SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For The Quarter Ended September 30, 1997 Commission File No. 0-18224
Group V Corporation (formerly, NuOASIS GAMING, INC.)
(Exact name of registrant as specified in its charter)
Delaware 95-4176781
(State or other jurisdiction of (I.R.S. Employer Identification Number)
Incorporation or jursidiction or organization)
550 15th Street, San Francisco California 94103
(Address of principal executive offices) (Zip Code)
(415) 575-0222
(Registrant's telephone number, including area code)
N/A N/A
Former Address, (Former Zip Code,
if changed since last report if changed since last report)
N/A
(Former telephone number, if changed since last report)
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 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
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of capital stock, as of the latest practicable date.
Common Stock $.01 par value; 47,859,880 shares as of October 31, 1997.
[GROUP\10QSB\93097.QSB]-5
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GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
INDEX
Page
PART I
Item 1. Financial Statements
Consolidated Condensed Balance Sheet as of September 30, 1997 (unaudited )
........................................................................1
Consolidated Condensed Statements of Operations for the Three Months
Ended September 30, 1997 and 1996 (unaudited) ............................2
Consolidated Condensed Statements of Cash Flows for the Three Months Ended
September 30, 1997 and 1996 (unaudited) .................................3
Notes to Consolidated Condensed Financial Statements .....................4
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations................................................7
PART II
Item 1 Legal Proceedings ...................................................9
Item 2 Changes In Securities ...............................................9
Item 3 Defaults Upon Senior Securities......................................9
Item 4 Submission Of Matters to a Vote of Security Holders .................9
Item 5 Other Information ...................................................9
Item 6 Exhibits And Reports On Form 8-K.....................................9
Signatures.....................................................10
[GROUP\10QSB\93097.QSB]-5
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GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
Consolidated Condensed Balance Sheet
As of September 30, 1997 (Unaudited)
<TABLE>
<CAPTION>
September 30,
1997
(Unaudited)
<S> <C>
ASSETS
Current Assets:
Cash and cash equivalents .....................................................$ 436,180
Marketable securities ......................................................... 1,585,468
Advances ...................................................................... 519,400
Total Current Assets ...................................................... 2,541,048
Fixed assets
Equipment ..................................................................... 45,232
Less accumulated depreciation ............................................... (11,173)
Total Fixed Assets, net .................................................. 34,059
Other assets ................................................................... 4,405
TOTAL ASSETS ...................................................................$ 2,579,512
Current Liabilities:
Accounts payable ..............................................................$ 441,329
Due to affiliates ............................................................. 391,538
Accrued expenses and accrued interest ......................................... 101,951
Total Current Liabilities ................................................ 934,818
Long Term Liabilities:
Notes payable ................................................................. 1,200,000
Total Long Term Liabilities .............................................. 1,200,000
Total Liabilities ........................................................ 2,134,818
Commitments and Contingencies
Stockholders' Equity:
Preferred stock - par value $.01; authorized 1,000,000 shares; 14% cumulative
convertible; issued and outstanding 170,000
shares (aggregate liquidation of $170,000) ................................... 1,700
Preferred Stock Series B - par value $2.00; authorized, issued
and outstanding 150,000 shares (aggregate liquidation of $300,000) ........... 300,000
Common stock - par value $.01; authorized 333,000,000 shares;
47,859,880 shares issued and outstanding ...................................... 478,598
Additional paid-in capital .................................................... 16,208,793
Stockholders' receivables ..................................................... (553,967)
Accumulated deficit ........................................................... (15,990,430)
Total Stockholders' Equity ............................................... 444,694
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY ........................................................................$ 2,579,512
</TABLE>
See accompanying notes to these consolidated condensed financial statements
[GROUP\10QSB\93097.QSB]-5
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<PAGE>
GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
Consolidated Condensed Statements of Operations
For the Three Months Ended September 30, 1997 and 1996 (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
---------------------------------------
1997 1996
(Unaudited) (Unaudited)
<S> <C> <C>
Costs and expenses:
General and administrative $ 173,258 $ 16,874
Professional Services 177,848 172,193
Depreciation and amortization 4,410 -
Interest expense, net 17,385 -
Totals 372,901 189,067
Net loss $ (372,901) $ (189,067)
Net loss applicable to
common stock $ (378,851) $ (195,107)
Net loss per common share $ (.01) $ (.01)
Weighted average common
shares outstanding 42,179,445 29,651,740
</TABLE>
See accompanying notes to these consolidated condensed financial statements
[GROUP\10QSB\93097.QSB]-5
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GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
Consolidated Condensed Statements of Cash Flows
For the Three Months Ended September 30, 1997 and 1996 (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
1997 1996
(Unaudited) (Unaudited)
<S> <C> <C>
Operating activities:
Net loss .................................................................... $ (372,901) $ (189,067)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization ........................................... 4,410 --
Increase (decrease) from changes in: .................................... --
Advances ............................................................. (62,409) --
Other assets ......................................................... 17,841 (25,565)
Accounts payable, accrued expenses and interest ...................... 80,507 (24,289)
Due to affiliate ..................................................... 61,007 94,827
Net cash used in operating activities ............................. (271,545) (118,529)
Financing activities:
Proceeds from stockholders' receivables ..................................... 30,200 120,467
Net cash provided by financing activities ........................ 30,200 120,467
Net (decrease) increase in cash and cash equivalents .......................... (241,345) 1,938
Cash and cash equivalents, beginning of period ................................ 677,525 84
Cash and cash equivalents, end of period ...................................... $ 436,180 $ 2,022
Supplemental Disclosure of Cash Flow Information Cash paid during the year for:
Income taxes ............................................................ $ -- $ --
Interest ................................................................ $ -- $ --
Non-cash investing and financing activities:
Preferred Stock Series B Converted to Common Stock ...................... $ 200,000 $ --
</TABLE>
See accompanying notes to these consolidated condensed financial statements
[GROUP\10QSB\93097.QSB]-5
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<PAGE>
GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
September 30, 1997 (Unaudited)
NOTE 1. GENERAL
PRINCIPLES OF CONSOLIDATION
- ---------------------------
Group V Corporation and its subsidiary (the "Company"), operates as a holding
company for leisure and entertainment related businesses. Group V Corporation
was incorporated in the State of Delaware in 1987. During the quarter ended
September 30, 1997, the Company and its wholly-owned subsidiary were engaged in
gaming and investment development activities. The activities of the Company's
subsidiaries have been primarily in the United States.
The accompanying unaudited consolidated condensed financial statements include
the accounts of Group V Corporation (formerly, NuOasis Gaming, Inc.) ("Group V",
the "Company" or the "Registrant") and its wholly-owned subsidiary, National
Pools Corporation ("NPC"). As used herein, the above is collectively referred to
as the "Registrant" or the "Company" unless the context indicates otherwise. All
material intercompany accounts and transactions have been eliminated in
consolidation.
In the opinion of management, the accompanying unaudited consolidated condensed
financial statements reflect all adjustments, consisting of normal recurring
accruals, necessary to present fairly the Registrant's financial position as of
September 30, 1997, and its results of operations and cash flows for the three
months then ended. Information included in the unaudited consolidated condensed
balance sheet as of September 30, 1997 has been derived from the Registrant's
audited consolidated balance sheet included in the Registrant's 1997 Form
10-KSB. The accompanying unaudited consolidated condensed financial statements
should be read in conjunction with the consolidated financial statements and
other information in the fiscal 1997 Form 10-KSB. The unaudited results of
operations for the three months ended September 30, 1997 are not necessarily
indicative of the operating results for the full year.
MANAGEMENT ESTIMATES
- --------------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
CASH EQUIVALENTS
- ----------------
Cash equivalents are highly liquid investments with a maturity of three months
of less when acquired.
CONCENTRATION OF CREDIT RISK
- ----------------------------
As of September 30, 1997, the Company had cash on deposit with a financial
institution that exceeded the federally insured limit by approximately $305,000.
[GROUP\10QSB\93097.QSB]-5
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<PAGE>
GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
September 30, 1997 (Unaudited)
FAIR VALUE OF FINANCIAL INSTRUMENTS
- -----------------------------------
Statement of Financial Accounting Standards ("SFAS") No. 107 requires disclosure
about fair value for all financial instruments whether or not recognized, for
financial statement purposes. Disclosure about fair value of financial
instruments is based on pertinent information available to management as of
September 30, 1997. Considerable judgment is necessary to interpret market data
and develop estimated fair value. The Company has determined that the fair value
of all financial instruments approximated their carrying value as of September
30, 1997.
EQUIPMENT
- ---------
Equipment is recorded at cost. Depreciation is provided using the straight-line
method over the estimated useful lives of the related assets which is five to
seven years. Maintenance and repairs are charged to operations as incurred.
INCOME TAXES
- ------------
The Company accounts for income taxes in accordance with SFAS No. 109,
"Accounting for Income Taxes," which requires the use of the "liability method"
of accounting for income taxes. Accordingly, deferred tax liabilities and assets
are determined based on the difference between the financial statement and tax
bases of assets and liabilities, using enacted tax rates in effect for the year
in which the differences are expected to reverse. Current income taxes are based
on the year's income taxable for federal and state income tax reporting
purposes.
ACCOUNTING FOR EMPLOYEE STOCK OPTIONS
- -------------------------------------
In October 1995, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 123, "Accounting for Stock-Based Compensation." In conformity with the
provisions of SFAS No. 123, the Company has determined that it will not change
to the fair value method presented by SFAS No. 123 and will continue to follow
Accounting Principle Board Opinion No. 25 for measurement and recognition of
employee stock- based transactions.
ISSUANCE OF STOCK FOR SERVICES
- ------------------------------
Shares of the Company's common stock issued for services are recorded in
accordance with APB16 at the fair market value of the stock issued or the fair
market value of the services provided, whichever value is the more clearly
evident. The value of the services are typically stipulated by contractual
agreements. There were no shares issued for services during the quarter ended
September 30, 1997.
LOSS PER COMMON SHARE
- ---------------------
Loss per common share is computed based on the net loss for each period, as
adjusted for dividends required on preferred stock ($5,950 and $5,950 for the
three months ended September 30, 1997, and 1996, respectively) and the weighted
average number of common shares outstanding. Common stock equivalents were not
considered in the loss per share calculations, as the effect would have been
anti-dilutive.
REVENUE RECOGNITION
- -------------------
There were no revenues during the three months ended September 30, 1997 and
1996.
[GROUP\10QSB\93097.QSB]-5
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<PAGE>
GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
September 30, 1997 (Unaudited)
RECLASSIFICATION OF PRIOR YEAR AMOUNTS
- --------------------------------------
To enhance comparability, the fiscal 1997 consolidated financial statements have
been reclassified, where appropriate, to conform with the financial statement
presentation used in fiscal 1998.
Note 2. ACQUISITIONS
NATIONAL POOLS CORPORATION
- --------------------------
On June 13, 1996, Nona Morelli's II, Inc. ("Nona"), the then controlling parent
of Group V, granted an option (the "Option") to Joseph Monterosso, the current
President of the Company, to acquire 250,000 Series B Preferred Shares of Group
V (the "Series B Shares") owned by Nona. The Option is exercisable at a price of
$13 per share.
On December 19, 1996, Group V entered into Stock Purchase Agreements with each
of the shareholders of NPC pursuant to which Group V agreed to issue a series of
Secured Promissory Notes (the "Notes") in the aggregate principal amount of
$1,200,000 and 1,000,000 shares of Group V's restricted common stock to the NPC
shareholders in exchange for all of the issued and outstanding shares of capital
stock of NPC. The Notes are convertible into a maximum of 241,900,000 shares of
Group V common stock. The conversion of the Notes are contingent upon NPC's
operations achieving certain financial goals over the next several fiscal years.
The terms of the conversion are, for every $250,000 of net annual operating
income achieved by NPC, $7,500 in principal amount of the Notes may be converted
in 1,511,875 shares of restricted Group V common stock. The Notes are
non-recourse to Group V, secured by the assets of NPC, bear interest at 8% per
annum, and are due and payable on May 31, 1999. As part of this acquisition,
Nona and Group V agreed to a debt assumption agreement whereby all of Group V
debt in excess of $20,000 on December 24, 1996, except for amounts owned to
certain affiliates, which have been converted into shares of Group V common
stock, was assumed by Nona. The NPC Stock Purchase Agreements closed on December
24, 1996.
On June 13, 1997, Mr. Monterosso exercised the Option to purchase 128,041 Series
B Shares, at $13 per share, by payment to Nona of approximately $1,665,000. The
128,041 Series B Shares acquired may be immediately converted in 8,987,198
shares of restricted Group V common stock. Additionally on June 13, 1997, Group
V sold it wholly owned subsidiary, CMA, to Nona for cash of $1,140,000, notes
receivable from NPC aggregating $245,836, and a credit against the Nona
intercompany account of $95,000.
On August 22, 1997, and effective June 13, 1997, the Option was amended (the
"Amended Option") to increase the exercise price for 21,959 of the Series B
Shares from $13 per share to $72.20 per share, or approximately $1,585,000 for
the 21, 959 shares of Series B Preferred Stock. The option to purchase the
remaining 100,000 shares of Series B shares was terminated. Concurrently, Nona
granted Mr. Monterosso a new option to purchase the remaining 100,000 Series B
Shares at an exercise price of $11.70 per share. Additionally, as consideration
for granting the new option, Nona acquired the right to require Mr. Monterosso
to purchase all or any remaining unexercised shares of the 100,000 Series B
Shares in its entirety by September 1, 1998.
Closing on September 2, 1997, but effective June 30, 1997, Mr. Monterosso
exercised the Amended Option to purchase 21,959 Series B Shares, at $72.20 per
share, by payment to Nona of approximately$1,585,000. The 21,959 Series B Shares
acquired may be immediately converted into 1,712,803 shares of restricted Group
V common stock. Concurrent with the exercise of the Amended Option, Group V
released Nona from liability, if any, arising from any events while Nona
controlled Group, in exchange for approximately $1,585,000 of marketable
securities ("Marketable Securities"). Subsequent to June 30, 1997, the
Marketable
[GROUP\10QSB\93097.QSB]-5
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GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
September 30, 1997 (Unaudited)
Securities have been delivered from escrow and, accordingly, the consideration
received by the Company has been presented in the accompanying unaudited
consolidated condensed balance sheet as marketable securities. Additionally,
such consideration has been accounted for as a capital contribution.
On September 2, 1997, Nona sold to Mr. Monterosso 6,000,000 New Class D Warrants
in consideration for a $1,800,000 promissory note secured by the New Class D
Warrants, due in September 1998. Each New Class D Warrant is exercisable at $1
per share and entitles Mr. Monterosso to receive, upon exercise, two shares of
common stock, or a total of 12,000,000 common shares if all the New Class D
Warrants have been exercised.
On September 2, 1997, Nona granted to Mr. Monterosso an option to purchase
7,800,000 common shares of the Company exercisable at $0.15 per share after Nona
converted its remaining 100,000 shares of Series B Preferred Stock into
7,800,000 common shares.
As a result of the Company's acquisition of NPC and the sales and purchases of
the Series B Preferred Stock, as discussed above, a change in control of the
Registrant has occurred and the Registrant is now no longer a controlled
subsidiary of Nona.
UNIVERSAL NETWORK SERVICES, INC.
- --------------------------------
In September 1997, the Company agreed in principle to acquire a 50% convertible
net profits interest ("Net Profits Interest") in Universal Network Services,
Inc. ("UNSI"). NPC's Chief Operating Officer is a shareholder and officer of
UNSI. The Net Profits Interest will provide the Company with up to 50% of UNSI's
net operating profit and grant the Company the option to convert its Net Profits
Interest into and equity interest of up to 100% of UNSI's issued and outstanding
common stock. No agreements have yet been executed and negotiations are still in
process. UNSI is an interexchange carrier that provided telecommunications
services to both residential and business customers throughout the United States
and certain foreign countries.
MAGNET TELECOM, INC.
- --------------------
In October 1997, the Company agreed in principle to purchase a fifty percent net
profits interest in Magnet Telecom, Inc. ("MTI") a privately held
telecommunications network marketing company and an affiliate of UNSI. As of the
date of this Report, no agreements have been finalized.
LOTTOWORLD, INC.
- ----------------
Also in October 1997, the Company and Lottoworld, Inc. agreed in principle to
form a new joint venture company whereby Lottoworld will assign all of its
publishing assets, including the Lottoworld Magazine, to the new joint venture
company. As of the date of this report no agreements have been finalized.
Note 3. New Directors
During the quarter ended September 30, 1997, Mr. Joseph Monterosso replaced Mr.
Fred G. Luke as Chairman and Mr. Dennis D. Houston replaced Mr. Royce Warren as
a Director.
[GROUP\10QSB\93097.QSB]-5
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<PAGE>
Note 4. Subsequent Event
During October 1997, the Company agreed in principle with Nona to exchange the
Marketable Securities for $700,000 cash, $500,000 promissory note and 1,440,000
unrestricted common shares of Nona. As of the date of this Report, no agreements
have been finalized.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Registrant has incurred net losses and negative cash flows from operating
activities since its inception in 1988. The Registrant had cash and cash
equivalents of approximately $436,180 and $677,525 as of September 30, 1997 and
June 30, 1997, respectively, and working capital of $1,606,230 and $1,926,180 as
of September 30, 1997 and June 30, 1997, respectively. The decrease in working
capital is a direct result of cash used for operating activities. As of the date
of this Report, the Registrant has no material commitments for capital
expenditures.
Prior to the acquisition of NPC and sale of CMA, the Registrant received
financial support from Nona, and was dependent upon Nona for future working
capital. Nona is no longer a controlling parent and will not longer fund the
Registrant. The Registrant's plan is to continue searching for additional
sources of equity and working capital and new operating opportunities. In the
interim, the Registrant's existence is dependent upon the success of NPC's
Hit-LoTTo(TM) product, which has not yet been sold as of the date of the Report.
The Registrant may need to utilize its working capital of $1,606,230 at
September 30, 1997, and utilize its common stock to support its financial
obligations until the Hit-LoTTo(TM) product is first sold.
The Registrant is also pursuing other joint venture, merger or acquisition
opportunities which may provide additional capital resources during fiscal 1998.
ACQUISITIONS
- ------------
The Company entered into agreements in principle with UNSI and MTI (see Note 2
of the footnotes to accompanying unaudited consolidated condensed financial
statements included elsewhere herein at Item 1).
RESULTS OF OPERATIONS
- ---------------------
Comparison of the Three Months Ended September 30, 1997 to the Three Months
Ended September 30, 1996
There were no revenue producing operations during the quarter ended September
30, 1997.
Total General and Administrative expenses increased by $156,384 during the
quarter ended September 30, 1997, as compared to the same period last year.
Since there were no operations during the quarter, General and Administrative
expenses comprised mostly of corporate and other office related overhead.
Additionally, the acquisition of NPC contributed to the increase of General or
Administrative expenses since the acquisition occurred on December 24, 1996,
and there was no NPC related expenses in the same period last year.
Depreciation and Amortization expense increased by $4,410 during the current
quarter which was a direct result of acquiring depreciable assets in the NPC
acquisition, whereas there were no depreciable assets during the same quarter
last year.
Interest expense increased by $17,385 during the current quarter which was a
result from issuing and acquiring interest bearing debt associated with the
acquisition of NPC.
Professional services of $177,848 during the current quarter remained
approximately the same as last year since the Company is continuing to utilize
attorneys, accountants and other advisors relating to the continued
[GROUP\10QSB\93097.QSB]-5
8
<PAGE>
potential acquisitions (see Note 2 of the footnotes to accompanying unaudited
consolidated condensed financial statements included elsewhere herein at Item
1).
Cash used in operating activities increased to $271,545 for the three months
ended September 30, 1997, from $118,529 for the same period last year, which was
primarily attributable to the acquisition of NPC (discussed above).
Cash provided by financing activities of $30,200 for the three months ended
September 30, 1997, decreased from $120,467 for the same period last year, which
was attributable to fewer collections of stockholder receivables when compared
to the same period last year. The remaining stockholder receivables are not due
until later this fiscal year.
PART II: OTHER INFORMATION
Item 1. Legal Proceedings: None
Item 2. Changes In Securities: None
Item 3. Defaults Upon Senior Securities: None
Item 4. Submission Of Matters To A Vote Of Security Holders: None
Item 5. Other Information: None
Item 6. Exhibits And Reports On Form 8-K
Exhibit No. Description
----------- -----------
27 Financial Data Schedule
[GROUP\10QSB\93097.QSB]-5
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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.
GROUP V CORPORATION
(formerly, NuOASIS GAMING, INC.)
Dated: November 28, 1997 By: /s/ Joseph Monterosso
Joseph Monterosso,
President and Chairman
Dated: November 28, 1997 By: /s/ Dennis D. Houston
Dennis D. Houston,
Director
Dated: November 28, 1997 By: /s/ Steven H. Dong
Steven H. Dong, Chief Financial
Officer and Principal Accounting
Person
[GROUP\10QSB\93097.QSB]-5
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> SEP-30-1997
<CASH> 436,180
<SECURITIES> 1,585,468
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,541,048
<PP&E> 45,232
<DEPRECIATION> (11,173)
<TOTAL-ASSETS> 2,579,512
<CURRENT-LIABILITIES> 934,818
<BONDS> 0
0
301,700
<COMMON> 478,598
<OTHER-SE> (335,604)
<TOTAL-LIABILITY-AND-EQUITY> 2,579,512
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 355,516
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 17,385
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (372,901)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (372,901)
<EPS-PRIMARY> (0.01)
<EPS-DILUTED> 0
</TABLE>