================================================================================
U.S. Securities and Exchange Commission
Washington, D. C. 20549
----------------------------------------
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 1, 1999
LAIDLAW GLOBAL CORPORATION
(Exact Name of Registrant as specified in its charter)
Delaware 33-37203-D 84-1148210
(State or other jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification Number)
100 Park Avenue, New York, NY 10017
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code, (212) 376-8800
FI-TEK V, INC.
5330 East 17th Avenue Parkway
Denver, Colorado 80220
(Former name or former address, if changed since last report)
<PAGE>
Item 7. Financial Statements and Exhibits
a. Financial Statements: Historical financial statements for Westminster
Securities Corporation ("Westminster") for the years ended January 31,
1999 and 1998 are located at pages 3 through 19 of this report.
b. Pro Forma Financial Information: Pro forma consolidated financial
statements of operations of Westminster for the year ended December
31, 1998 and for the period ended June 30, 1999 and pro forma balance
sheet at June 30, 1999 contained in the report on Form 8-K dated June
8, 1999 and any amendments thereto, filed by Laidlaw Global
Corporation, the parent company of Westminster, are incorporated
herein by reference.
c. Exhibits: Financial Data Schedules (Exhibits 27.1 and 27.2).
2
<PAGE>
WESTMINSTER SECURITIES CORPORATION
FINANCIAL STATEMENTS
For the Years Ended January 31, 1999 and 1998
3
<PAGE>
WESTMINSTER SECURITIES CORPORATION
CONTENTS
- --------------------------------------------------------------------------------
Page
----
INDEPENDENT AUDITORS' REPORT 5
FINANCIAL STATEMENTS
Statements of Financial Condition 6-7
Statements of Income 8
Statements of Changes in Stockholders' Equity 9
Statements of Changes in Liabilities Subordinated to Claims
of General Creditors 10
Statements of Cash Flows 11-12
NOTES TO FINANCIAL STATEMENTS 13-19
4
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Board of Directors and Stockholders
Westminster Securities Corporation
New York, NY
We have audited the accompanying statements of financial condition of
Westminster Securities Corporation as of January 31, 1999 and 1998 and the
related statements of income, changes in stockholders' equity, changes in
liabilities subordinated to claims of general creditors and cash flows for the
years then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Westminster Securities
Corporation as of January 31, 1999 and 1998 and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.
/s/ Marcum & Kliegman LLP
March 3, 1999
New York, New York
5
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENTS OF FINANCIAL CONDITION
January 31, 1999 and 1998
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
ASSETS
1999 1998
-----------------------
<S> <C> <C>
Cash $ 78,321 $ 24,063
Marketable securities owned, at market value 568,076 809,942
Due from clearing broker 2,144,499 2,387,185
Floor brokerage receivable 32,789 37,743
Prepaid expenses 8,250 6,511
Property and equipment, net 28,820 34,434
Security deposits and other assets 21,981 21,981
Secured demand notes receivable from subordinated lenders
collateralized by cash and marketable securities 675,000 775,000
---------- ----------
TOTAL ASSETS $3,557,736 $4,096,859
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENTS OF FINANCIAL CONDITION
January 31, 1999 and 1998
- --------------------------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
1999 1998
-----------------------
LIABILITIES
Marketable securities sold, but not yet purchased,
at market value $ 384,614 $1,576,607
Accounts payable and accrued expenses 122,615 291,814
Due to floor brokers 76,422 51,658
Corporate income taxes payable 335,963 254,200
---------- ----------
TOTAL LIABILITIES 919,614 2,174,279
---------- ----------
COMMITMENTS AND CONTINGENCIES
LIABILITIES SUBORDINATED TO CLAIMS OF
GENERAL CREDITORS 675,000 775,000
---------- ----------
STOCKHOLDERS' EQUITY
Common stock, class "A" voting $1.00 par value;
1,000 shares authorized; 361 shares issued and 361 361
outstanding
Common stock, class "B" non-voting $2.00 par value;
1,000 shares authorized - none issued -- --
Additional paid in capital 424,054 424,054
Retained earnings 1,538,707 723,165
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 1,963,122 1,147,580
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $3,557,736 $4,096,859
========== ==========
The accompanying notes are an integral part of these financial statements.
7
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENTS OF INCOME
For the Years Ended January 31, 1999 and 1998
- --------------------------------------------------------------------------------
1999 1998
---------- ----------
REVENUES
Realized gains on marketable securities $ 89,684 $ 121,399
Commission income 3,847,670 4,069,685
Underwriting fees 152,031 242,736
Dividend and interest income 1,684,349 461,251
---------- ----------
TOTAL REVENUES 5,773,734 4,895,071
---------- ----------
EXPENSES
Floor brokerage and clearance 664,837 610,059
Officers' compensation and benefits 1,261,737 1,149,861
Employees compensation and benefits 991,978 942,968
Interest expense 50,835 42,090
Subscriptions and research 146,403 305,564
Office expense 281,280 247,155
Tickers, quotation services and telephone 229,957 205,953
Insurance 73,403 59,455
Payroll taxes 80,248 84,830
Dues and assessments 128,832 147,833
Professional fees 178,558 88,451
Rent expense 67,217 67,855
Meals and entertainment 24,536 34,474
Auto lease 17,640 18,251
Depreciation 5,614 5,427
Other expenses 36,417 62,266
---------- ----------
TOTAL EXPENSES 4,239,492 4,072,492
---------- ----------
INCOME BEFORE TAXES 1,534,242 822,579
INCOME TAXES 718,700 381,141
---------- ----------
NET INCOME $ 815,542 $ 441,438
========== ==========
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the Years Ended January 31, 1999 and 1998
- --------------------------------------------------------------------------------
Class A Class B Additional
Common Common Paid in Retained
Stock Stock Capital Earnings Total
-------------------------------------------------------
STOCKHOLDERS' EQUITY -
February 1, 1997 $ 361 $-- $ 424,054 $ 281,727 $ 706,142
NET INCOME -- -- -- 441,438 441,438
---------- --- ---------- ---------- ----------
STOCKHOLDERS' EQUITY -
January 31, 1998 361 -- 424,054 723,165 1,147,580
NET INCOME -- -- -- 815,542 815,542
---------- --- ---------- ---------- ----------
STOCKHOLDERS' EQUITY -
January 31, 1999 $ 361 $-- $ 424,054 $1,538,707 $1,963,122
========== === ========== ========== ==========
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENTS OF CHANGES IN LIABILITIES SUBORDINATED
TO CLAIMS OF GENERAL CREDITORS
For the Years Ended January 31, 1999 and 1998
- --------------------------------------------------------------------------------
1999 1998
--------------------------
SUBORDINATED LIABILITIES - Beginning $ 775,000 $ 775,000
Decreases:
Payment of subordinated notes (100,000) --
--------- ---------
SUBORDINATED LIABILITIES - Ending $ 675,000 $ 775,000
========= =========
The accompanying notes are an integral part of these financial statements.
10
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENTS OF CASH FLOWS
For the Years Ended January 31, 1999 and 1998
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1999 1998
--------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 815,542 $ 441,438
----------- -----------
Adjustments to reconcile net income to cash provided
by operating activities:
Depreciation and amortization 5,614 5,427
Decrease (increase) in marketable securities owned,
at market value 241,866 (228,565)
Decrease (increase) in due from clearing broker 242,686 (1,349,008)
Decrease (increase) in floor brokerage receivables 4,954 (5,699)
Increase in prepaid expenses (1,739) (929)
Increase in security deposits and other assets -- (3,940)
(Decrease) increase in marketable securities sold,
but not yet purchased, at market value (1,191,993) 934,758
(Decrease) increase in accounts payable and accrued
expense (169,199) 61,112
Increase in due to floor broker 24,764 17,153
Increase in corporate income taxes payable 81,763 141,200
----------- -----------
TOTAL ADJUSTMENTS (761,284) (428,491)
----------- -----------
NET CASH PROVIDED BY OPERATING
ACTIVITIES 54,258 12,947
CASH FLOWS USED IN INVESTING ACTIVITIES
Purchases of property and equipment -- (28,074)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from secured demand notes receivable from
subordinated lenders collateralized by cash and marketable
securities 100,000 --
Repayment of liabilities subordinated to claims of general
creditors (100,000) --
----------- -----------
NET CHANGES IN FINANCING ACTIVITIES $ -- $ --
----------- -----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
11
<PAGE>
WESTMINSTER SECURITIES CORPORATION
STATEMENTS OF CASH FLOWS, continued
For the Years Ended January 31, 1999 and 1998
- --------------------------------------------------------------------------------
1999 1998
---------------------
NET INCREASE IN CASH $ 54,258 $ (15,127)
CASH - Beginning 24,063 39,190
--------- ---------
CASH - Ending $ 78,321 $ 24,063
========= =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION
Cash paid during the years for:
Interest $ 65,159 $ 53,967
Income taxes $ 636,937 $ 239,941
The accompanying notes are an integral part of these financial statements.
12
<PAGE>
WESTMINSTER SECURITIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 1 - Summary of Significant Accounting Principles
Nature of Business
Westminster Securities Corporation (the "Company") is engaged in the
business of a "broker" and "dealer" as those terms are defined in the
Securities Exchange Act of 1934, as amended, and is a member of the
National Association of Securities Dealers, Inc. ("NASD").
The Company has engaged a clearing broker, on a fully disclosed basis, to
perform all trade, settlement and related activities under a clearing
agreement. The Company pays the broker for clearing services in accordance
with terms as specified under the clearing agreement.
Marketable Securities
Securities owned and securities sold, but not yet purchased, are valued at
market value. The resulting difference between cost and market value is
included as unrealized gain or loss.
Property and Equipment
Property and equipment is stated at cost. Maintenance and repairs are
charged to expense as incurred; cost of major additions and betterments are
capitalized. When property and equipment is sold or otherwise disposed of,
the cost and related accumulated depreciation are eliminated from the
accounts and any resulting gain or loss is reflected in income.
Depreciation
Depreciation is provided for using straight-line methods over the estimated
useful lives of the related assets.
Income Taxes
The Company's method of accounting for income taxes is the liability method
required by the Financial Accounting Standard Board's ("FASB") SFAS No. 109
"Accounting for Income Taxes". Income taxes are provided for the tax
effects of transactions reported in the financial statements and consist of
taxes currently due and deferred taxes, if any.
Revenue Recognition
Transactions in securities, listed options and related commissions revenue
and expense are recorded on a trade date basis.
Use of Estimates in the Financial Statements
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 these
estimates.
13
<PAGE>
WESTMINSTER SECURITIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 1 - Summary of Significant Accounting Principles, continued
Fair Value of Financial Instruments
The financial instruments of the Company are reported in the statement of
financial condition at market or fair values, or at carrying amounts that
approximate fair values because of the short maturity of the instruments.
Accounting Developments
In June 1996, the FASB issued SFAS No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities",
effective for transactions occurring after December 31, 1996, which has
been deferred to December 31, 1997 by publishing of SFAS No. 127. SFAS No.
125 establishes standards for distinguishing transfers of financial assets
that are accounted for as sales from transfers that are accounted for as
secured borrowings. This Statement requires that the collateral obtained in
certain types of secured lending transactions be recorded on the balance
sheet with a corresponding liability reflecting the obligation to return
such collateral to its owner. The Company adopted this standard in fiscal
1999 and the implementation of this standard did not have any material
impact on its financial statements.
In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share"
("EPS"), effective for periods ending after December 15, 1997, with
restatement required for all prior periods. SFAS No. 128 establishes new
standards for computing and presenting EPS. This Statement replaces primary
and fully diluted EPS with "basic EPS", which excludes dilution, and
"diluted EPS", which includes the effect of all potentially dilutive common
shares and other dilutive securities. Because the Company has not
historically reported EPS, the adoption of this Statement has no impact on
the Company's historical financial statements.
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income", effective for fiscal years beginning after December 15, 1997, with
reclassification of earlier periods required for comparative purposes. SFAS
No. 130 establishes standards for the reporting and presentation of
comprehensive income and its components in the financial statements. The
Company adopted this standard in fiscal 1999. This Statement is limited to
issues of reporting and presentation and, therefore, will not affect the
Company's results of operations or financial condition.
In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information", effective for fiscal years
beginning after December 15, 1997, with reclassification of earlier periods
required for comparative purposes. SFAS No. 131 establishes the criteria
for determining an operating segment and establishes the disclosure
requirements for reporting information about operating segments. Because
the Company has not historically reported segment information, the adoption
of this standard has no impact on the Company's historical financial
statements. In addition, the Company has determined that under SFAS No.
131, it operates in one segment of service and its customers and operations
are within the United States.
14
<PAGE>
WESTMINSTER SECURITIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 1 - Summary of Significant Accounting Principles, continued
Accounting Developments, continued
In February 1998, the FASB issued SFAS No. 132, "Employers' Disclosures
about Pensions and Other Postretirement Benefits", effective for fiscal
years beginning after December 15, 1997, with restatement of disclosures
for earlier periods required for comparative purposes. SFAS No. 132 revises
certain employers' disclosures about pension and other post-retirement
benefit plans. The Company adopted this standard in fiscal 1999 and the
implementation of this standard did not have any impact on its financial
statements.
In March 1998, the Accounting Standards Executive Committee of the American
Institute of Certified Public Accountants ("ASEC of AICPA") issued
Statement of Position ("SOP") No. 98-1, "Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use", effective for
fiscal years beginning after December 15, 1998. SOP No. 98-1 requires that
certain costs of computer software developed or obtained for internal use
be capitalized and amortized over the useful life of the related software.
The Company does not expect that the adoption of this standard will have a
material impact on its financial statements.
In April 1998, the ASEC of AICPA issued SOP No. 98-5, "Reporting on the
Costs of Start-up Activities", and effective for fiscal years beginning
after December 15, 1998. SOP 98-1 requires the costs of start-up activities
and organization costs to be expensed as incurred. The Company does not
expect that the adoption of this standard will have a material impact on
its financial statements.
In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities", effective for fiscal years beginning
after June 15, 1999, which has been deferred to June 30, 2000 by publishing
of SFAS No. 137. SFAS No. 133 establishes accounting and reporting
standards for derivative instruments, including certain derivative
instruments embedded in other contracts (collectively referred to as
derivatives), and for hedging activities. This Statement requires that an
entity recognize all derivatives as either assets or liabilities in the
statement of financial condition and measure those instruments at fair
value. The accounting for changes in the fair value of a derivative
instrument depends on its intended use and the resulting designation. The
Company does not expect that the adoption of this standard will have a
material impact on its financial statements.
NOTE 2 - Securities Owned and Sold, but Not Yet Purchased
Marketable securities owned and sold, but not yet purchased consist of
trading and investment securities at market values, as illustrated below:
15
<PAGE>
NOTE 2 - Securities Owned and Sold, but Not Yet Purchased, continued
January 31,1999 January 31, 1998
-------------------------------------------------
Sold, but Sold, but
Not Yet Not Yet
Owned Purchased Owned Purchased
---------- ---------- ---------- ----------
Corporate stocks $ 547,112 $ 384,614 $ 809,942 $1,555,071
Options and warrants 20,964 -- -- 21,536
---------- ---------- ---------- ----------
$ 568,076 $ 384,614 $ 809,942 $1,576,607
========== ========== ========== ==========
NOTE 3 - Property and Equipment
Property and equipment are comprised of the following at January 31, 1999
and 1998:
Estimated
1999 1998 Useful Lives
-------------------------------------------------
Computer and office equipment $69,974 $69,974 5 years
Less: accumulated depreciation 41,154 35,540
------- -------
Property and Equipment, net $28,820 $34,434
======= =======
Depreciation expense for the years ended January 31, 1999 and 1998 was
$5,614 and $5,427, respectively.
NOTE 4 - Liabilities Subordinated to Claims of General Creditors
Subordinated liabilities evidenced by secured demand note collateral
agreements approved by the New York Stock Exchange, Inc. mature on the
following dates. These notes bear interest at 3% and have an automatic
rollover provision, which extends their maturities annually.
January 31 January 31
Maturity Dates 1999 1998
- -------------- ---------------------------------
February 2, 1998 $ -- $100,000
February 2, 2000 315,000 315,000
December 31, 2000 360,000 360,000
-------- --------
$675,000 $775,000
======== ========
16
<PAGE>
NOTE 4 - Liabilities Subordinated to Claims of General Creditors, continued
Any subordinated debt can be repaid only if, after giving effect to such
payment, the Company meets the Securities and Exchange Commission's capital
regulations governing the withdrawal of subordinated debt.
NOTE 5 - Income Taxes
The provision for income taxes for the years ended January 31, 1999 and
1998 consists of the following:
1999 1998
-------------------
Current
Federal $430,700 $229,695
State and Local 288,000 151,446
-------- --------
$718,700 $381,141
======== ========
The following is a reconciliation of income tax computed at the Federal
statutory rate to the provision for taxes:
1999 1998
-------------------
Income tax provision at 34% $521,642 $279,677
State and local income taxes net of federal benefit 186,805 100,155
Expenses not deductible for income tax purposes 10,253 1,309
-------- --------
$718,700 $381,141
======== ========
NOTE 6 - Commitments and Contingencies
Litigation
The Company is involved in litigations through the normal course of
business. The Company believes that the resolution of these matters will
not have a material adverse effect on the financial position of the
Company.
17
<PAGE>
NOTE 6 - Commitments and Contingencies, continued
Lease Commitment
The Company occupies office space under a lease agreement expiring July 31,
1999. Also, the Company leases vehicles under various operating leases
expiring in October 2001. Future minimum annual rentals for office space
and equipment are as follows:
For the Year Ending
January 31, Amount
------------------------------------------
2000 $35,954
2001 17,648
2002 13,236
-------
Total $66,838
=======
In addition, the Company is obligated to pay its proportionate share of
utilities, operating costs and real estate taxes of the leased building.
Rent expense for the years ended January 31, 1999 and 1998 was $67,217 and
$67,855, respectively.
NOTE 7 - Net Capital Requirement
The Company is subject to the Securities and Exchange Commission (SEC)
Uniform Net Capital Rule (Rule 15c-3-1), which requires the maintenance of
minimum net capital and requires that the ratio of aggregate indebtedness
to net capital, both as defined, shall not exceed 15 to 1. At January 31,
1999, the Company's net capital amounted to $2,448,993, which was
$2,348,993 in excess of its required net capital of $100,000. The Company's
net capital ratio was 0.22 to 1.
NOTE 8 - Off-Balance Sheet Risks
Financial instruments, which potentially subject the Company to
concentrations of credit risk, consist principally of due from clearing
broker. As indicated in Note 1, the Company engages a clearing broker, on a
fully disclosed basis, to perform all trade, settlement and related
activities under a clearing agreement. The Company is therefore dependent
on the clearing broker in order to conduct its day-to-day operations.
18
<PAGE>
NOTE 8 - Off-Balance Sheet Risks, continued
In the normal course of business, the Company enters into various debt and
equity transactions as principal or agent. The execution, settlement, and
financing of those transactions can result in off-balance sheet risk or
concentration of credit risk.
The Company is exposed to off-balance sheet risk of loss on unsettled
transactions between trade date and settlement date in the event counter
parties are unable to fulfill contractual obligations.
In addition, the Company has sold securities that it does not currently own
and will therefore be obligated to purchase such securities at a future
date. The Company has recorded these obligations in the financial
statements at January 31, 1999, at market values of the related securities
and will incur a loss if the market value of the securities increases
subsequent to January 31, 1999. Such loss, is any, is not reflected in the
accompanying statement of financial condition.
The Company's policy is to continuously monitor its exposure to market and
counter party risk through the use of a variety of financial position, and
credit exposure reporting and control procedures. In addition, the Company
has a policy of reviewing the credit standing of each broker/dealer,
clearing organization and/or other counter parties with which it conducts
business.
19
<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 hereunto duly authorized.
LAIDLAW GLOBAL CORPORATION
October 13, 1999 By: /s/ Larry D. Horner
---------------------------
Larry D. Horner,
Chief Executive Officer
20
<TABLE> <S> <C>
<ARTICLE> BD
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Jan-31-1999
<PERIOD-END> Jan-31-1999
<CASH> 78,321
<RECEIVABLES> 0
<SECURITIES-RESALE> 568,076
<SECURITIES-BORROWED> 0
<INSTRUMENTS-OWNED> 0
<PP&E> 28,820
<TOTAL-ASSETS> 3,557,736
<SHORT-TERM> 0
<PAYABLES> 535,000
<REPOS-SOLD> 0
<SECURITIES-LOANED> 384,614
<INSTRUMENTS-SOLD> 0
<LONG-TERM> 675,000
0
0
<COMMON> 361
<OTHER-SE> 1,962,761
<TOTAL-LIABILITY-AND-EQUITY> 3,557,736
<TRADING-REVENUE> 89,684
<INTEREST-DIVIDENDS> 1,684,349
<COMMISSIONS> 3,847,670
<INVESTMENT-BANKING-REVENUES> 0
<FEE-REVENUE> 152,031
<INTEREST-EXPENSE> 50,835
<COMPENSATION> 2,253,715
<INCOME-PRETAX> 1,534,242
<INCOME-PRE-EXTRAORDINARY> 815,542
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 815,542
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> BD
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Jan-31-1998
<PERIOD-END> Jan-31-1998
<CASH> 24,063
<RECEIVABLES> 0
<SECURITIES-RESALE> 809,942
<SECURITIES-BORROWED> 0
<INSTRUMENTS-OWNED> 0
<PP&E> 34,434
<TOTAL-ASSETS> 4,096,859
<SHORT-TERM> 0
<PAYABLES> 597,672
<REPOS-SOLD> 0
<SECURITIES-LOANED> 1,576,607
<INSTRUMENTS-SOLD> 0
<LONG-TERM> 775,000
0
0
<COMMON> 361
<OTHER-SE> 1,147,219
<TOTAL-LIABILITY-AND-EQUITY> 4,096,859
<TRADING-REVENUE> 121,399
<INTEREST-DIVIDENDS> 461,251
<COMMISSIONS> 4,069,685
<INVESTMENT-BANKING-REVENUES> 0
<FEE-REVENUE> 242,736
<INTEREST-EXPENSE> 42,090
<COMPENSATION> 2,092,829
<INCOME-PRETAX> 822,579
<INCOME-PRE-EXTRAORDINARY> 441,438
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 441,438
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
