SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
Commission File No. 017833
GREENLAND
CORPORATION
Nevada 87-0439051
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
4180 La Jolla Village Drive
Suite 315
La Jolla, CA 92037
(Address and zip code of principal executive offices
(619) 458-4226
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. X YES NO
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
Class A Common Stock 16,759,297 Shares Outstanding
$0.001 par value as of October 28, 1996
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
REPORT ON FORM 10-QSB
QUARTER ENDED SEPTEMBER 30, 1996
TABLE OF CONTENTS
Part I. Financial Information
Item 1. Financial Statements
Condensed consolidated balance sheets as of September 30, 1996
and December 31, 1995
Condensed consolidated statements of operations Three months
ended September 30, 1996 and 1995 Nine months ended
September 30, 1996 and 1995
Condensed consolidated statements of changes in
stockholders' equity as of September 30, 1996
Condensed consolidated statements of cash flows as of
September 30, 1996
Notes to condensed consolidated financial statements
Item 2. Management's discussion and analysis of financial condition and
results of operations
Part II. Other Information
Signatures
1
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
Sept. 30, 1996 Dec. 31, 1995
---------------------- ------------------
ASSETS (unaudited) (audited)
Current assets:
<S> <C> <C>
Cash in bank $ 42,511 $ 8,523
Refundable deposits 5,186 1,969
Prepaid expenses 41,000 0
Accounts receivable 10,000 0
Notes receivable 59,668 59,668
Accounts receivable, officers 55,898 0
---------------------- ----------------------
Total current assets 214,263 70,160
Rental properties, net of depreciation 5,096,028 5,096,627
Other assets:
Land option 2,515,000 2,515,000
Licenses 959,432 959,432
Investments 152,893 152,893
Capitalized software 89,646 0
---------------------- ----------------------
$ 9,027,262 $ 8,794,112
====================== ======================
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 79,214 $ 28,321
Tenant deposits 20,108 21,829
Property taxes payable 48,775 22,364
Accrued salaries 49,800 0
Accrued interest payable 5,365 5,365
Notes payable 5,000 50,000
Current portion of long-term debt 126,288 139,644
---------------------- ----------------------
Total current liabilities 334,550 267,523
Payable to stockholders 290,790 300,790
Long-term debt 4,070,759 3,925,089
---------------------- ----------------------
Total liabilities 4,696,099 4,493,402
STOCKHOLDERS' EQUITY
Common stock
$0.001 par value: 25,000,000 authorized;
16,443,297 shares issued and outstanding
(13,190,253 at 12/31/95) 16,444 13,190
Less subscriptions receivable 0 (54,195)
Additional paid-in capital 5,791,947 5,298,818
Retained deficit (1,477,228) (957,103)
---------------------- ----------------------
Total stockholders' equity 4,331,163 4,300,710
---------------------- ----------------------
$ 9,027,262 $ 8,794,112
====================== ======================
</TABLE>
See accompanying notes to financial statements.
2
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended Sept. 30,
1996 1995
(unaudited) (unaudited)
Revenue:
<S> <C> <C>
Rental income $ 142,257 $ 104,805
AMR and other income 11,748 0
---------------------- ----------------------
Net revenue 154,005 104,805
Expenses:
General and administrative 205,277 50,848
Depreciation 40,727 46,713
Property and other taxes 28,933 12,000
Interest 98,922 72,547
---------------------- ----------------------
373,859 182,108
---------------------- ----------------------
Loss from operations (219,854) (77,303)
Other income (expense) 0 0
Provision for income taxes 0 0
---------------------- ----------------------
Net loss $ (219,854) $ (77,303)
====================== ======================
Net loss per share* $ (0.01) $ (0.02)
====================== ======================
*Weighted average number of common
shares used to compute loss per share 16,048,835 3,348,357
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Nine Months Ended Sept. 30,
1996 1995
(unaudited) (unaudited)
Revenue:
<S> <C> <C>
Rental income $ 351,654 $ 339,480
AMR and other income 92,966 0
---------------------- ----------------------
Net revenue 444,620 339,480
Expenses:
General and administrative 545,161 172,017
Depreciation 122,181 140,139
Property and other taxes 46,054 38,000
Interest 251,349 232,791
---------------------- ----------------------
964,745 582,947
Loss from operations (520,125) (243,467)
Other expense 0 (20,194)
Provision for income taxes 0 0
---------------------- ----------------------
Net loss $ (520,125) $ (263,661)
====================== ======================
Net loss per share* $ (0.03) $ (0.07)
====================== ======================
*Weighted average number of common
shares used to compute loss per share 16,048,835 3,348,357
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Common Stock Additional
Par Value $0.001 Paid-In Retained
Shares Amount Capital Deficit
<S> <C> <C> <C> <C>
Balances at 12/31/94 2,956,147 2,956 1,873,496 (369,950)
Private sale of common stock 1,100,000 1,100 108,900
Issuance of common (restricted) to
cancel debt 58,944 59 265,788
Issuance of common (restricted)
for services 209,400 209
Issuance of common (restricted)
for assets 8,500,000 8,500 710,829
Issuance of common (restricted)
for land option 408,512 409 2,464,591
Cancellation of restricted common
stock (42,750) (43) (124,786)
Net loss for year 0 0 0 (587,153)
-------------- ------------- ------------------ -------------------
Balances at 12/31/95 13,190,253 $ 13,190 $ 5,298,818 $ (957,103)
-------------- ------------- ------------------ -------------------
Private sales of common stock
(restricted) 131,500 132 74,993
Issuance of common pursuant
to acquisitions 1,080,299 1,080 0
Cancellation of common stock
and adjustments (337,252) (337) (1,910,577)
Issuance of common (restricted)
for land option 1,270,359 1,270 1,908,539
Net loss for period (110,661)
-------------- ------------- ------------------ -------------------
Balances at 3/31/96 15,335,159 $ 15,335 $ 5,371,773 $ (1,067,764)
============== ============= ================== ===================
Private sale of common stock 250,000 250 62,250
Private sales of common stock
(restricted) 157,200 157 119,343
Issuance of common (restricted)
for services 3,388 3 3,583
Issuance of common (restricted)
to cancel debt 60,000 60 48,940
Net loss for period (189,610)
-------------- ------------- ------------------ -------------------
Balances at 6/30/96 15,805,747 $ 15,806 $ 5,605,889 $ (1,257,374)
============== ============= ================== ===================
Private sales of common stock
(restricted) 500,000 500 143,750
Issuance of common (restricted)
for services 5,550 56 1,388
Issuance of common stock pursuant
to S-8 132,000 132 40,920
Net loss for period (219,854)
-------------- ------------- ------------------ -------------------
Balances at 9/30/96 16,443,297 $ 16,444 $ 5,791,947 $ (1,477,228)
============== ============= ================== ===================
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
9 Months Ended
Sept. 30, 1996
(unaudited)
OPERATING ACTIVITIES
<S> <C>
Net loss $ (520,125)
Adjustments to reconcile net loss to cash used by operating activities:
Depreciation 122,182
Stock issued for services/debt 94,968
Changes in operating assets and liabilities:
Increase in deposits (3,217)
Increase in accounts receivable (10,000)
Increase in accounts receivable, officer (55,898)
Increase in prepaid expenses or other expenses (41,000)
Increase in capitalized software (89,646)
Increase in accounts payable 50,893
Decrease in tenant deposits (1,721)
Increase in accrued property taxes 26,411
Increase in accrued salaries 49,800
Decrease in current portion long-term debt (13,356)
----------------------
Net cash required by operating activities (390,709)
FINANCING ACTIVITIES
Amounts paid to stockholder (10,000)
Retirement of long-term debt 145,669
Repayment of loans (45,000)
Proceeds from sale of stock 455,610
----------------------
Net cash provided by financing activities 546,279
----------------------
INVESTING ACTIVITIES
Acquisition of rental properties (121,582)
Purchase of Equipment 0
----------------------
Net cash used by investing activities (121,582)
----------------------
Increase (decrease) in cash and cash equivalents 33,988
Cash and cash equivalents at beginning of period 8,523
----------------------
Cash and cash equivalents at end of period $ 42,511
======================
SUPPLEMENTAL INFORMATION
Cash paid for interest $ 98,922
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
GREENLAND CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
QUARTER ENDED SEPTEMBER 30, 1996
PART I - FINANCIAL INFORMATION
BASIS OF PRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB. Therefore, they do not include
all information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows, and stockholders' equity in
conformity with generally accepted accounting principles. Except as disclosed
herein, there has been no material change in the information disclosed in the
notes to the financial statements included in the Company's annual report on
Form 10-KSB for the year ended December 31, 1995. In the opinion of Management,
all adjustments considered necessary for a fair presentation of the results of
operations and financial position have been included and all such adjustments
are of a normal recurring nature. Operating results for the quarter ended
September 30, 1996 are not necessarily indicative of the results that can be
expected for the year ended December 31, 1996.
NOTE 2: PRIVATE PLACEMENT; EQUITY FINANCING
The Company issued a Private Placement Memorandum pursuant to Regulation D,
Rule 505 during the first quarter (and revised on April 9, 1996 and on August
23, 1996) to sell an aggregate of 4,000,000 shares of restricted common stock
for a total of $1,000,000. During the three month period ended September 30,
1996, a total of $143,750 was raised pursuant to the Private Placement. During
the prior three-month period ended June 31, 1996, a total of $119,343 was
raised. The total amount raised pursuant to the Private Placement for the nine
month period ended September 30, 1996 was $263,093.
The Company has also entered into an agreement with Select Capital
Advisors, Inc. of Miami, Florida to use its best efforts to arrange for the
placement of $2.5 million of presently unauthorized preferred stock (the
issuance of which is subject to shareholder approval). Additionally, Select will
provide its best efforts to arrange debt financing for the Company in the amount
of $3 million in the form of letters of credit to support sales of Greenland's
AirLink automated meter reading technology to utilities.
NOTE 3: IVDS LICENSES
In August 1996, the Company filed, on Form 8-K, a disclosure that it had
discovered certain information related to the Interactive Video and Data
Services ("IVDS") telecommunications licenses acquired from Integrated
Communications Access Network, Inc. ("Integrated") held by the Company's
wholly-owned ICAN, Inc. subsidiary. Management has determined that there may be
irregularities related to the proper transfer of ownership of the licenses,
including irregularities on the transfer of the licenses from the original
licensees to Integrated. While management has not made a final determination of
the status of the licenses, the Company, as of August 22, 1996 has filed suit,
in San Diego Superior Court, against parties that it believes have been legal
holders of the licenses or had fraudulently claimed such status.
While the Company lists the IVDS licenses on its consolidated balance sheet
at this time, pending the outcome of its litigation, the Company may need to
write off the associated assets and corresponding liabilities. The Company has
requested the Court to rescind the transaction. Should the Court decide in favor
of the Company the Company would adjust its consolidated financial statements
accordingly.
7
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Introduction
The following discussion pertains to the Company's results of operations
and financial condition as of September 30, 1996 and 1995, respectively.
The operations of the Company's meter reading operations are consolidated
in the Company's financial statements. The Company's AMR operations have been,
until recently, exclusively devoted to research and development. The Company
began its marketing and sales efforts in June 1996, and has contracted for the
installation of test systems of its AirLinkT automated meter reading system in
Oregon, Utah, and Connecticut. The Company charges utility customers for its
costs and expenses associated with such testing. Test installations are promoted
in order to advance the sales process, which can result in orders for full
buildout of AirLink systems.
The Company's other operations have been devoted to those of its
wholly-owned GAM Properties, Inc. subsidiary. GAM owns and manages a number of
residential and commercial income properties in California.
The Company's ICAN subsidiary holds IVDS licenses in three U.S. cities as
its only assets. The Company currently lists as assets, three such licenses for
Lubbock, Texas, Knoxville, Tennessee, and Olympia, Washington. There is
considerable uncertainty as to the disposition of these assets and the Company
may elect to discontinue these operations. See "Notes to Consolidated Financial
Statements."
The Company owns a 49% interest in Signature Leasing, LLC, a Nevada
Corporation ("Signature"). Signature is a commercial leasing company. The
Company has not consolidated the operations of Signature as it was a minority
shareholder at September 30, 1996.
Results of Operations
Revenues
Rental income totaled $142,257 for the three month period ended September
30, 1996, an increase of $37,452 or 26.3% from the prior year period. This
increase was due primarily to changes in the composition of the Company's
property portfolio and variable occupancy rates from the prior year period.
Rental income for the nine month period ended September 30, 1996 was $351,654
compared to $339,480 for the prior nine month period; a decrease of $12,174. The
San Diego rental market remains essentially flat; but the Company has been able
to stabilize occupancy rates and, in certain cases, to increase rental rates.
Other income for the three months ended September 30, 1996 was $11,748 of
which $10,000 is attributed to sales related to its automated meter reading
activities. The Company had no income from such activities in the prior year.
For the nine month period ended September 30, 1996, the Company had other income
of $92,966 compared to no other income in the prior year six month period. For
the nine month period, $30,000 is attributed directly to test installations of
the Company's AirLink system.
Expenses
General and administrative expenses for the three month period ended
September 30, 1996 were $205,277 as compared to $50,848 for the prior year
period, an increase of $154,429 or 304%. This increase is attributable to
increased costs related to the broadened management and operations of the
Company over the past year, particularly related to increased staff to support
the Company's automated meter reading operations. Of this amount, $17,946 was
related to parts and equipment devoted to AirLink manufacturing and $3,772 to
AirLink sales and marketing activities. For the nine month period ended
September 30, 1996, general and administrative expenses were $545,161 as
compared to $172,017 for the prior year, an increase of $373,144.
8
<PAGE>
Depreciation expense was $40,727 for the third quarter of fiscal 1996 as
compared to $46,713 in the previous year period, a decrease of $5,986 or 12.8%,
which is attributable to changes in the Company's portfolio of properties. For
the nine month period ended September 30, 1996, depreciation was $122,181 as
compared to $140,139 in the previous year's nine month period.
Interest expense was $98,922 in the third quarter period of 1996, an
increase of $26,375 or 36.4% compared to the prior year third quarter period.
Interest expense for the nine month period ended September 30, 1996 was $251,349
compared to $232,791 for the prior year, an increase of $18,558, or 8%. The
increase in interest expense during the nine month period ended September 30,
1996 are due primarily to changes in the Company's real estate portfolio and the
associated indebtedness.
Property and other taxes for the three month period ended September 30,
1996 were $28,933 compared to $12,000 in the previous year's second quarter, an
increase of $16,933 or 141.1%. This increase was primarily caused by an increase
in taxes on the Company's Tucson, Arizona property. For the nine month period
ended September 30, 1996, taxes were $46,054 compared to taxes of $38,000 for
the prior year's nine month period, an increase of $8,054 or 21.1%. The
increases are attributable to the changes in the composition of the Company's of
real estate properties upon which value property taxes are assessed.
Real Estate Operations
The Company's wholly-owned GAM Properties, Inc. subsidiary continued to
improve the composition of its real estate portfolio during the third quarter of
fiscal 1996 with the objective of maintaining and improving its current assets.
Management is encouraged by the market indications that show an improvement in
the rental property market in and around San Diego County. Notwithstanding
management's belief that its gross rental income will increase in subsequent
periods, the Company continues to reduce its debt on its properties. The
combination of these factors are expected to have a positive effect on the
Company's cash flow and equity.
During the third quarter of 1996, the Company was able to raise its rents
4% to 11% on most properties. However, there were a few properties where there
were no rent increases. These rent increases are in keeping with the trend
toward gradual increases in rents throughout most of San Diego county. The
Company maintained a 91% occupancy rate during the third quarter. Two-thirds of
the vacancy consisted of small office space at the Adams Avenue Professional
Center during renovations to the property.
The company has made several improvements and performed some preventative
maintenance to several of its properties during the third quarter ended
September 30, 1996.
The Company has plans to exchange its equity in selected properties in
order to improve its cash flow. Management hopes that financing will become more
available next fiscal year in order to enable the Company to achieve better
financial results.
Automated Meter Reading Operations
The Company has continued to fund the research and development efforts of
its automated meter reading operations. During the third quarter, the Company
participated as an exhibitor at the Automated Meter Reading Association
symposium in New Orleans, Louisiana to promote its AirLink system.
The Company has an agreement to install test systems in Oregon with Emerald
Peoples Utility District and began to install a system in the third quarter.
During the period ended September 30, 1996 the Company contracted for two
additional tests with Springville City Electric (Springville, Utah) and Third
Taxing District of Norwalk (East Norwalk, Connecticut). Customers pay the
Company fees of $10,000 plus expenses for the installation of an AirLink system
composed of 100 data points. Tests are anticipated to be sixty to ninety days'
duration.
9
<PAGE>
The Company continues to modify and improve its technology, and will use
its field testing to continue this process in order to provide competitive
advantage. The Company is currently in discussions with several dozen utility
companies in the United States related to installation of test systems or full
buildout. In order to support these efforts, the Company has added to its sales
staff with representatives in California and Kansas.
Other Operations
Management is, as yet, unsure about the operations of the Company's ICAN,
Inc. subsidiary, which holds the Company's IVDS broadcast licenses, which will
require the Company to make progress payments to the FCC regardless of the
Company's operations associated with them. At this time, management is uncertain
as to the legal status of its licenses, which were acquired from Integrated
Communications Access Network, Inc. in December 1995. The Company is currently
involved as the plaintiff in litigation related to these assets. Depending upon
the outcome of legal proceedings, the Company may be required to write down the
assets associated with the licenses.
Liquidity and Capital Resources
The Company's total assets were by $9,027,262 at September 30, 1996, an
increase of $274,149, or 3.1%, over to the year ended December 31, 1995. This
increase in assets is based on additions to cash and the capitalization of
software associated with the development of its automated meter reading
technology. Such capitalization is pursuant to SFAS 86 "Accounting for the costs
of computer software to be sold, leased or otherwise marketed."
At September 30, 1996, the Company's total liabilities were $4,696,099, an
increase of $243,697 (5.4%) over the year ended December 31, 1995. The increase
is attributable to increases in long-term debt associated with the Company's
real estate properties, and increased payments associated with expanded
operations of the Company. Stockholders' equity was $4,331,163 at September 30,
1996, an increase of $30,453 over the year ended December 31, 1995.
The Company had negative working capital of $120,287 at September 30, 1996.
The Company has only recently begun marketing its automated meter reading
technology and products and there can be no assurance that revenues from such
efforts will be forthcoming in the immediate near future. Consequently, the
Company will require additional capital to offset ongoing losses from
operations. The Company is in the process of a private placement offering to
sell up to 4,000,000 shares of restricted common stock to raise $1,000,000,
which would eliminate the pressures associated with this condition. The Company
continues to seek buyers and/or lenders to leverage its purchase option on
property in Arizona, which could assist in providing additional working capital.
The Company is also investigating other corporate financing activities in order
meet its ongoing requirements for working capital to grow its business; and has
entered into an agreement with Select Capital Advisors, Inc. of Miami, Florida
to assist in the placement of up to $2.5 million in equity financing and a $3
million line of credit.
10
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
At this time, the company is involved in two legal matters. (1) The Company
is suing former consultants for fraud and misrepresentation, among other things,
related to the transfer of IVDS licenses to the company; and Greenland hopes to
rescind the shares it paid for these assets. These consultants have also filed
suit against the company for approximately $70,000 for monies they believe they
are owed. However, management believes that this suit is completely without
merit and plans to vigorously defend it as well as pursue its action against
said consultants. (2) The company has been sued by a former consultant related
to its abandoned (in 1995) beverage operations. The remedy sought is the payment
to said consultant common stock of the Company and cash. The Company has issued
the stock; however, consultant did not accept it and continues to demand
additional payment of $100,000 cash. The case is currently in the discovery
stage and will not go to trial (assuming a settlement is not reached earlier)
before April of 1997.
The Company's officers and directors are aware of no additional threatened
or pending litigation which would have a material, adverse effect on the
Company.
ITEM 2 - CHANGES IN SECURITIES
Not applicable.
ITEM 3 - DEFAULTS ON SENIOR SECURITIES
None.
ITEM 4 - SUBMISSION OF MATTER TO VOTE OF SECURITY HOLDERS
None.
ITEM 5 - OTHER INFORMATION
None.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits - none.
(b) Reports on Form 8-K
Form 8-K filed August 23, 1996, related to management's discovery of
certain information related to the Interactive Video and Data Services
("IVDS") telecommunications licenses held by the Company's
wholly-owned ICAN, Inc. subsidiary. Also see, "Management's Discussion
and Analysis of Operations" and "Legal Proceedings."
11
<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.
GREENLAND CORPORATION
October 30, 1996 Signed
Kevin G. Smith
Chairman and Chief Executive Officer
October 30, 1996 Signed
Eric W. Gaer
President
October 30, 1996 Signed
Michael H. deDomenico
Chief Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Greenland Corporation and Subsidiaries September 30, 1996 financial
statements and is qualified in its entirety by reference to such
financial statements
</LEGEND>
<CIK> 0000852127
<NAME> Greenland Corporation
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 42,511
<SECURITIES> 152,893
<RECEIVABLES> 125,566
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 214,263
<PP&E> 5,376,873
<DEPRECIATION> (280,845)
<TOTAL-ASSETS> 9,027,262
<CURRENT-LIABILITIES> 334,550
<BONDS> 0
0
0
<COMMON> 16,444
<OTHER-SE> 4,314,719
<TOTAL-LIABILITY-AND-EQUITY> 9,027,262
<SALES> 0
<TOTAL-REVENUES> 444,620
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 713,396
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 251,349
<INCOME-PRETAX> (520,125)
<INCOME-TAX> 0
<INCOME-CONTINUING> (520,125)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (520,125)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> (.03)
</TABLE>
