UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark one)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended September 31, 1996
-------------------------------------------------
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _________to_________
Commission file number 0-19170
JUNIPER FEATURES LTD.
-------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
New York 11-2866771
- -------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
111 Great Neck Road, Suite 604, Great Neck, New York 11021
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(516) 829-4670
- --------------------------------------------------------------------------------
(Issuer's telephone number)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange act during the past 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. Yes X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: November 8, 1996 - 18,174,745
shares of common stock - $.001 par value, outstanding.
1
<PAGE>
JUNIPER FEATURES LTD.
SEPTEMBER 30, 1996
(Unaudited)
INDEX
Page No.
PART I - Financial Information:
Item 1. Financial Statements:
Consolidated Balance Sheets as of September 30, 1996
and December 31, 1995 (Unaudited) .................................. 3
Consolidated Statements of Income for the Three
Months Ended September 30, 1996 and 1995 (Unaudited) ............... 4
Consolidated Statements of Income for the Nine
Months Ended September 30, 1996 and 1995 (Unaudited ................ 5
Consolidated Statements of Cash Flows for the Nine
Months Ended September 30, 1996 and 1995 (Unaudited) ............... 6
Notes to Financial Statements ...................................... 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations ............................................. 8-11
PART II - Other Information .................................... 12-13
Signatures ........................................................ 14
2
<PAGE>
JUNIPER FEATURES, LTD.
AND SUBSIDIARY COMPANIES
CONSOLIDATED BALANCE SHEETS
September December
Assets 30, 1996 31, 1995
----------- -----------
Current Assets
Cash ........................................... $ 2,646 $ 129,558
Accounts receivable - trade .................... 764,656 804,681
Due from affiliates ............................ 78,506 86,087
Prepaid expenses and other current assets ...... 169,679 150,148
Due from officer ............................... 24,294 --
----------- -----------
Total current assets ....................... 1,039,781 1,170,474
Film licenses .................................. 3,030,088 2,980,678
Property and equipment net of accumulated
depreciation of $85,740 and $55,798
respectively ................................. 112,636 122,703
Other assets ................................... 3,971 2,396
----------- -----------
$ 4,186,476 $ 4,276,251
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued expenses .......... 907,267 878,612
Notes payable - current ........................ 125,160 179,163
Due to producers - current ........................ 66,641 93,289
Due to shareholders ............................ 7,000 7,000
----------- -----------
Total current liabilities ................. 1,106,068 1,158,064
Notes payable - long term ........................ 41,258 54,752
Due to producers - long term ..................... 240,944 266,039
Due to officers - long term ...................... -- 4,566
----------- -----------
Total liabilities ......................... 1,388,270 1,483,421
----------- -----------
Shareholders' Equity
12% Non-voting convertible redeemable
preferred stock: $.10 par value, 875,000
shares authorized, 235,900 shares issued
and outstanding at September 30, 1996, and
December 31, 1995: aggregate liquidation
preference, $471,800 at September 30, 1996
and December 31, 1995 ......................... 23,590 23,590
Common Stock - $.001 par value, 20,000,000
shares authorized, 18,145,856 and 15,504,696
issued and outstanding at September 30, 1996
and December 31, 1995, respectively ........... 18,147 15,505
Capital contributions in excess of par:
Attributed to preferred stock ................. 210,303 210,303
Attributed to common stock .................... 7,117,178 6,741,804
Retained earnings (deficit) .................... (4,571,012) (4,198,372)
----------- -----------
Total shareholders' equity .................... 2,798,206 2,792,830
----------- -----------
$ 4,186,476 $ 4,276,251
=========== ===========
See Notes to Consolidated Financial Statements
3
<PAGE>
JUNIPER FEATURES, LTD.
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended
September 30, September 30,
1996 1995
------------ ------------
Revenues:
Healthcare .............................. $ 597,452 $ 900,810
Entertainment ........................... - 3,000
------------ ------------
57,452 903,810
------------ ------------
Operating Costs:
Healthcare .............................. 312,187 542,603
Entertainment ........................... - 1,157
Selling, general and administrative expenses . 447,796 396,092
------------ ------------
759,983 939,852
------------ ------------
Net income (loss) ............................ $ (162,531) $ (36,042)
Interest income 114 -
------------ ------------
Net income (loss) $ (162,417) $ (36,042)
============ ============
Weighted average number of shares outstanding 17,767,674 13,469,348
============ ============
Net income (loss) per common share $ (0.01) $ 0.00
============ ============
See Notes to Consolidated Financial Statements
4
<PAGE>
JUNIPER FEATURES, LTD.
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF INCOME
Nine Months Ended
September 30, September 30,
1996 1995
------------ ------------
Revenues:
Healthcare ............................... $ 1,731,027 $ 2,896,127
Entertainment ............................ 20,150 10,000
------------ ------------
1,751,177 2,906,127
------------ ------------
Operating Costs:
Healthcare ............................... 1,008,757 1,872,421
Entertainment ............................ 11,203 3,248
Selling, general and administrative expenses .. 1,103,971 1,017,701
------------ ------------
2,123,931 2,893,370
------------ ------------
Net income (loss) from operations ............. (372,754) 12,757
Interest income ............................... 114 21
------------ ------------
Net income (loss) ............................. $ (372,640) $ 12,778
============ ============
Weighted average number of shares outstanding . 16,749,254 12,889,294
============ ============
Net income (loss) per common share $ (0.02) $ 0.00
============ ============
See Notes to Consolidated Financial Statements
5
<PAGE>
JUNIPER FEATURES, LTD.
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOW
Nine Months Ended
September 30, September 30,
1996 1995
------------ ------------
Operating Activities
Net income (loss) ............................ $(372,640) $ 12,778
Adjustments to reconcile net cash provided
by operating activities:
Amortization of film licenses ............... 10,590 3,157
Depreciation expense ........................ 29,942 28,496
Payment of officer's compensation with equity -- 26,250
Payment of various liabilities with equity .. -- (1,850)
Payment of directors compensation with equity -- 15,000
Changes in assets and liabilities:
Accounts receivable ......................... 40,025 (205,672)
Prepaid expenses and other current assets ... (19,531) 627
Other assets ................................ (1,575) (1,021)
Due to/from officers ........................ (28,860) 16,619
Due from affiliates ......................... 7,581 (11,379)
Accounts payable and accrued expenses ....... 28,655 389,969
--------- ---------
Net cash provided from (used for)
operating activities ...................... (305,813) 272,974
--------- ---------
Investing activities:
Sale (purchase) of equipment ................ (19,875) -
--------- ---------
Financing activities:
Reduction in borrowings ..................... (67,497) (227,355)
Proceeds from borrowings .................... -- 50,000
Payments to and on behalf of producers ...... (62,743) (145,890)
Proceeds from exercise of options ........... -- 60,500
Proceeds from private placements ............ 329,015 --
--------- ---------
Net cash provided from (used for)
financing activities ...................... 198,776 (262,745)
--------- ---------
Net increase (decrease in cash) ............. (126,912) 10,229
Cash at beginning of period ................. 129,558 130,169
--------- ---------
Cash at end of period ....................... $ 2,646 $ 140,398
========= =========
Supplemental cash flow information:
Interest paid .............................. $ 14,892 $ 13,824
--------- ---------
See Notes to Consolidated Financial Statements
6
<PAGE>
JUNIPER FEATURES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - Basis of Presentation:
The interim consolidated financial statements included herein have been
prepared without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission ("SEC"). Certain information and footnote disclosures,
normally included in the financial statements prepared in accordance with
generally accepted accounting principles, have been condensed or omitted
pursuant to SEC rules and regulations; nevertheless, management of the Company
believes that the disclosures herein are adequate to make the information
presented not misleading. The consolidated financial statements and notes should
be read in conjunction with the audited consolidated financial statements and
notes thereto as of December 31, 1995, included in the Company's Form 10-KSB
filed with SEC.
In the opinion of management, all adjustments consisting only of normal
recurring adjustments necessary to present fairly the consolidated financial
position of the Company with respect to the interim consolidated financial
statements have been made. The results of operations for the interim periods are
not necessarily indicative of the results to be expected for the full year.
7
<PAGE>
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
This report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21A of the Securities
Exchange Act of 1934. Actual results could differ materially from those
projected in the forward-looking statements.
OVERVIEW
- --------
The Company was organized in July 1987. Its principal businesses are
composed of two (2) segments, healthcare and entertainment: (i) The healthcare
operations are conducted through two subsidiaries: (a) PartnerCare, Inc.
("PCI"), a managed care revenue enhancement company providing various types of
services such as: Physician Practice Management, Managed Care Revenue
Enhancement, Comprehensive Pricing Reviews, MSOs and Liability Assessment
Programs to newly evolving integrated hospital and physician markets; and (b)
Juniper Healthcare Containment Systems, Inc. ("Containment"), a full service
Preferred Provider Organization serving managed care markets in the Northeast
U.S.; and (ii) The entertainment segment is conducted principally through a
subsidiary, Juniper Pictures, Inc. ("Pictures"), consisting of the acquisition,
exploitation and distribution of rights to films to the various media (i.e.,
home video, pay-per view, pay television, cable television, networks and
independent syndicated television stations) in the domestic and foreign
marketplace, which is primarily conducted by Juniper Pictures, Inc.
("Pictures").
During the second and third quarters of 1996, the Company took several
actions that it believes will improve the results of its hospital revenue
enhancement management business. It changed the name of its subsidiary that
conducts that business from Diversified Health Affiliates, Inc. to PartnerCare,
Inc. ("PCI"). The Company believes that this name better characterizes the
nature of the relationship sought to be developed between PCI and the hospitals
that it serves. In addition, the Board of Directors of PCI determined that it
was necessary to aggressively and strategically re-position PCI's direction in
order to pursue new managed care markets and initiatives. To that end, PCI
replaced its president with a new president, whose management and marketing
skills and extensive experience in the managed care field will, in management's
opinion, better serve the future needs and direction of the Company. In
addition, the Company is currently seeking to retain other experienced managers
who it believes can help to move PCI in a new direction. This new management
team will be charged with the task of re-engineering PCI's servicing
capabilities with enhanced information systems, diversification of product, and
a focus on product and customer support.
The entertainment segment has not generated significant revenues in 1996 as
a result of a confluence of various temporary factors (which are mentioned
below) and the decision by the Company to focus on the growth of the healthcare
segment at the present time, which is currently the most efficient and cost
effective strategy for the Company to maximize revenues. The Company is
currently in negotiations for the possible future licensing of films with
various media for domestic distribution.
8
<PAGE>
RESULTS OF OPERATIONS
- ---------------------
Three Months Ended September 30, 1996 vs Three Months Ended September 30, 1995
- ------------------------------------------------------------------------------
The Company's revenues decreased to $597,000 in the third quarter of 1996
from $904,000 in the third quarter of 1995, a 34% decrease.
Revenue related to the Healthcare segment decreased to $597,000 in the
third quarter of 1996 from $901,000 in the third quarter of 1995, a 34%
decrease. The decrease in revenue during the third quarter of 1996 was
predominately attributed to Containment, which had revenue of approximately
$464,000 in the third quarter of 1996, compared to approximately $671,000 in the
third quarter of 1995, a 31% decrease. The decrease in revenue is partially
attributable to a procedural change by a major client of Containment.
Additionally, Containment entered into a new Joint Venture Agreement on January
1, 1996, under which Containment only recognizes one-half of the revenues and
operating costs of the Joint Venture. One-half of such revenue amounted to
approximately $131,000 in the third quarter of 1996. The new joint venture
generates a greater operating profit than Containment has historically
generated, because a higher percentage of savings is billed and the additional
revenue is shared by the joint venture partners. PCI's (formerly DHA) revenue
decreased to $133,000 in 1996 from $230,000 in 1995. Management determined to
eliminate poorly performing product lines while redirecting time and resources
to new and more profitable products. This resulted in the elimination of
marginal revenues historically derived from poorly performing product lines,
with a transitional period before new revenue streams develop.
The entertainment segment recognized no revenue in the third quarter of
1996, compared to $3,000 in 1995. This can be attributed to the following: (i)
the Company experienced a slow down of activity in foreign sales; and (ii) the
Company experienced a slower closing cycle in the domestic market due to a large
number of films which were unavailable for broadcast during the period because
of scheduling rotation with cable licensees. This scheduling rotation was
delayed because of lengthy negotiations with cable licensors, therefore making
the films unavailable for broadcast. Certain of the Company's films that
generated revenue when the contracts were signed are still under license, and
are currently being aired by the licensees.
Healthcare operating costs decreased to $312,000 in the third quarter of
1996 from $543,000 in the third quarter of 1995, a 43% decrease. As a percentage
of revenue, operating costs of the healthcare operations decreased to 52% in the
third quarter of 1996 from 60% in the third quarter of 1995. The decrease is due
to the fact that operating costs for Containment were lower because of the new
Joint Venture.
Selling, general and administrative expenses increased to $448,000 in the
third quarter of 1996 from $396,000 in the third quarter of 1995, a 13%
increase. This increase is primarily due to increases in salaries of $43,000,
office expenses of $22,000, and legal expenses of $18,000, offset by a reduction
in interest expense of $29,000 and NASDAQ filing fees of $10,000. The
9
<PAGE>
increase in expenses is related to the management changes in PCI and the
corresponding redirection of time and resources of management initiatives to
re-engineer and diversify product lines through the development of new
information systems, the recruitment of skilled and experienced managed care
professionals, and the formulation of new contracts and marketing materials. The
decrease in interest and NASDAQ filing fees is due to a reduction in debt and a
reduction in fees directly related to stock issuances.
Nine Months Ended September 30, 1996 vs Nine Months Ended September 30, 1995
- ----------------------------------------------------------------------------
The Company's revenues decreased to $1,751,000 through the third quarter of
1996 from $2,906,000 through the third quarter of 1995, a 40% decrease.
Revenue related to the Healthcare segment decreased to $1,731,000 through
the third quarter of 1996 from $2,896,000 through the third quarter of 1995, a
40% decrease. The decrease in revenue through the third quarter of 1996 was
predominately attributed to Containment, which had revenue of approximately
$1,434,000 through the third quarter of 1996, compared to approximately
$2,380,000 through the third quarter of 1995, a 40% decrease. The decrease in
revenue is partially attributable to a procedural change by a major client of
Containment. Additionally, Containment entered into a new Joint Venture
Agreement in January 1, 1996, under which Containment only recognizes one-half
of the revenues and operating costs of the Joint Venture. One half of such
revenue amounted to approximately $357,000 through the third quarter of 1996.
The new joint venture generates a greater operating profit than Containment has
historically generated, because a higher percentage of savings are billed and
the additional revenue is shared by the joint venture partners. PCI's (formerly
DHA) revenue decreased to $297,000 in 1996 from $516,000 in 1995. Management
determined to eliminate poorly performing product lines while redirecting time
and resources to new and more profitable products. This resulted in the
elimination of marginal revenues historically derived from poorly performing
product lines, with a transitional period before new revenue streams develop.
Revenue from the entertainment segment was $20,150 through the third
quarter of 1996, compared to $10,000 in 1995. This can be attributed to the
following: (i) the Company experienced a slow down of activity in foreign sales;
and (ii) the Company experienced a slower closing cycle in the domestic market
due to a large number of films which were unavailable for broadcast during the
period because of scheduling rotation with cable licensors. This scheduling
rotation was delayed because of lengthy negotiations with cable licensors,
therefore making them unavailable for Broadcast. Certain of the Company's films
that generated revenue when the contracts were signed are still under license,
and are currently being aired by the licensees.
Healthcare operating costs decreased to $1,009,000 through the third
quarter of 1996 from $1,872,000 through the third quarter of 1995, a 46%
decrease. As a percentage of revenue, operating costs of the healthcare
operations decreased to 58% through the third quarter of 1996 from 65% through
in the third quarter of 1995. The decrease is due to the fact that operating
costs for Containment were lower because of the new Joint Venture.
10
<PAGE>
Selling, general and administrative expenses increased to $1,104,000
through the third quarter of 1996 from $1,018,000 through the third quarter of
1995, an 8% increase. This increase is primarily due to increases in legal
expenses of $47,000, office expenses of $22,000, entertainment expenses of
$21,000, medical insurance of $16,000 and bad debt expenses of $15,000, offset
by a reduction in interest expenses of $27,000 and NASDAQ fees of $11,000. The
increase in expenses is related to the management changes in PCI and the
corresponding redirection of time and resources of management initiatives to
re-engineer and diversify product lines through the development of new
information systems, the recruitment of skilled and experienced managed care
professionals, and the formulation of new contracts and marketing materials. Bad
debt expense increased primarily due to an increase in the uncertainty of the
entertainment segment receivables. The decrease in interest and NASDAQ filing
fees is due to a reduction in debt and a reduction in fees directly related to
stock issuances.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Working capital at September 30, 1996 was ($66,000), compared to working
capital of $12,000 at December 31, 1995. The ratio of current assets to current
liabilities was .94:1 at September 30, 1996 and 1.01:1 at December 31, 1995.
Cash flow used in operations during the third quarter of 1996 was $106,000,
compared to cash flow provided by operations during the third quarter of 1995,
of $151,000.
Accounts receivable - trade decreased to $765,000 from $805,000 at December
31, 1995.
Accounts payable increased to $907,000 from $879,000 at December 31, 1995.
Although the Company plans to continue to expand its healthcare business,
the Company has no firm material commitments for capital expenditures or the
acquisition of films.
Through the third quarter of 1996, the Company raised $329,000 from Private
Placements of its securities.
The Company believes that it will have sufficient liquidity to meet its
operating cash requirements for the current level of operations during the
remainder of 1996. If the Company is unable to fund its operating cash flow
needs, the Company may scale back operations.
The Company currently does not have available any unused lines of credit.
CONTINGENCY
- -----------
At the Company's next annual meeting, management intends to
make a proposal for adoption by shareholders that will eliminate shareholders'
pre-emptive rights, which currently exist under New York law. Notwithstanding
these rights, the Company has on a number of occasions issued shares without
affording shareholders the opportunity to exercise pre-emptive rights and
without procuring waivers of such rights. No shareholder has alleged any damage
resulting to him as a result of the sale of shares by the Company without
offering pre-emptive rights. The amount of damages incurred by shareholders by
reason of the failure of the Company to offer pre-emptive rights, if any, is not
ascertainable with any degree of accuracy. Management believes that if claims
were asserted alleging damages, the Company may have valid defenses.
11
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
None.
Item 2. Changes in Securities
---------------------
None.
Item 3. Defaults Upon Senior Securities
-------------------------------
Preferred Stockholders are entitled to receive out of assets legally
available for payment a dividend at a rate of 12% per annum of the Preferred
Stock liquidation preference of $2.00 (or $.24 per annum) per share, payable
quarterly on March 1, June 1, September 1 and December 1, in cash or in shares
of Common Stock having an equivalent fair market value. Unpaid dividends on the
Company's Preferred Stock cumulate. The quarterly payments due on September 1
and December 1, 1992, in 1993, in 1994, in 1995; and on March 1, and June 1,
1996 have not yet been paid. Accordingly, these dividends are accumulating.
These dividends have not been declared because earned surplus is not available
to pay a cash dividend. Accordingly, dividends will accumulate until such time
as earned surplus is available to pay a cash dividend or until a post effective
amendment to the Company's registration statement covering a certain number of
common shares reserves for the payment of Preferred Stock dividends is filed and
declared effective, or if such number of common shares are insufficient to pay
cumulative dividends, then until additional common shares are registered with
the Securities and Exchange Commission (SEC). No dividends shall be declared or
paid on the Common Stock (other than a dividend payable solely in shares of
Common Stock) and no Common Stock shall be purchased, redeemed or acquired by
the Company unless full cumulative dividends on the Preferred Stock have been
paid or declared, or cash or shares of Common Stock have been set apart which is
sufficient to pay all dividends accrued on the Preferred Stock for all past and
then current dividend periods. Holders of Common Stock will not participate in
dividends paid on the Preferred Stock.
- --------------------------------------
As stated above, pursuant to the terms of the Preferred Stock, the Company
has the option of making quarterly dividend payments in cash or shares of Common
Stock. The Company does not intend to make any Preferred Stock dividends in cash
in the foreseeable future.
Prospectively, subject to the Company's Prospectus being current, and a
sufficient number of common shares being registered with the SEC, the Company
anticipates making quarterly dividend payments in shares of Common Stock for the
foreseeable future including the quarterly dividend payments which were due on
September 1 and December 1, 1992; in 1993; in 1994; in 1995; and on March 1,
June 1, and September 1, 1996, which have not yet been paid.
12
<PAGE>
There are currently 235,900 shares of Preferred Stock outstanding.
Accordingly, the total cash value of the arrearage of unpaid dividends is
$240,654.
Item 4. Submission of Matters to Vote of Security Holders
-------------------------------------------------
None.
Item 5. Other Information.
------------------
None.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
The Company filed a Form 8-K on April 27, 1996, relating to the extension
of its Class A Warrants by one year until May 1,1997, and its Class B Warrants
by one year until May 1, 1998.
13
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed by the undersigned, thereunto duly authorized.
JUNIPER FEATURES LTD.
Date:
By:________________________________________
V. Paul Hreljanovic
Chairman of the Board, Director
President, Chief Executive Officer
and Acting Chief Financial Officer
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF INCOME FOUND ON PAGES
3 & 5 OF THE COMPANY'S FORM 10-QSB FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 2,646
<SECURITIES> 0
<RECEIVABLES> 764,656
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,039,781
<PP&E> 198,376
<DEPRECIATION> 85,740
<TOTAL-ASSETS> 4,186,476
<CURRENT-LIABILITIES> 1,106,068
<BONDS> 0
0
23,590
<COMMON> 18,147
<OTHER-SE> 2,756,469
<TOTAL-LIABILITY-AND-EQUITY> 4,186,476
<SALES> 0
<TOTAL-REVENUES> 1,751,177
<CGS> 0
<TOTAL-COSTS> 2,123,931
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (372,640)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (372,640)
<EPS-PRIMARY> (0.02)
<EPS-DILUTED> (0.02)
</TABLE>
