-1062555
TV COMMUNICATIONS NETWORK, INC.
(a Colorado Corporation)
10020 E. Girard Avenue, #300
Denver, Colorado 80231
Telephone: (303) 751-2900
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such report(s), 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: 17,981,133
shares of the Company's Common Stock ($.0005 par value) were outstanding
as of June 30, 1996.
<PAGE>
TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
INDEX
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated Balance Sheet as of June 30, 1996
(unaudited) . . . . . . . . . . . . . . . . . . . . . . . 4
Consolidated Statement of Operations for the Three
months ended June 30, 1996
(unaudited) . . . . . . . . . . . . . . . . . . . . . . . 6
Statements of Cash Flow for the Three
months ended June 30, 1996
(unaudited) . . . . . . . . . . . . . . . . . . . . . . . 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . . . . 8
PART II. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . 12
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
<PAGE>
TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
Consolidated Balance Sheet
June 30, 1996 (Unaudited)
<TABLE>
<CAPTION>
June 30, March 31,
1996 1996
Unaudited
<S> <C> <C>
Current Assets:
Cash $ 1,719,513 $ 1,517,449
Investments 2,247,895 2,186,883
Accounts Receivable 44,127 111,616
Prepaid Expenses 113,833 47,855
Inventory 167,609 160,030
Current Portion of Notes 2,269,887 2,505,013
Current Portion of Def. Tax 607,838 607,838
Total Current Assets $7,170,702 $ 7,136,684
__________ ___________
Property and Equipment-Net $ 2,638,055 $ 2,543,500
____________ ___________
Other Assets:
Notes Receivable $ 3,304,754 $ 3,667,415
License Agreements - Net 1,299,556 1,359,556
Other Assets 459,582 461,131
Deferred Income Taxes 119,503 119,503
___________ ___________
Total Other Assets $5,183,395 $ 5,607,605
___________ ___________
Total Assets $14,992,152 $15,287,789
=========== ===========
</TABLE>
<PAGE
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C> <C>
Current Liabilities:
Accounts Payable $620,132 $ 690,779
Accrued Expenses 458,839 477,721
Current Portion of Long-Term Debt 34,902 33,701
Current Deferred Gain 2,021,245 2,021,245
Taxes Payable 143,637 131,722
Advances From Stockholders 1,248,695 1,362,902
Subscriber Deposits 24,455 24,455
_________ _________
Total Current Liabilities $4,551,905 $ 4,742,525
_________ _________
Long-term Liabilities:
Long-term Debt $ 1,673,761 $ 1,510,240
Long-term Deferred Gain 3,193,959 3,357,263
_________ _________
Total Long-term Liabilities $4,867,720 $ 4,867,503
_________ _________
Stockholders' Equity
Class A preferred stock, $1 par
value; none issued or outstanding $ 0 $ 0
Class B preferred stock, $1 par
value; 28,813 shares issued and
outstanding 28,813 28,813
Class C preferred stock, $1 par
value; 780,000 shares issued and
outstanding 780,000 780,000
Class D preferred stock, $1 par
value; 4,864,000 shares issued
and outstanding 152,000 152,000
Common Stock,$.0005 par value;
100,000,000 shares authorized,
17,981,133 shares issued and
outstanding 9,016 9,016
Additional Paid in Capital 6,575,211 6,575,211
Accumulated (Deficit) (1,972,513) (1,867,279)
_________ _________
Total Stockholder's Equity $ 5,572,527 5,677,761
_________ _________
Total Liabilities and Stockholder's Equity $14,992,152 $15,287,789
=========== ===========
</TABLE>
<PAGE>
TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
Consolidated Statement of Operations
Three Months Ended June 30, 1996 (Unaudited)
<TABLE>
<CAPTION>
Unaudited Unaudited
3 Months Ended 3 months Ended
June 30, 1996 June 30, 1995
______________ ______________
<S> <C> <C>
Total Revenue $ 243,591 $493,666
Revenue - Sold Cable
Operations 544,206 354,129
______________ ______________
Total Revenue $ 787,797 $ 847,795
============== ==============
Operating Expenses:
Salaries and Wages $ 255,977 $ 194,707
Programming Fees 10,629 300
General and Administrative 492,582 249,902
Depreciation and
Amortization 96,902 43,757
Interest 36,941 16,703
______________ ______________
Total Expenses $ 893,031 $ 505,369
Income Before Income Taxes $ <105,234> $ 342,426
______________ ______________
Estimated Income Taxes $ -0- $ 136,970
______________ ______________
Income After Income Taxes $ <105,234> $ 205,456
============== ==============
Net Income Per Common Share $ <.01> $ .01
============== ==============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
TV COMMUNICATIONS NETWORK, INC. AND SUBSIDIARIES
Condensed Consolidated Statement of Cash Flows
Three Months Ended June 30, 1996 (Unaudited)
Six Months Ended
June 30
1996 1995
Unaudited Unaudited
____________ ____________
<S> <C> <C>
Cash Flow From Operating Activities:
Net Income (loss) $ <105,234> $ 205,456
Adjustment to reconcile net income (loss)
to net cash used in operating activities
Depreciation and Amortization 96,902 43,757
Change in certain assets and liabilities
Accounts Receivable 67,489 <12,439>
Taxes Payable 11,915 178,105
Inventory <7,579> <112>
Prepaid Expenses <65,978> <63,480>
Accounts Payable <70,647> <39,248>
Accrued Expenses <18,882> <97,474>
Subscriber Deposits -0- 2,804
Deferred Gain <163,206> <354,130>
____________ ____________
Cash flows used in
operating activities $ <255,220> $ <136,761>
____________ ____________
Cash Flows From Investing Activities:
Investments <61,012> <823>
Development of Mine -0- <10,260>
Property & Equipment <94,555> <84,975>
Notes Receivable 597,787 284,553
Advance -0- <100,779>
Other 1,549 -0-
____________ ____________
Cash flows provided by
investing activities $ 443,769 $ 87,716
____________ ____________
Cash Flows From Financing Activities:
Payments of Stockholder Advances $ <114,207> $ <106,269>
Long-term Debt 164,722 67,387
License Agreements <37,000> <20,096>
____________ ____________
Cash flows used in
financing activities $ 13,515 $ <58,978>
____________ ____________
Net Increase (decrease) In Cash $ 202,064 $ <108,023>
Cash - Beginning of Year $ 1,517,449 $ 1,091,396
____________ ____________
Cash - End of Period $ 1,719,513 $ 983,373
============ ============
</TABLE>
<PAGE
TV COMMUNICATIONS NETWORK, INC.AND SUBSIDIARIES
Notes to Financial Statements
June 30, 1996 and 1995 (Unaudited)
Summary of Significant Accounting Policies
The summary of the Company's significant accounting policies are
incorporated by reference from TV Communications Network, Inc., Annual
Report on Form 10-KSB dated June 30, 1996 for Fiscal Year ended March
31, 1996.
The accompanying unaudited consolidated financial statements include the
accounts of TV Communications Network, Inc., and its wholly-owned
subsidiaries. All material and inter-company accounts and transactions
have been eliminated in consolidation.
Interim Unaudited Financial Statements
Information with respect to June 30, 1996, and June 30, 1995, and the
periods then ended have not been audited by the Company's independent
auditors, but, in the opinion of management, reflect all adjustments
(which include only normal recurring adjustments) necessary for the fair
presentation of the operations of the Company. The results of
operations for the three months ended June 30, 1996, and June 30, 1995,
are not necessarily indicative of the results of the entire fiscal year.
The preparation of the interim report is based on the same accounting
standards, and the statements are in conformity with Generally Accepted
Accounting Principles (GAAP). Management believes there are no material
misstatements.
Earnings Per Share
Net income per common share is based on the weighted average number of
17,981,133 common shares outstanding for 1996 and 1995.
Income Tax
From its inception on July 7, 1987, the Company incurred operating
losses through March 31, 1993, which included certain accrued expenses
that are not deductible for tax purposes until paid, and has net
operating loss carry forwards available to offset future year taxable
income. The following summarizes these losses and their expiration
after the utilization of $1.3 million of the net operating loss carry
forward in the year ended March 31, 1995.
Net Operating Year of
Loss Carry forward Expiration
__________________ __________
Year ended March 31, 1993 $1,700,000 2008
Stockholders' Equity
The options granted by the Company to Century 21 shareholders originally
expired as of November 30, 1994. However, the Company extended said
options to the benefit of the Century 21 shareholders under the
following terms:
The respective number of shares has changed since 1989. At the Special
Meeting of TVCN Shareholders on December 17, 1991 the majority of
shareholders of TVCN passed a resolution authorizing a five-to-one (5-1)
reverse-stock split plan for the Company's Common Stock. Prior to
effecting the reverse split, the total number of shares of Common Stock
issued and outstanding was 75,879,665. Immediately following the reverse
stock split, the total number of such issued and outstanding shares was
15,175,933. The plan did not favor or discriminate against any group of
shareholders and applied equally to all shareholders and persons holding
rights to acquire common stock. Accordingly, for those who selected
Option A for Preferred Shares, the old conversion rate of two Preferred
Shares for one share of Common Stock has been adjusted to implement the
five-to-one reverse-split (e.g. there was a conversion right of 10,000
shares of Preferred Shares for 5,000 shares of Common Stock, now there
is a conversion right to 1,000 shares of Common Stock.) If Option B was
selected, now the exchange of 32 shares of Century 21 stock for 5
options to purchase 5 shares of Common stock at $0.37 per share is
adjusted so that the five (5) options are one (1) option and the option
price per share is $1.85 (five times $0.37).
The Option Certificate provides that the option deadline to either
convert Preferred Shares to Common Stock or to purchase Common Stock has
been extended three years from November 30, 1994 to November 30, 1997.
These Option Certificates are not transferable.
TVCN is extending the Options for three years, and the underlying common
shares are restricted from public sale for two years from the date of
issuance of common stock under the options or the effective date of
registration of such shares with the SEC, according to which event
occurs first. TVCN may, but is not obligated to, register these shares
for public trading through the SEC.
ITEM 2. Management's Discussion and Analysis of Financial Conditions
and Results of Operations
Wireless Cable Operations
Salina, Kansas. The company is currently operating two WCTV
Systems in Salina, Kansas and San Luis Obispo, California. The system
in Salina was purchased through the United States Bankruptcy Court on
March 12, 1996. The Salina Operation broadcasts on 15 channels to 451
subscribers.
San Luis Obispo, California. The Company leased the San Luis
Obispo, California WCTV station to Wireless Telecommunications, Inc.
("WTCI") on June 15, 1995. On January 1, 1996 WTCI defaulted on its
agreements with the Company, and the Company terminated the lease on
February 14, 1996. On February 28, 1996 the Company filed suit to
repossess the station. On June 18, 1996 the Sheriff of San Luis Obispo
County repossessed the station on behalf of the Company, and the Company
has begun operating the station which broadcasts on 7 channels and has
80 subscriber. ("See "Legal Proceedings" herein).
Mobile, Alabama. The Company's Mobile, Alabama license is operated
by Mobile Wireless TV. For the use of this license the Company received
cash in the amount of $100,000 and a promissory note in the amount of
$100,000. The note bears interest at the rate of ten percent, with
interest payable quarterly. The principal is due on May 9, 1997. In
addition, the Company receives a transmission fee which is the greater
of $2,000 per month; $0.50 per subscriber per month; or two percent of
the gross monthly revenues of the station.
Woodward, Oklahoma. The Company's Woodward, Oklahoma license is
leased to Pioneer Telephone Cooperative. The channel lease provides for
transmission fees of $1,000 per month and expires on March 31, 1997.
Other Stations. The Company owns a station in Hays, Kansas. In
addition, on behalf of its affiliate, Multichannel Distribution of
America, Inc. ("MDA"), the Company constructed three other stations.
These stations of four channel licenses are in Myrtle Beach, South
Carolina; Quincy, Illinois; and Rome, Georgia. In consideration for
building the stations, MDA appointed TVCN as the operator of the
stations. TVCN is developing these stations, and is considering
offering a premium programming package such as HBO, ESPN, Showtime, and
CNN at the stations as a test markets for this strategy. In the
meantime, the Company is also considering leasing additional channels,
and leasing or selling the channels to others.
The FCC Spectrum Auction
From November 13, 1995 to March 28, 1996 the FCC conducted an
auction of a certain portion of the microwave spectrum used by WCTV
stations. In this auction the FCC divided the country into Basic
Trading Areas ("BTAs"), according to certain geographic WCTV markets.
The successful bidder on each BTA acquired the right to obtain the
licenses for all parts of the commercial WCTV spectrum in the BTA which
were not already under license. In order to qualify to participate in
the auction each bidder was required to pay an up-front payment to the
FCC. The Company's up-front payment was $300,000 with a small business
bidding credit of $400,000.
The FCC conducted the auction as an electronic "simultaneous
multiple round" auction through a specially prepared automated auction
software program. The auction closed after 181 rounds. Sixty-seven
auction participants made successful bids on one or more BTAs. CAI
Wireless Systems, Inc. was the largest participant in terms of dollar
volume, purchasing 32 BTAs for $48.8 million. Heartland Wireless
Communications, Inc. purchased the most BTAs, acquiring 93 BTAs for a
total of $19.8 million.
The Company was the successful bidder on the following 12 BTAs:
Clarksburg-Elkins, Fairmount, Logan, Morgantown, Steubenville and
Wheeling, West Virginia; Dickinson and Williston, North Dakota;
Scranton-Wilkes Barre-Hazleton and Stroudsburg, Pennsylvania;
Scottsbluff, Nebraska and Watertown, New York. The Company's net bid
was $1,276,000 (taking into account the 15% "small business" credit TVCN
received). This made TVCN the tenth largest participant in terms of the
number of BTAs acquired, and the 22nd largest participant in terms of
dollar volume. The total amount outstanding on this obligation is
$1,148,000, which the Company is financing over ten years as described
in the notes to the Company's financial statements. The Company has not
yet finalized its plans with respect to development of WCTV stations in
these BTAs, and there is no assurance that the Company will have
sufficient resources to develop such stations.
Mining Business
Mining and Energy International Corp./Liberty Hill Mine
The Company, through its subsidiary Mining and Energy International
Corp., signed an option agreement with Big Trees' Trust to obtain the
right to develop the Liberty Hill Mine in Nevada County, California. The
term of the option is one year expiring December 8, 1996, with an
additional opportunity to sign a lease for a term of thirty years.
During the option period, the Company is required to pay $40,000 per
month as advance royalty or 15% of the ores mined and sold, whichever is
greater. The Company has paid $280,000 in advance royalty to date.
The Company has begun developing the mine. Approximately $500,000
of the development budget has been expended to date, and it is estimated
that it will take another $200,000 to complete. In addition to gold,
the mine operator hopes to produce and sell substantial amounts of
silica. The Company is relying on the expertise of Ray Naylor (who is
an officer in the Company's Century 21 subsidiary and a beneficiary of
the Big Trees' Trust) in developing this mining opportunity. The Company
anticipates first production during the second quarter of the 1996
fiscal year.
Century 21/Mountain House Mine
In December 1989, the Company acquired an interest in Century 21
Mining, Inc., a Utah corporation ("Century 21"), whose principal asset
is the Mountain House Mine in exchange for options to purchase TVCN
stock. The Mine is not yet in operation. The Company's options
exchanged with Century 21 shareholders originally would have expired as
of November 30, 1994. The Company extended the options for three years
from November 30, 1994 to November 30, 1997. The Company intends to
either lease the Mountain House Mine to a mining operator or, if
financially feasible, operate the mine. Although TVCN management has no
experience in the operation of a mining property, Century 21 management
does have such experience. As of March 31, 1996, the Company had
advanced approximately $387,000 for the assessment work to maintain the
validity of the title to the mine and other expenses. Since the mine is
not yet in operation, the Company expensed all amounts advanced to
Century 21. Although the Company cannot predict whether adequate
financing will become available to operate the Mine, Management believes
that because of the higher viability of the gold market and the promise
the Mountain House Mine holds, further investment in Century 21 might be
warranted.
Convention Network 96
The Company has agreed to invest approximately $100,000 in a
limited liability company named Convention Network 96, LLC ("CN96").
CN96 has acquired from Spectadyne, Inc. (the producer of Spectravision
seen in hotels around the world) an option to broadcast a "convention"
channel to the guests staying at the hotels serving the Republican
National Convention in San Diego and the Democratic National Convention
in Chicago. The other principals of CN96 are Jay Fetner and Christine
Dolan. Mr. Fetner and Ms. Dolan are currently in the process of
securing sponsors for the program. If sufficient sponsors commit to the
program, Ms. Dolan will be in charge of producing the programming for
the channel. TVCN is entitled to half of the profits of the venture
after the return of the original $100,000 investment. However, there is
no assurance that sufficient sponsorship revenues will be received to
make TVCN's investment in CN96 successful.
Total Revenues
The total revenue for the first quarter ended June 30, 1996, was
$787,797 as compared to $847,795 for the first quarter ended June 30,
1995. The decrease was due to the lower interest from the sales of the
Denver, Detroit, and Washington, D.C. stations. The Denver and
Washington, D.C. stations were sold during the third quarter, 1993.
Operating Expenses
Total operating expenses for the first quarter ended June 30, 1996, are
$893,031 as compared to $505,369 during the first quarter ended June 30,
1995. The increase in expenses of $387,662 is summarized as follows:
Increase in Salaries and Wages $ 61,270
Increase in Programming Fees 10,329
Increase in General & Administrative Expense 122,680
Increase in Depreciation and Amortization 173,145
Increase in Interest Expense 20,238
NET (INCREASE) IN TOTAL EXPENSES $ 387,662
=========
The increase in salary & wages and expenses is due to the increased time
spent in developing new areas of operations and defending lawsuits. The
increase in general & administrative expenses are due to the start of
mining operations.
Net Gain
The net loss after income tax estimate for the three months ended June
30, 1996 was <$105,234>, compared to a gain of $205,456 during the first
quarter ended June 30, 1995. The decreased income during the first
quarter ended June 30, 1996, is due to the lower interest from the sales
of Cable Operations in Washington, D.C. and Denver during 1996. The
increase operating costs were due to the start of mining operations.
Income Taxes
See page 8 "Income Tax" note.
Estimated income taxes are calculated at 40% for both federal and state
obligations.
Liquidity and Capital Resources
The Company initially financed its growth through loans and the sale of
stock. The Company will finance its future growth primarily from the
sale of domestic operations.
To date, the Company has not engaged in any debt financing. Instead, it
has relied on individual or group investments. The company's cash flow
for the three months ended June 30, 1996, and June 30, 1995, are
summarized as follows:
<TABLE>
<CAPTION>
June 30, 1996 June 30, 1995
Unaudited Unaudited
_____________ _____________
<S> <C> <C>
Cash Flow From Operating
Activities $ <255,220> $ (136,761)
Cash Flow From Investing
Activities 443,769 87,716
Cash Flow From Financing
Activities 13,515 (58,978)
Cash - Beginning of Period 1,517,449 1,091,396
_____________ _____________
Cash - End of Period $ 1,719,513 $ 983,373
============= =============
</TABLE>
The sales of the Denver, Colorado, Washington, D.C., and Detroit,
Michigan systems for approximately $17.5 million with a resulting gain
of $15.5 million are expected to adequately cover the Company's current
liabilities along with allowing the Company develop other wireless cable
TV markets in the United States and explore other business opportunities
domestically and internationally.
Currently, the Company has $ 1,708,664 in long term debt which is
primarily for the purchase of the TVCN corporate headquarters building
in Denver, Colorado, and for the Basic Trade Area rights purchased
during the FCC BTA Auction.
The Company's current assets and liabilities are $ 7,170,702 and $
4,551,905, respectively. The Company's cash position is such that
management anticipates no difficulty in its ability to meet its current
obligations. The company currently has $2,247,895 investments in
government securities.
During fiscal year 1993, the Company raised $1,000,000.00 in equity
investment by sales of its common stock. The President, a shareholder,
and a Director, have advanced loans to the Company totaling $1,248,695.
No equity transactions have occurred in 1996.
Accounts Receivable and Payable
The decrease in notes receivable, and accounts payable as of June 30,
1996, is due mainly to the payment of invoices and receipt of note
payments.
Advance from Stockholders
During the period from March 31, 1996 to June 30, 1996, the Company
repaid advances from stockholders totalling $114,207.
Subscriber Deposits
The purchasers of the Denver and Detroit stations limited the subscriber
deposits assumed by purchasers to $50,000 and $114,000, respectively.
TVCN is responsible for subscriber deposits above these amounts.
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
(A) Shareholder Class Action Suit
TVCN is a defendant in a class action suit entitled Merton
Frederick, et.al. v. TVCN, et.al. more fully discussed in the Company's
latest 10-KSB filed on June 30, 1996. The class of plaintiffs has been
certified by the court, and discovery has commenced and is ongoing.
Motions for summary judgment have been filed by the Company, but are
still pending. No date has been set for the trial. TVCN is vigorously
defending the case.
(B) The Company is the plaintiff in TV Communications Network,
Inc. v. Wireless Telecommunications Network, Inc. filed February 28,
1996 in the Superior Court of San Luis Obispo County, California. In
this case TVCN alleges that Wireless Telecommunications, Inc. ("WTCI")
defaulted under certain agreements it entered into with TVCN in June
1995 and is seeking to obtain a money judgment against WTCI and to
repossess the San Luis Obispo WCTV station. No trial date has been set
and discovery is under way. TVCN expects to prevail in this litigation.
As part of this litigation strategy, WTVCI sued TVCN on the identical
issues in Pennsylvania. On August 6, 1996, the Court of Common Pleas of
York County, Pennsylvania dismissed WTCI's suit. On June 18, 1996 the
Sheriff of San Luis Obispo County repossessed the station on behalf of
the Company, and the Company has begun operating the station.
(C) The Company knows of no other litigation pending, threatened
or contemplated, or unsatisfied judgment against it, or any proceedings
in which the Company is a party. The Company knows of no legal actions
pending or threatened or judgments entered against any officers or
directors of the Company in their capacity as such in connection with
any matter involving the Company or the business.
ITEM 2. Changes in Securities
None. See p. 9 for a discussion of Century 21, Inc., and potential
future changes.
ITEM 3. Default Upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of Security Holders during the
first quarter of fiscal 1996.
ITEM 5. Other Information
None.
<PAGE>
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.
TV COMMUNICATIONS NETWORK, INC.
Date: August 13, 1996 /ss/Omar A. Duwaik
Omar A. Duwaik
PRESIDENT/CEO
/ss/Dennis J. Horner
Dennis J. Horner
VICE PRESIDENT/TREASURER
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.
TV COMMUNICATIONS NETWORK,
Date: August 13, 1996
Omar A. Duwaik
PRESIDENT/CEO
Dennis J. Horner
VICE PRESIDENT/TREASURER
