<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.20549
FORM 1O-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the quarterly period ended: June 30, 1996
Commission File No. 0-27160
CALL NOW, INC.
--------------
(Exact name of small business issuer in its charter)
Florida 65-0337175
- ---------------------------------- ---------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
P.O.Box 531399, Miami Shores, FL 33153
--------------------------------------
(Address of principal executive offices)
(305) 751-5115
--------------
(Issuer's telephone number)
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
---
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: 7,233,700 shares as of
October 1, 1996.
Transitional Small Business Format: No
----
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Registrant's Financial Statements filed herewith begin on page 6.
Item 2. Management's Discussion and Analysis of Results of Operations and
Liquidity and Capital Resources
Results of Operations
Six Months Ended June 30
1996 compared to 1995
Long distance service revenue for the six months ended June 30, 1996
were $247,467 compared to $693,401 for the six months ended June 30, 1995.
Revenues fell due to loss of accounts to competitors, without corresponding
acquisition of new accounts. Line costs in 1996 were $203,830 representing 82%
of long distance revenue compared to $588,511 or 85% of revenue in 1995. In
1996 the Company was able to receive better rates from its long distance
providers, resulting in lower line costs.
After the end of the quarter, the Company sold its long distance
telephone business to the prior president in view of the difficult competitive
environment facing small providers.
Depreciation and amortization relates primarily to amortization of
customer list and is based upon higher turnover of customers.
Interest expended in 1995 was primarily related to a margin loan. This
was paid off in the first quarter of 1996. Interest income was from a loan to a
securities firm.
There was a loss from the Company's investment in an unconsolidated
entity (Cable-Sat) in 1996. There was no comparable item in 1995.
There was a gain from continuing operations before income taxes of
$3,055,902 in 1996 compared to a loss of $417,077 in 1995.
Liquidity and Capital Resources
As of December 31, 1995, the Company had borrowed $1,304,265 from
Merrill Lynch using ICI stock as collateral. In 1996 the Company sold 486,857
shares of ICI stock for gross proceeds of $9,664,680. The Merrill Lynch loan
was paid off in March 1996.
2
<PAGE> 3
During 1996, the Company's operating activities used cash of
approximately $1,118,010 compared to $184,669 in 1995. The Company's long
distance telephone business operated at a loss.
Net cash was provided primarily from sale of ICI stock. 486,857 shares
were sold through June 30, 1996.
Cash flow from operations reflects cash used in 1996 of $1,118,010
versus net income of $1,970,132. The difference represents the result of
adjustments for various non-cash entries as reflected in the Consolidated
Statements of Cash Flows.
Cash flow from investing activities in 1996 primarily reflected
proceeds from the sale of ICI common stock reduced by investment in Cable-Sat
and other short-term securities. Net cash provided was $7,175,596.
Cash used in financing activities in 1996 was $1,330,447 and primarily
resulted from payment of a margin loan. In 1995 $256,185 was provided from
financing activities reflecting borrowing activities.
The Company has investments in common stock of Intermedia
Communications of Florida, Inc. and Cable-Sat Compression, Inc. Such investments
do not generate revenues for the Company directly. However, the Company has been
meeting its working capital requirements through sale from time-to-time of ICI
stock. In addition, the Company has borrowed money utilizing shares of ICI as
collateral for such loan. In addition the Company has entered into an agreement
with Barron Chase Securities, Inc. under which it has lent 150,000 shares of its
ICI stock to such firm for which such firm has agreed to pay the Company $11,550
per month which the Company utilizes as working capital. The Company was
required to provide additional shares of ICI in the event the market price of
ICI stock fell below a certain level. During the second quarter of 1996 the
Company sold 206,857 shares of ICI common stock. Such arrangement terminates on
March 31, 1997. A portion of these proceeds were used to acquire treasury bills
in the amount of $1,213,575. These treasury bills have replaced the ICI stock as
loan collateral.
Since the sale of Phone One in December 1994, the Company has been
borrowing against and selling the ICI stock for working capital and other cash
needs.
Item 5. Other Information.
The Company has been advised by the Securities and Exchange Commission
that it may be considered an investment company and therefore subject to
certain provisions of the Investment Company Act of 1940. The Company does not
believe it is an investment company and has taken the following actions
1. On July 15, 1996 Registrant acquired 118.34 acres of land for
development for $2,360,000. Such land is located in Williamson County, Texas.
Registrant executed a purchase money mortgage in connection with the purchase
which is payable in semi-annual installments of $85,721.39 beginning on January
15, 1997, including interest at 9% with the entire unpaid
3
<PAGE> 4
balance due on July 15, 2003. Registrant paid $589,309.73 at closing from its
working capital. The land is currently vacant.
2. Since June 30, 1996 Registrant continued to dispose of shares
of Intermedia Communications, Inc. which it received in December 1994 in
connection with disposition of Phone One, Inc. It retains less than 1,000 of
such shares.
3. In August 1996 Registrant disposed of its remaining long
distance telephone business for 100,000 shares plus assumption of certain
liabilities of Registrant. The business was sold to Alan Niederhoffer, a former
employee and officer of Registrant.
4. In September and October 1996 the Company acquired certain
secured notes issued by Retama Development Corporation of Selma, Texas. The
notes are secured by a lien on real estate which includes the Retama Park
Racetrack in suburban San Antonio, Texas.
5. The balance of the Company's holdings in Cable-Sat Systems,
Inc. were registered for sale by the Company in Cable-Sat's recent registration
statement on Form S-1. However, by agreement with the underwriter, such shares
may not be sold until September 25, 1997.
In the event the Company is deemed to be an investment company, the
Company may become subject to certain restrictions relating to the Company's
activities, including restrictions on the nature of its investments and the
issuance of securities. In addition, the Investment Company Act imposes certain
requirements on companies deemed to be within its regulatory scope, including
registration as an investment company, adoption of a specific form of corporate
structure and compliance with certain burdensome reporting, record keeping,
voting, proxy, disclosure and other rules and regulations. In the event of
characterization of the Company as an investment company, the failure of the
Company to satisfy regulatory requirements, whether on a timely basis or at
all, would, under certain circumstances have a materially adverse effect on the
Company.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Exhibit 27 - Financial Data Schedule (for SEC purposes).
(b) Reports on Form 8-K
Registrant filed no reports on Form 8-K during the quarter ended June 30, 1996.
4
<PAGE> 5
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CALL NOW, INC.
By: s/William M. Allen
------------------------------
William M. Allen
President
October 29, 1996 By: s/James D. Grainger
-----------------------------
Chief Financial Officer
5
<PAGE> 6
CALL NOW, INC AND SUBSIDIARIES
Consolidated Balance Sheet as of June 30, 1996
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
<S> <C>
CURRENT ASSETS:
Cash $ 4,968,386
Short term securities - restricted 1,313,575
Accounts receivable (less $20,021 allowance for doubtful accounts) 98,151
Marketable securities, at market value 5,623,612
Notes receivable 1,405,000
Merchandise inventory 31,752
Other 49,628
-----------
TOTAL CURRENT ASSETS 13,490,104
Land deposit 53,750
Furniture and equipment (less accumulated depreciation of $96,247) 71,369
Customer list (less accumulated amortization of $259,012) 48,429
Investments - Cable-Sat Systems, Inc., common stock (less amortization &
equity loss of $184,660) 411,340
- Cable-Sat Systems, Inc., preferred stock, $3 par value, 7% 450,000
- Other 23,720
Other 55,431
-----------
TOTAL ASSETS $14,604,143
</TABLE>
See notes to Consolidated Financial Statements
<PAGE> 7
CALL NOW, INC AND SUBSIDIARIES
Consolidated Balance Sheet as of June 30, 1996
(UNAUDITED)
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
<S> <C>
CURRENT LIABILITIES:
Accounts payable 650,279
Notes payable 1,155,000
Dividend payable 407,400
Accrued expenses 198,319
Income taxes payable 1,765,165
Deferred income taxes 1,764,650
-----------
TOTAL CURRENT LIABILITIES 5,940,813
-----------
CONTINGENCIES AND COMMITMENTS
STOCKHOLDERS' EQUITY:
Preferred stock, no par, 800,000 shares authorized, none
outstanding -
Common stock, no par, 50,000,000 shares authorized, 7,233,700
issued and outstanding 3,122,477
Retained earnings 3,592,888
Less subscription notes receivable for 250,000 of common stock (200,000)
Unrealized holding gain on marketable securities (net of
$1,296,000 income taxes) 2,147,965
-----------
TOTAL STOCKHOLDERS' EQUITY 8,663,330
-----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $14,604,143
===========
</TABLE>
See notes to Consolidated Financial Statements
<PAGE> 8
CALL NOW, INC AND SUBSIDIARIES
Consolidated Statements of Operations
For Three Months and Six Months ended June 30, 1996 and 1995
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended June 30 Six Months Ended June 30
1996 1995 1996 1995
------------ ------------ ------------ -----------
<S> <C> <C> <C> <C>
REVENUES:
Long distance services $ 134,108 $ 270,142 $ 247,467 $ 693,401
Merchandise sales 38,344 - 38,344 -
Gain on sale of marketable securities 1,921,079 - 3,701,893 -
Interest 84,183 31,800 127,668 40,689
Miscellaneous income 4,808 - 4,808 -
---------- ---------- ---------- ----------
TOTAL REVENUES 2,182,522 301,942 4,120,180 734,090
---------- ---------- ---------- ----------
COST AND EXPENSES:
Line costs 121,077 249,581 203,830 588,511
Merchandise costs 19,039 - 19,039 -
Selling, general, and administrative 514,385 180,395 661,832 306,447
Provision for doubtful accounts 8,545 105,517 14,847 126,548
Depreciation and amortization 16,412 31,789 37,577 63,579
Interest 7,440 35,489 33,186 66,082
Loss from unconsolidated entity 25,839 - 93,967 -
---------- ---------- ---------- ----------
TOTAL COSTS AND EXPENSES 712,737 602,771 1,064,278 1,151,167
---------- ---------- ---------- ----------
Income/(loss) from continuing operations before
income taxes and extraordinary items 1,469,785 (300,829) 3,055,902 (417,077)
Income tax (expense)/benefit (550,490) 112,500 (1,147,301) 156,000
---------- ---------- ---------- ----------
Net income before extraordinary item 919,295 (188,329) 1,908,601 (261,077)
EXTRAORDINARY ITEM:
Gain on extinguishment of debt
(less income taxes of $37,000) 61,531 - 61,531 -
---------- ---------- ---------- ----------
NET INCOME/(LOSS) $ 980,826 ($188,329) $1,970,132 ($261,077)
========== ========== ========== ==========
EARNINGS (LOSS) PER SHARE:
Continuing operations $ 0.13 ($0.03) $ 0.26 ($0.04)
Extraordinary items $ 0.01 - 0.01 -
---------- ---------- ---------- -----------
Net income per share $ 0.14 ($0.03) $ 0.27 ($0.04)
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING - PRIMARY AND FULLY DILUTED 7,233,700 7,233,700 7,233,700 7,233,700
========== ========== ========== ==========
</TABLE>
See notes to Consolidated Financial Statements
<PAGE> 9
CALL NOW, INC AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For The Six Months ended June 30, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
OPERATING ACTIVITIES: 1996 1995
------------ -----------
<S> <C> <C>
Net income (loss) $ 1,970,132 ($261,077)
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation and amortization 37,567 63,579
Provision for doubtful accounts 9,741 126,548
Deferred income taxes (1,026,509) (156,000)
Gain on sale of securities (3,701,893) -
Loss from unconsolidated entity 93,967 -
Cancellation of stock for services (8,000)
(Increase) decrease in assets:
Accounts receivable (27,477) (11,375)
Merchandise inventory (31,750)
Other current assets (26,777) -
Other assets 3,703 (17,922)
Increase (decrease) in liabilities:
Accounts payable (205,165) 74,613
Accrued expenses 83,637 (3,035)
Income taxes payable 1,710,805 -
------------ ---------
CASH (USED) BY OPERATING ACTIVITIES (1,118,019) (184,669)
------------ ---------
INVESTING ACTIVITIES:
Capital expenditures (5,456) -
Purchase of short term securities (1,313,575) -
Purchase of marketable securities (270,433) -
Proceeds from sale of marketable securities 9,664,680 -
Investment in Cable-Sat Systems, Inc. (546,000) -
Deposit on bond purchase (23,720) -
Notes receivable (250,000) -
Deposit on land (53,750) -
Payment for acquisition of customer base (26,150) -
------------ ---------
CASH PROVIDED BY INVESTING ACTIVITIES 7,175,596 0
------------ ---------
FINANCING ACTIVITIES:
Cash overdraft - (324,491)
Proceeds from margin loan 24,852 589,653
Payments on margin loan (1,329,117) -
Payment on long term debt and capital lease obligations (26,182) (8,977)
------------ ---------
CASH PROVIDED (USED) BY FINANCING ACTIVITIES (1,330,447) 256,185
------------ ---------
NET INCREASE IN CASH 4,727,130 71,516
CASH, BEGINNING OF PERIOD 241,256 -
------------ ---------
CASH, END OF PERIOD $ 4,968,386 $ 71,516
============ =========
</TABLE>
See Notes to Consolidated Financial Statements
<PAGE> 10
CALL NOW, INC AND SUBSIDIARIES
Consolidated Statement of Changes in Stockholders' Equity
For the Six-Months ended June 30, 1996
(UNAUDITED)
<TABLE>
<CAPTION>
SUBSCRIPTION
COMMON STOCK NOTES RECEIVABLE
--------------------- -------------------- UNREALIZED
NUMBER OF NUMBER OF HOLDING RETAINED
SHARES AMOUNT SHARES AMOUNT GAIN EARNINGS TOTAL
--------------------- -------------------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCE DECEMBER 31, 1995 7,243,700 $3,130,477 250,000 ($200,000) $2,250,000 $2,030,156 $7,210,633
Cancellation of shares (10,000) (8,000) (8,000)
Unrealized holding (loss) net of
income taxes (102,035) ($102,035)
Dividend declared (723,438 shares of
Cable-Sat Systems, Inc. common stock) (407,400) (407,400)
Net income 1,970,132 1,970,132
--------------------- -------------------- ---------- ----------- -----------
BALANCE, JUNE 30, 1996 7,233,700 $3,122,477 250,000 ($200,000) $2,147,965 $ 3,592,888 $ 8,663,330
===================== ==================== ========== =========== ===========
</TABLE>
See Notes to Consolidated Financial Statements
<PAGE> 11
1
CALL NOW, INC.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
June 30, 1996
1. SHORT TERM & Marketable securities which are primarily Intermedia
MARKETABLE Communications of Florida, Inc. (ICI), representing
SECURITIES approximately 1.6% of its equity, are treated as available
for sale and reported at fair value. Unrealized gains and
losses are reported in stockholders' equity. The carrying
value and approximate market value at June 30, 1996 are as
follows:
<TABLE>
<S> <C>
Marketable securities, at cost $2,179,646
Gross unrealized holding gain 3,443,966
----------
Market and carrying value $5,623,612
==========
</TABLE>
During the three months ended June 30, 1996 securities
were sold for gross proceeds of $4,403,378 resulting in
gross realized gains of $1,921,079. The cost basis of the
securities sold was by specific identification and were
all ICI securities. The net unrealized holding gain
increased by $661,645 for the three months ended June 30,
1996.
2. NOTE On March 24, 1996 the Company renewed an agreement with a
RECEIVABLE broker-dealer whereby the Company executed a secured
demand note payable to the broker-dealer in the amount of
$1,155,000, without interest, payable on demand,
collateralized by the pledge of 150,000 shares of ICI
stock which is owned by the Company; simultaneously, the
broker-dealer signed a note payable to the Company in a
like amount bearing interest at 12% per annum, maturing
March 31, 1997. During April 1996 the broker-dealer sold
the shares of ICI stock and purchased a treasury bill in
the amount of $1,199,441 to be used for collateral against
the demand note of $1,155,000. The treasury bill was
increased to $1,213,575 on June 28, 1996 and is included
in short term securities- restricted.
3. INVESTMENT IN The Company acquired 550,000 shares (25.2%) of the
UNCONSOLIDATED outstanding common stock of Cable-Sat Systems, Inc. (Cable
ENTITY -Sat) in August 1995 at a purchase price of $500,000. The
purchase included warrants allowing Call Now, Inc. to
acquire an additional 320,000 shares of Cable-Sat common
stock
<PAGE> 12
2
exercisable at $.92 per share. In March 1996, the company
exercised the warrants at a reduced price of $.30 per
share for total consideration of $96,000. Cable-Sat, a
Florida corporation whose principal office is located in
San Jose, California is a development stage company
specializing in high order data compression products for
telecommunication, computer, satellite TV and video
applications.
On March 5, 1996, a dividend of Cable-Sat common stock was
declared and will aggregate 723,438 shares and is more
fully described in note 5. After such distribution, the
Company's equity interest in Cable-Sat will be less than
20% and will continue to be accounted for by the equity
method due to the significant influence maintained by Call
Now, Inc.
On March 22, 1996 the Company purchased 150,000 shares of
Cable-Sat Systems' Class A 7% preferred stock for $3.00
per share. The shares are redeemable out of the proceeds
of an initial public offering or private placement of
Cable-Sat Systems' securities at $3.00 per share plus one
share of Cable-Sat Systems common stock. The 7% interest
is payable annually and due one-year from date of purchase
unless redeemed prior to the due date.
4. INCOME TAXES The components for the provision for income taxes are
as follows:
<TABLE>
<S> <C> <C>
Current $ 2,210,810
Deferred (1,015,509)
-----------
Net income tax expense $ 1,195,301
===========
</TABLE>
5. STOCKHOLDER'S On March 5, 1996, the board of directors of Call Now, Inc.
EQUITY declared a stock dividend from the Company's holdings of
Cable-Sat Systems, Inc.'s common stock. The dividend is
payable to shareholders of record on March 12, 1996 ("the
record date") on the basis of one share of Cable-Sat
Systems, Inc. common stock for each ten shares of Call
Now, Inc.'s common stock held on the record date. Such
distribution is being registered by Cable-Sat Systems,
Inc. under the Securities Act of 1933 (File # 333-6121)
and stock certificates representing the Cable-Sat shares
will be distributed to the Company's stockholders six
months after the effective date of such registration.
After the distribution, the Company's holdings of
Cable-Sat Systems, Inc common shares will be approximately
146,562.
6. CONTINGENCIES In 1994, a former director, filed a lawsuit in Florida
against the Company seeking damages of approximately
$500,000 for breach of an oral employment agreement. The
Company has filed a motion for summary judgment;
management believes there is a good likelihood of
prevailing since the statute of fraud requires that any
agreement that cannot be completed
<PAGE> 13
3
within one year must be in writing to be enforceable. This
action is in the early stages of litigation and the
ultimate outcome of this matter cannot presently be
determined. Management does not believe that this matter
will have a material adverse effect on the financial
statements.
The Company was a defendant in suits seeking to collect
$750,000 which is alleged to be due to a long distance
telephone service provider. The Company disputed the
amount of the liability and provided $525,000 for such
liability. On June 27, 1996 the Company negotiated a
settlement payment of $425,000 to satisfy the service
provider's claim of $750,000.
ICI gave notice to the Company of certain claims for
indemnification arising from the sale of Phone One, Inc.
to which the Company objected. ICI is seeking damages for
alleged errors in Phone One, Inc.'s unaudited September
1994 financial statements and the uncollectibility of an
account receivable of Phone One, Inc. ICI is seeking the
return of 37,643 of its shares and $585,321 as damages.
The Company filed an action against ICI seeking damages in
excess of those sought by ICI for failure to comply with
the terms of the agreement. In addition, the action
alleges that ICI and Phone One, Inc. refused to enter into
certain contracts with ARN at discounted rates. The
parties agreed to binding arbitration which began in July
1995 and was pending before the American Arbitration
Association. In July 1996 the Company settled all of ICI's
claims by returning 22,357 shares of ICI's stock to ICI.
In April 1996, National Communications Network, Inc.
(NCNI), a wholly owned subsidiary of Call Now, Inc.,
signed an agreement with Liberty Mint, Inc. (Liberty) a
Utah corporation, which grants NCNI the exclusive rights
to purchase and resell certain specified products of
Liberty throughout the world, NCNI is also granted the
unconditional first right to purchase any and all new
additional products of Liberty with specific exceptions.
The Company agreed to make available up to $400,000, in
its sole discretion, for advertising and promotion. At the
time of the agreement, the Company executed a 6%, six
month note advancing $100,000 to Liberty Mint.
7. SUBSEQUENT On July 15,1996, Andice Development Co. (a wholly owned
EVENTS subsidiary of Call Now, Inc.), accquired 118 acres of
development property in Williamson County, Texas for a
purchase price of $2,359,310. Under the terms of the
purchase, the Company paid $589,310 and executed a seven
year, 9% note in the amount of $1,770,000. The note
requires the Company to make semi-annual principal and
interest payments of $85,721.39 commencing on January 15,
1997 and ending July 15, 2003, at which time, the entire
remaining balance is due and payable.
<PAGE> 14
4
The following is a summary of annual principal payments
due under this agreement:
<TABLE>
<CAPTION>
Year Amount
---- ------
<S> <C>
1997 $ 12,416
1998 13,558
1999 14,806
2000 16,169
2001 17,657
Thereafter 1,695,394
----------
Total $1,770,000
==========
</TABLE>
In July 1996 the Company entered into an agreement to sell
all of the assets and liabilities of its long distance
services company, ARN Communications, Corp. (ARN). Under
the terms of the agreement, the former President of ARN
will exchange one hundred thousand shares of Call Now,
Inc. common stock for all of the assets and liabilities of
ARN. Call Now, Inc. will retain ownership of the
Corporation.
On July 17, 1996 the company signed an agreement to
acquire $52,274,000 of the $54,040,000, 8.75%, term bonds
of the Retama Development Corporation Special Facilities
Revenue Bonds, Series 1993 for a purchase price of
$10,300,000. The company has made a nonfundable deposit of
$3,000,000 toward the total purchase price. The balance of
$7,300,000 is due and payable on or before 11:00 A.M.
Boston time, September 20, 1996. The bonds are secured by
a first mortgage on the Retama Park Horse Racing facility.
In September 1996, the Company sold the balance of its
holdings of ICI common stock, aggregating approximately
169,143 shares for gross proceeds of approximately
$5,100,000.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 4,968,386
<SECURITIES> 5,623,612
<RECEIVABLES> 98,151
<ALLOWANCES> 0
<INVENTORY> 31,752
<CURRENT-ASSETS> 13,490,104
<PP&E> 71,369
<DEPRECIATION> 0
<TOTAL-ASSETS> 14,604,143
<CURRENT-LIABILITIES> 5,940,813
<BONDS> 0
0
0
<COMMON> 3,122,477
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 14,604,143
<SALES> 38,344
<TOTAL-REVENUES> 4,120,180
<CGS> 19,039
<TOTAL-COSTS> 1,064,278
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 3,055,902
<INCOME-TAX> 1,147,301
<INCOME-CONTINUING> 1,908,601
<DISCONTINUED> 0
<EXTRAORDINARY> 61,531
<CHANGES> 0
<NET-INCOME> 1,970,132
<EPS-PRIMARY> .27
<EPS-DILUTED> .27
</TABLE>
