<PAGE> 1
U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR THE TRANSITION PERIOD FROM __________ TO __________
COMMISSION FILE NUMBER 0-18974
-------
JORDAN AMERICAN HOLDINGS, INC.
------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Florida 65-0142815
- --------------------------------- ----------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
1875 Ski Time Square, Suite One, Steamboat Springs, CO 80487
------------------------------------------------------------
(Address of principal executive offices)
(800) 879-1189
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED
- ------------------- -----------------------------------------
NONE NONE
Securities Registered Pursuant to Section 12(g) of the Act:
Common Stock, $.001 Par Value
-----------------------------
(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 filing requirements
for the past 90 days. Yes X No
--- ---
As of April 30, 1997, 10,608,376 shares of the registrant's common stock were
issued and outstanding.
<PAGE> 2
JORDAN AMERICAN HOLDINGS, INC.
AND SUBSIDIARIES
(NASDAQ: JAHI)
TABLE OF CONTENTS
PART I
<TABLE>
<S> <C>
ITEM 1 Financial Information
Consolidated Balance Sheets................................................... 3
Consolidated Statements of Operations......................................... 4
Consolidated Statements of Cash Flows......................................... 5
Notes to Consolidated Financial Statements.................................... 6
ITEM 2 Management's Discussion and Analysis
Results of Operations......................................................... 10
Liquidity and Capital Resources............................................... 12
</TABLE>
2
<PAGE> 3
PART I.
ITEM 1.
FINANCIAL INFORMATION
JORDAN AMERICAN HOLDINGS, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
<TABLE>
<CAPTION>
(unaudited)
March 31, December 31,
1997 1996
--------- ------------
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 1,577,518 $ 1,725,056
Marketable securities 384,193 495,625
Investment advisory fees receivable, net 88,272 92,796
Receivable from clearing broker 105,703 102,999
Deposit with clearing broker 25,000 25,000
Prepaid expenses and other current assets 46,376 42,954
Receivable from affiliates and officer 289,982 139,250
Notes receivable 943,000 946,175
Property and equipment, net 185,459 189,901
----------- -----------
Total Assets $ 3,645,503 $ 3,759,756
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued expenses $ 174,214 $ 290,030
Deferred investment advisory fees 237,558 213,942
Preferred stock dividend payable 60,000 0
----------- -----------
Total Liabilities $ 471,772 $ 503,972
----------- -----------
Stockholders' equity:
8% cumulative, convertible, non-voting preferred stock,
$0.01 par value; authorized 5,000,000 shares;
3,000,000 shares issued and outstanding 30,000 30,000
Common stock, $0.001 par value; authorized 20,000,000
shares; 10,608,376 shares issued and outstanding
at March 31, 1997; 10,678,376 shares issued and
outstanding at December 31, 1996 10,608 10,678
Additional paid-in capital 4,838,276 4,930,202
Accumulated deficit (1,705,153) (1,715,096)
----------- -----------
Total stockholders' equity $ 3,173,731 $ 3,255,784
----------- -----------
Total liabilities and stockholders' equity $ 3,645,503 $ 3,759,756
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE> 4
JORDAN AMERICAN HOLDINGS, INC.
AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
1997 1996
------------ -------------
<S> <C> <C>
REVENUES
Investment advisory fees $ 193,721 $ 773,713
Commission income 119,453 130,956
------------ ------------
Total revenues $ 313,174 $ 904,669
------------ ------------
Selling, general and administrative expenses 408,787 621,467
------------ ------------
Operating income (loss) $ (95,613) $ 283,202
------------ ------------
OTHER INCOME (EXPENSES)
Interest and dividend income (expense) 41,726 29,898
Realized gain (loss) from investing and trading 56,012 70,488
Unrealized gain (loss) from investing and trading 39,125 (20,778)
Loss on disposal of land and building -- (8,341)
------------ ------------
Total other income, net $ 136,863 $ 71,267
------------ ------------
Net income $ 41,250 $ 354,469
Dividends on preferred stock 60,000 60,000
------------ ------------
Net income (loss) attributable to common stock $ (18,750) $ 294,469
============ ============
Net income (loss) per common share and share
equivalent attributable to common stock $ 0.00 $ 0.03
============ ============
Weighted average number of share and share
equivalents outstanding 10,673,709 10,851,544
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE> 5
JORDAN AMERICAN HOLDINGS, INC.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1997 1996
----------- ------------
<S> <C> <C>
CASH FLOWS--OPERATING ACTIVITIES
Net income from continuing operations $ 41,250 $ 354,469
Adjustments to reconcile net income to cash provided
by (used in) operating activities:
Depreciation 5,961 4,779
Unrealized (gain) loss from investing and trading (39,125) 20,778
Realized (gain) loss from investing and trading (56,012) (70,488)
Loss on disposal of land, building and equipment -- 11,341
Stock option compensation -- 18,412
Changes in operating assets and liabilities:
Investment advisory fees receivable (177,411) 3,786
Trading marketable securities 206,569 21,873
Prepaid expenses and other current assets (3,422) 1,914
Accounts payable and accrued expenses (115,816) 85,858
Deferred investment advisory fees 23,616 17,275
Other receivables 31,674 --
----------- -----------
Net cash provided by (used in) operating activities $ (82,716) $ 469,997
----------- -----------
CASH FLOWS--INVESTING ACTIVITIES
Capital expenditures (1,519) (10,672)
----------- -----------
Net cash provided by (used in) investing activities $ (1,519) $ (10,672)
----------- -----------
CASH FLOWS--FINANCING ACTIVITIES
Repurchase of common stock (63,303) (206,065)
Net proceeds from issuance of common stock -- 12,300
Proceeds from sale of land and building -- 148,825
Repayment of note payable -- (373,121)
----------- -----------
Net cash provided by (used in) financing activities $ (63,303) $ (418,061)
----------- -----------
Net increase (decrease) in cash and cash equivalents $ (147,538) $ 41,264
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,725,056 2,424,806
----------- -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 1,577,518 $ 2,466,070
=========== ===========
Supplemental disclosure:
Interest paid $ 292 $ 42
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
In the opinion of management, the accompanying consolidated financial
statements contain all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the consolidated balance sheets of
Jordan American Holdings, Inc. (the "Company" or "JAHI") and its broker/dealer
subsidiary (Management Securities, Inc. or "MSI") as of March 31, 1997, and
December 31, 1996, and the results of its operations and cash flows for the
three months ended March 31, 1997 and 1996, in accordance with generally
accepted accounting principles. The results for interim periods are not
necessarily indicative of results for a full year. (Please see further
discussion below in "Management's Discussion and Analysis.")
Percentage of assets and wrap investment advisory fees, for which
refunds may be due to clients, are billed in advance and are deferred and
amortized into income over the period in which services are performed.
Investment advisory fees based on a percentage of the annual increase
(performance billings) in the market value of a client's portfolio, including
interest and dividends, are fully recognized at the contract anniversary date
after the period of management. Management fee compensation which is due to
sales representatives is accrued when such fees are billed and is paid to sales
representatives quarterly.
Asset management contracts are terminable upon written notice from the
client(s) or the Company, and percentage of assets management fees are
refundable on a pro-rata basis. For additional information regarding the
Company's business operations and policies, a copy of disclosure document Form
ADV, Part II is available without charge upon written request to the Company.
Total assets under management and corporate earnings may substantially
increase or decrease due to stock market conditions including the onset of a
long-term declining, or bear market, performance returns as influenced by the
Company's investment advisory decisions, effectiveness of marketing efforts,
competition from other investment advisory companies and mutual funds, interest
rate changes by the Federal Reserve Board, economic conditions such as high
inflation and/or recession, and other factors.
The Company develops prospective clients through seminars, attending
money shows, television and radio appearances, direct contact, advertising on
its web site (www.jahi.com), sales representatives, and referrals from clients,
securities broker-dealers and other sources. During 1996, the Company formed a
joint venture with Impact Financial Network, Inc. ("Impact"), a financial/estate
planning firm which will be marketing the investment advisory services of the
Company. Prospective clients receive Form ADV, Part II, as the Company's
disclosure document and also provide information about themselves, their
investment experience, and their net worth through new account forms and other
methods.
The Company plans to substantially increase expenditures for marketing
and is pursuing business plans for asset gathering and creating exposure of the
Company's common stock and warrants through seminars, national investment shows,
advertising, improved marketing materials, joint ventures with marketing
professionals, and other factors. Operationally, the Company is
6
<PAGE> 7
positioned with personnel and systems to manage as much as $500 million in total
assets without a significant, or corresponding, increase in operating costs.
Thus, the Company's profit margins may increase substantially with additional
assets under management and strong performance in clients' managed accounts, and
increased commission revenues from clients' accounts through MSI.
With the Company's current mix of management fee accounts
(approximately 60% of accounts pay performance based fees; approximately 40% of
accounts pay percentage of assets based fees), in a period of normal trading
activity with assets under management of approximately $130 million, the Company
may be able to cover the costs of its operations solely from commission revenues
and percentage of assets investment advisory fees. Additional assets under
management, or strong performance and billings in percentage of profits
accounts, or increased trading activity through the Company's subsidiary
broker/dealer, or successful investing of Company assets, or revenues from the
Jordan Index Fund, L.P. or other sources, may significantly improve the
Company's net earnings, although there can be no guarantee of this occurring.
Approximately 80% of JAHI's clients maintain their brokerage accounts
with MSI, a member of the National Association of Securities Dealers, Inc.
("NASD") and the Securities Investor Protection Corporation ("SIPC"). MSI is
compensated for securities transactions on behalf of the Company's managed
accounts by receipt of commissions. MSI does not hold funds or securities for
clients and does not carry accounts of or for any customers of the Company. MSI
currently executes orders through Pershing & Co., a division of Donaldson,
Lufkin, & Jenrette, a securities corporation. Pershing, a member of the
Securities Investor Protection Corporation (SIPC), acts as clearing house and
custodian for the majority of Company accounts and processes all confirmations
and monthly statements for JAHI clients who choose to maintain their accounts
with MSI.
Commission income is recognized on a settlement date basis, which does
not differ materially from the trade date basis of accounting. Marketable
securities consist primarily of corporate stocks and other securities held in
Company investment accounts. Realized and unrealized gains or losses result from
the trading of securities and stock index futures contracts in Company
investment accounts.
Net income (loss) per share and share equivalent is based upon the
weighted average number of share and share equivalents outstanding during the
period. The calculations ignore common stock equivalent shares when their
inclusion in such calculations would have been anti-dilutive.
Preferred stock dividends are normally paid semi-annually as of June 30
and December 31 of each year. At the request of the holder of the preferred
stock, the Company agreed to pay the first semi-annual dividend of $120,000 on
July 31 of each year and the second semi-annual dividend of $120,000 on November
30. This arrangement was agreed to by both parties to assist the holder of the
preferred stock in its cash flow needs related to its charitable giving as a
private foundation. This arrangement has no material impact on the annual
operations and/or earnings of the Company.
7
<PAGE> 8
In the third quarter of 1994, Wallace Neal Jordan established Jordan
Assets, Ltd. For providing administrative services, the Company receives 100% of
the management fee revenue, if any, from Jordan Assets, Ltd., a privately held
affiliate which manages the Jordan Index Fund, L.P., (the "Fund"), a limited
partnership with assets of approximately $11.5 million. The Fund invests in
stock index futures contracts and other securities and receives as its fee 20%
of the Fund's trading profits. Fees for this Fund are accounted for as deferred
revenue until the annual billing date of the Fund, which is July 31 of each
year. Revenues to JAHI from the Fund were approximately $90,000 in 1995 as
compared to no revenues from the Fund in 1996. Third quarter 1997 revenues may
or may not be materially impacted by revenues from the Fund as dependent upon
investment decisions made by Fund manager Wallace Neal Jordan and other factors.
(All trading decisions for the Fund are made by Mr. Jordan.) Additionally,
investors in the Company's common stock or warrants should understand that there
is no guarantee that the Fund will continue to exist as a potential revenue
source for the Company.
During 1996, the Nasdaq Stock Market proposed new listing standards for
continued listing of securities on the Nasdaq Small-Cap Market which may
adversely effect the Company should these listing standards be approved by the
SEC and implemented by Nasdaq. There can be no guarantee that the Company will
be able to meet or maintain these listing standards, which include but are not
limited to a minimum share price of $1.00 for small-capitalization companies
such as Jordan American Holdings, Inc. Should the Company not be able to meet or
maintain the new listing standards if they become effective, the Company may be
de-listed from its current listing and be traded on the Electronic Bulletin
Board. Such an event, if it occurs, may adversely effect the trading and
liquidity of the Company's common stock and warrants. Additionally, if the
Company's securities are de-listed, proposed re-entry standards may be much more
difficult for the Company to achieve in order to gain re-listing in the Nasdaq
Small-Cap Market.
As of April 1997, the Company is no longer charging management fees on
holdings of JAHI common stock and warrants. While this policy will eliminate
management fee revenues from holdings in JAHI securities, management believes it
is in the best interest of our clients and our shareholders to implement this
policy.
On or about January 14, 1997, the Company received a Statement of Claim
with respect to an arbitration commenced before the NASD on behalf of Anthony J.
and Patricia J. Scalise alleging various claims grounded in the Florida
Securities and Investor Protection Act, negligence, breach of fiduciary duty and
fraud. The claimants seek $270,000 in alleged compensatory damages, interest,
and attorney fees and costs, and also seek punitive damages of three times any
compensatory award. The Company believes that the allegations of the claimants
are wholly without merit and that the facts alleged by them are materially and
significantly misstated, and intend to vigorously contest the arbitration. Other
than the foregoing, the Company is not a party in any material litigation, and
management has no knowledge of any threatened material litigation against the
Company.
In February 1993, JAHI completed a $3 million private placement of
750,000 units. Each unit is comprised of four shares of 8% cumulative
convertible non-voting preferred stock (the
8
<PAGE> 9
"Preferred Stock") and one share of Common Stock. The Preferred Stock is
convertible at the rate of one share of Common Stock for each $3.50 in face
amount of Preferred Stock converted. The face amount equals the initial offering
price of $1.00 per share. If at any time the closing bid price of JAHI Common
Stock exceeds $5.25 per share for a period of thirty consecutive trading days,
the Company may, upon thirty days' written notice, convert the Preferred Stock
to Common Stock using the above conversion rate. If the conversion of Preferred
Stock to Common Stock occurred, the Company would then be relieved of $240,000
in annual preferred dividend payments to the holders of the Preferred Stock.
The Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 123, "Accounting for Stock Based Compensation" (SFAS
123), which is effective for fiscal years beginning after December 15, 1995.
SFAS recommends, but does not require, measuring compensation cost of stock
options at the grant date and recognizing the expense over the service period.
If the Company does not change its accounting method, SFAS 123 requires, at a
minimum, disclosure of the pro forma impact on net income and net earnings per
share. The Company has determined that it will not change from its current
method of accounting, but will make the disclosures required by SFAS 123.
These interim period consolidated financial statements, including the
notes thereto, are condensed and do not include all disclosures required by
generally accepted accounting principles. Such interim period consolidated
financial statements should be read in conjunction with the Company's
consolidated financial statements which are included in the Company's 1996 Form
10-KSB which is contained in the Company's 1996 Annual Report to shareholders
and is available without charge upon request to JAHI Investor Relations, 1875
Ski Time Square, Suite One, Steamboat Springs, Colorado, 80487, (800) 879-1189;
Fax: (970) 879-1272; E-mail: [email protected].
9
<PAGE> 10
PART I
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS
JORDAN AMERICAN HOLDINGS, INC.
AND SUBSIDIARIES
To the extent that the following information contains forward-looking
implications, they may differ materially from actual results due to the success,
or lack thereof, of JAHI's management of the company and clients' stock
portfolios and pooled investments as influenced by market conditions and other
factors. There can be no guarantee that they will have any impact, positive or
negative, upon the earnings and/or operations of the company.
RESULTS OF OPERATIONS
The Company had a net loss for the three months ended March 31, 1997 of
($18,750) or $.00 per common share and share equivalent compared to a net gain
of $294,469 or $.03 per common share and share equivalent for the same period in
1996.
For the three months ended March 31, 1997, revenues from investment
advisory fees totaled $193,721 compared to revenues from investment advisory
fees of $773,713 for the same period in 1996, a decrease of approximately 75%
due primarily to weak performance billings in managed accounts during the first
quarter of fiscal 1997.
[The Company is currently involved with the formation of a new
investment limited partnership and an investment trust in order to increase
assets under management and thereby seek to improve corporate earnings. There
can be no guarantee that either of these entities will become working realities
nor is there a guarantee that if formed, these entities will become profitable
for the Company. Additionally, the Company is not averse to the possibility of
acquiring other entities which the Company believes would be an asset to the
Company in terms of the acquired entity's ability to generate additional
revenues from its operations.]
Commission income decreased for the three months ended March 31, 1997,
to $119,453 as compared to $130,956 for the same period in 1996. This decrease
is due to fewer stock transactions resulting from a decrease in the amount of
securities being purchased and sold in client accounts as determined by the
management of the Company based on market conditions and other factors.
[Both management fees and commission revenue for the first quarter were
relatively weak because of performance in clients' managed accounts, no increase
in total assets under management, and infrequent trading in managed accounts.
Unless account performance and asset gathering, or trading activity improves or
increases, respectively, the current earnings trend may continue. Market
conditions and other factors may materially impact this trend either positively
or negatively. Long-term trends in retention of client assets since fiscal
year-end 1995 show that for fiscal 1996, the company had a net loss in assets
under management, i.e., more assets in client
10
<PAGE> 11
accounts have departed from the Company's management than have been brought in
as new managed assets. During the first quarter of 1997, however, this trend
reversed and the Company experienced a net increase in assets under management
of approximately $1 million. There can be no guarantee, however, that the
current trend will continue.
Exceptional performance in percentage of profit accounts may result in
substantial revenues for the Company while poor performance in the same accounts
may yield no revenues for the Company from approximately 60% of the Company's
total assets under management. Additionally, because percentage of profit
contracts are billed on an annual basis for each respective client, there may be
a delay in billing revenue as long as eleven months from the time when actual
account performance was achieved. Thus, exceptional performance in percentage of
profit accounts may benefit the revenues of the Company for nearly one year
after such performance was achieved as dependent on the billing cycle of
respective clients and other investment results in respective accounts.]
Total other income was $136,863 for the three months ended March 31,
1997, compared to $71,267 for the three months ended March 31, 1996, an increase
of approximately 92%. This increase was primarily due to increased unrealized
gains in Company investment accounts, increased interest and dividend income and
profits from trading stock index futures contracts.
Selling, general, and administrative ("SG&A") expenses of $408,787 were
incurred during the three month period ended March 31, 1997, compared to SG&A
expenses of $621,467 for the same period in 1996, a decrease of approximately
34%. This decrease in SG&A expenses resulted primarily from decreased selling
expenses and decreased clearing costs associated with trading commissions.
Additionally, the Company expects to be re-negotiating its clearing costs with
its current clearing house, Pershing. While there can be no guarantee this
change will necessarily occur, such a change is expected to be in the Company's
favor and may improve profit margins in commission revenues received by the
Company's broker/dealer subsidiary, Management Securities, Inc.
The Company plans to continue to budget money for marketing its
services and is pursuing business plans for asset gathering and creating
exposure of the Company's common stock and warrants through seminars, national
investment shows, advertising, improved marketing materials, joint ventures with
marketing professionals, and other factors.
[While there can be no guarantee of achieving its objective, management
of the Company is also currently pursuing a restructuring of the Company's
private placement of $3 million of 8% convertible cumulative preferred stock to
improve the Company's earnings attributable to common stock by lessening or
eliminating the current dividend on the preferred stock, which totaled $240,000
in 1996 and is expected to total the same amount in 1997 under its current
status. Other than the dividend for the Company's preferred stock, there is no
short or long term plan for the Company to issue a dividend or dividends to the
holders of the Company's common stock or warrants.]
11
<PAGE> 12
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1997, the Company had cash and cash equivalents of
$1,577,518 versus $1,725,056 at December 31, 1996. This decrease is primarily
due to use of cash for marketing purposes, the repurchase of JAHI common stock
by the Company and an increase in prepaid expenses since December 31, 1996.
(During the first quarter of 1997, the Company used $63,303 to repurchase 70,000
shares of JAHI common stock, which were subsequently retired.)
Accounts payable and accrued expenses were $174,214 at March 31, 1997,
as compared to $290,030 at December 31, 1996, a decrease of approximately 40%.
Large accruals during the 1996 fiscal year were necessary for expenses such as
the Company's new marketing brochure, and various professional fees. Accruals
are based upon expenses as determined by management's estimate.
The Company's previously announced joint venture with Impact Financial
Network, Inc., ("Impact") will continue to result in an increased use of cash by
the Company until such time as the Company is reimbursed for these marketing
costs incurred by Impact from management fees associated with managed accounts
brought to the Company by Impact. The approximate amount due to the Company as
reimbursement of such costs was $172,000 as of March 31, 1997. Future costs of
Impact over the next six months are expected to approximate $65,000, for which
the Company is expected to be reimbursed from incoming management fees from new
Impact-generated managed assets. Since the third quarter of fiscal 1996, Impact
has gathered new assets for Company management totaling approximately $5
million, of which amount approximately $2 million was gathered in the first
quarter of 1997. The amount to be reimbursed to the Company by Impact is
included on the Company's balance sheet as "Receivable from affiliates and
officer."
Cash flows used in operating activities for the three months ended
March 31, 1997, were ($82,716) compared to $469,997 for the same period in 1996.
Cash flows used in financing activities were ($63,303) for the three month
period ended March 31, 1997, compared to ($418,061) for the same period in 1996,
during which time cash was used to repurchase JAHI common stock and in
conjunction with the payment of the debt of the Company's former corporate
headquarters in Sarasota, Florida. Management of the Company believes current
and long-term cash needs will be met despite increased marketing expenses and
the ongoing repurchase of the Company's common stock.
12
<PAGE> 13
SIGNATURES
In accordance with 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.
JORDAN AMERICAN HOLDINGS, INC.
Dated: May 5, 1997 By: /s/ Wallace Neal Jordan
--------------------------
Wallace Neal Jordan
Chief Executive Officer
Dated: May 5, 1997 By: /s/ Frederick A. Whittlesey
-----------------------------
Frederick A. Whittlesey
Chief Financial Officer
13
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,557,518
<SECURITIES> 384,193
<RECEIVABLES> 101,272
<ALLOWANCES> 13,000
<INVENTORY> 0
<CURRENT-ASSETS> 2,227,062
<PP&E> 270,539
<DEPRECIATION> 85,080
<TOTAL-ASSETS> 3,645,503
<CURRENT-LIABILITIES> 471,772
<BONDS> 0
0
30,000
<COMMON> 10,608
<OTHER-SE> 3,133,123
<TOTAL-LIABILITY-AND-EQUITY> 3,645,503
<SALES> 0
<TOTAL-REVENUES> 313,174
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 41,250
<INCOME-TAX> 0
<INCOME-CONTINUING> 41,250
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41,250
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
