SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the Period Ended December 31, 1996
or -----------------
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the Transition Period from _____ to _____
Commission File Number 1-10966
---------
HEALTH PROFESSIONALS, INC.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 11-3076108
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
515 East Las Olas Boulevard, Suite 1600, Fort Lauderdale, Fl 33301
- --------------------------------------------------------------------------------
(Address of principal executive offices)
305-766-2552
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X , No .
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at January 31, 1997
- ---------------------------- -------------------------------
Common Stock, $.02 par value 4,722,000
<PAGE>
HEALTH PROFESSIONALS, INC.
AND SUBSIDIARIES
I N D E X
---------
Page No.
--------
PART I - Financial Information
Condensed Consolidated Balance Sheets,
December 31, 1996 and September 30, 1996 3 - 4
Condensed Consolidated Statements of Operations,
Three Months Ended December 31, 1996 and 1995 5
Condensed Consolidated Statements of Cash Flows,
Three Months Ended December 31, 1996 and 1995 6
Notes to Condensed Consolidated Financial Statements 7 - 8
Management's Discussion and Analysis of Financial
Condition and Results of Operations 9 - 14
PART II - Other Information 15
2
<PAGE>
HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
Assets December 31, September 30,
- ------ ------------ -------------
1996 1996
---- ----
Current assets:
Cash $ 48,000 $ 49,000
Accounts receivable, net 3,575,000 3,425,000
Inventory 108,000 108,000
Prepaid consulting fees,
current portion 115,000 115,000
Prepaid expenses and other 28,000 46,000
---------- ----------
Total current assets 3,874,000 3,743,000
Equipment, furniture & fixtures
and leasehold improvements, net 1,257,000 1,338,00
Prepaid consulting fees, less
current portion 117,000 145,000
Covenants not to compete, net 373,000 419,000
Costs in excess of net assets
of businesses acquired, net 6,234,000 6,134,000
Other assets 457,000 463,000
----------- -----------
Total $12,312,000 $12,242,000
=========== ===========
See notes to condensed consolidated financial statements.
3
<PAGE>
HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31, September 30,
Liabilities and Stockholders' 1996 1996
- ----------------------------- ---- ----
Equity
- ------
Current liabilities:
Accounts payable and accrued
expenses $ 3,877,000 $ 3,725,000
Accrued salaries and payroll taxes 317,000 117,000
Factoring line of credit 1,002,000 1,100,000
Current portion of long term debt 377,000 474,000
----------- -----------
Total current liabilities 5,573,000 5,416,000
----------- -----------
Long term debt, less current portion 2,109,000 1,519,000
----------- -----------
Stockholders' equity:
Serial preferred stock, $1 par value;
Authorized 100,000 shares; issued - none
Common Stock - $.02 par value; authorized
25,000,000 shares; issued and
outstanding 4,722,000 and
4,554,000 respectively 94,000 91,000
Additional paid-in capital 43,535,000 43,280,000
Less: 40,000 shares of
Treasury Stock at cost (42,000) (42,000)
Deficit (38,957,000) (38,022,000)
------------ ------------
Total stockholders' equity 4,630,000 5,307,000
----------- -----------
Total $12,312,000 $12,242,000
=========== ===========
See notes to condensed consolidated financial statements.
4
<PAGE>
HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
------------------
December 31,
------------------
1996 1995
---- ----
Operating revenue $1,920,000 $ 976,000
Operating revenue - related parties - 974,000
Interest and other income 9,000 17,000
--------- -----------
1,929,000 1,967,000
Costs and expenses:
Direct service expense 1,019,000 943,000
Selling, general and
administrative expense 1,578,000 1,210,000
Interest 91,000 155,000
Research and development 148,000 86,000
Provision (recovery) for loss
and other professional
association revenues 29,000 (459,000)
----------- ------------
2,865,000 1,935,000
Net Income (Loss) $ (936,000) $ 32,000
============ ===========
Net earnings(loss) per share $ (.20) $ .01
============ ==========
Weighted average number of
common and common equivalent
shares outstanding 4,666,000 2,189,000
=========== ===========
See notes to condensed consolidated financial statements.
5
<PAGE>
HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended December
---------------------------
1996 1995
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings (loss) $(936,000) $ 32,000
Adjustments to reconcile net earnings
(loss) to net cash used in operating
activities:
Depreciation and amortization 286,000 144,000
Provision (recovery) for bad debts (272,000) (386,000)
Lease obligations (28,000) 12,000
Change in assets and liabilities:
(Increase) decrease in accounts
receivable 122,000 (156,000)
(Increase) in inventory - -
(Increase) decrease in prepaid expenses
and other 46,000 (108,000)
(Increase) decrease in other assets 6,000 (47,000)
Increase in accounts payable
and accrued expenses 152,000 286,000
Increase (decrease) in accrued salaries
and payroll taxes 200,000 (53,000)
--------- ----------
NET CASH USED IN OPERATING ACTIVITIES (424,000) (276,000)
---------- ----------
INVESTING ACTIVITIES:
Capital expenditures, net - (43,000)
Collection of Notes Receivable - 101,000
--------- ---------
NET CASH PROVIDED BY INVESTING
ACTIVITIES - 58,000
--------- ---------
FINANCING ACTIVITIES:
Repayments of long term debt and
current maturities, net (94,000) 258,000
Proceeds from long-term borrowing 615,000 -
Cash Received from (paid to)
Factor, net (98,000) 106,000
---------- ---------
NET CASH PROVIDED BY (USED IN)
FINANCING ACTIVITIES 423,000 364,000
NET INCREASE (DECREASE) IN CASH (1,000) 146,000
CASH AT BEGINNING OF PERIOD 49,000 20,000
--------- ---------
CASH AT END OF PERIOD 48,000 $ 166,000
========= =========
See notes to condensed consolidated financial statements
6
<PAGE>
HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
1. General
-------
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not include all
of the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management, all
adjustments considered necessary for a fair presentation have been included.
Operating results for the three months ended December 31, 1996 are not
necessarily indicative of the results that may be expected for the year ending
September 30, 1997 . These statements should be read in conjunction with the
financial statements and notes thereto included in the Company's Annual Report
on Form 10-K for the fiscal year ended September 30, 1996.
2. Litigation and other Contingencies
----------------------------------
In 1993, the SEC advised the Company that it had commenced a formal
investigation of potential securities law violations in connection with certain
trading activity in the Company's securities and has requested certain
information from the Company and certain of its officers in connection with that
investigation. The Company and its officers have complied with these requests.
In September 1996, the SEC settled its administrative proceedings with HPI's
former Chairman (who left the Company effective August, 1992) and others who
were alleged to have unlawfully traded in HPI's common stock. Neither the
Company itself, nor any of its current officers or directors were implicated in
the SEC investigation.
3. Subsequent Events
-----------------
The Company has undertaken a major restructuring of its executive
personnel responsibilities and a consolidation of certain of its executive and
other personnel functions as certain of its development projects have been
completed and the timing of other projects has been delayed. The Company's Vice
President for Business Development has resigned from that position, but will
remain a consultant to the Company for physician network development. The
Company's interim Chief Financial Officer has resigned and has accepted a
position with a not-for-profit organization. The Company's Deputy Director of
Research has relinquished that position, but will remain affiliated with the
Company as Chairman of the Scientific Advisory Board for the CSI Foundation for
Research and is currently being fully funded by a grant from the Department of
the Navy. These management and operational functions will be fulfilled by
personnel currently employed by the Company. Certain non-management staff
functions have also been consolidated. Salary and benefit savings from these
7
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changes will commence in the second quarter and be fully recognized in the third
quarter of fiscal 1997. For the fiscal year ending September 30, 1997, the
Company expects a net reduction of salaries and related expenses, after certain
salary increases, of approximately $383,000 with annualized savings of
approximately $532,000.
CSI has signed research agreements with two major pharmaceutical companies
to participate in four multi-site clinical trials. CSI Clinical Trials, Inc.
will be the operating unit responsible for conducting this pharmaceutical
research within the CSI network. These trials mark the first time that in
addition to its core Company-owned sites, CSI will be including affiliated
physician sites in a major research effort.
Two Phase II multi-site trials will seek to evaluate the safety and
effectiveness of a new anti-viral drug in reducing the severity and duration of
herpes genitalis and herpes labialis in a non-HIV infected population. Ten CSI
sites will participate in these trials and will seek to enroll at least 3000
individuals. With full enrollment, these studies will generate in excess of
$6,570,000 in research revenue.
Two Phase II multi-site HIV drug trials will investigate the safety of a
new anti-retroviral drug in combination with AZT, 3TC and Indinavir. Six CSI
sites will participate in these trials and may enroll at least 40 participants
in each study. With full accrual, these studies are expected to generate in
excess of $1,990,000 in research revenue.
Although historically the Company has usually achieved full enrollment
into its clinical trials, it can give no assurances that full enrollment into
these trials will be achieved.
All four trials will be initiated during the Company's current quarter,
with a 9-12 month expected trial duration. The Company anticipates that most of
the resulting revenue will be earned during the third and fourth quarters of
fiscal 1997 and that incremental expenses associated with these trials will
range between 30%-40% of revenue.
In addition to the major new trials, in the current quarter the Company
has achieved certain milestones in its ongoing trials that have triggered
research income of approximately $95,000. The Company expects to reach
additional milestones in its ongoing trials in the current quarter which will
trigger additional reserach income of approximately $80,000. The Company can
give no assurances that these additional milestones will be achieved within the
second quarter.
8
<PAGE>
HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and
Results of Operations
BACKGROUND AND BUSINESS PLAN DEVELOPMENT
CSI currently owns and operates six medical clinic and research sites
located in Florida (Fort Lauderdale, Miami Beach), California (Irvine, Los
Angeles, San Diego) and Illinois (Chicago). The Company had Independent Practice
Affiliation (IPA) agreements with physician's professional corporations to
utilize these facilities prior to January 1, 1996. On January 1, 1996, the
Company purchased the medical practices in Fort Lauderdale and Miami. On April
1, 1996, the Company purchased the medical practice in Chicago. On September 30,
1996, the Company created a Management Service Organization in California, which
purchased the medical practice operations in Irvine and on October 28, 1996 the
Company purcahsed medical practice operations in Los Angeles, which had not
previously been affiliated with the Company. The San Diego medical practice
continues to utilize the Company's San Diego facility under an IPA agreement.
Management believes that owning the Company's affiliated medical practices
or medical practice operations, where permitted by law, will increase its
ability to deliver comprehensive integrated medical and clinical trials
services, will result in more cost-efficient management of the practices and
will allow better utilization of its standards-of care algorithms to improve
health care outcomes.
The transition to ownership of the practices has unexpectedly but
temporarily impaired practice operations in Ft. Lauderdale and Miami, with a
materially significant negative impact on revenues derived from those facilities
during the later half of fiscal 1996 and the first quarter of fiscal 1997.
Management has been working to restore these revenues and expects that its
marketing efforts will result in an improvement of the practice operations
during the second and third quarters of fiscal 1997.
In addition, the Fort Lauderdale and Miami sites will benefit from their
selection to participate in five large clinical trials, the Immune Response
Corporation's HIV-1 Immunogen trial, Bristol- Myers Squibb's two lobucovair
trials and Dupont Merck's two DMP-266 trial. Patient recruitment to these trials
is expected to occur during the second and third quarters of fiscal 1997 and
full enrollment will have a material effect on revenues for those quarters.
Although the Company has historically achieved full enrollment into its clinical
trials, it can give no assurances full enrollment will be achieved.
On October 28, 1996, the Company purchased medical practice operations
located in Los Angeles, California. The acquisition price for the practice was
9
<PAGE>
paid with 168,000 shares of the Company's HPI common stock and will be
supplemented by an earn-out. The earn-out will also be paid in Company shares
and will be calculated at 75% of collected revenues derived from specified
services provided to new patients during the one year period commencing after
the effective date of the practice operations transfer. The earn-out stock will
be valued at 70% of the average market closing price calculated during the 20
trading days preceding the close of the earn-out period.
In addition, physician practices located in Florida, California, Kansas,
Virginia, Texas, Pennsylvania, Maine, Washington, DC and New York are affiliated
with the CSI network and utilize CSI services to varying degrees.
The Company's principal business objective is to extend the full
capabilities of its Information Technologies system (ITS) to all its currently
affiliated sites and to expand the number of owned and affiliated sites.
Management believes that this will increase its revenue base to meet its central
operating and development expenses and will then generate substantial operating
profits. The extension of the ITS to all affiliated sites will allow the Company
to provide more comprehensive services to these sites, thereby increasing the
revenue earned from each. The expansion of owned and affiliated sites will
create further market outlets for the Company's services and allow greater
market capture of the underlying populations requiring those services. The
expanded network will be positioned to capture health services contracts as a
national managed care disease-specific provider, will provide larger economies
of scale, will provide more clinical data for medical and financial analysis and
will allow CSI to conduct larger clinical trials. The new Los Angeles site and
the new clinical trials scheduled to commence during the second quarter of
fiscal 1997 represent the accomplishment in part of this objective.
RESULTS OF OPERATIONS
- ---------------------
The Company's total facilities revenues are derived from provision of
physician medical services (where allowed by law) practice management services,
diagnostic laboratory services and other ancillary medical services to the
patients of medical practices owned by CSI and to the medical practices
affiliated with CSI.
Three Months Ended
------------------
December 31,
------------
1996 1995
---- ----
Total Facilities revenues $1,740,000 $1,419,000
Home health 101,000 321,000
Clinical trials and other 79,000 210,000
$1,920,000 $1,950,000
========== ==========
10
<PAGE>
Total facilities revenues increased by $321,000 for the three months ended
December 31, 1996, as compared to the same period in 1995. The increase was
primarily due to an increase in lab and infusion revenue, offset by a decrease
in revenues from the Company's impaired Ft. Lauderdale and Miami sites. The
decrease in Home Health revenue of $220,000 for the three months ended December
31, 1996, is primarily due to the cyclical nature of the services required to
care for these patients in an integrated health care setting and a shifting of
service locations to the physician's office. The decrease in clinical trials and
other revenue of $131,000 for the three months ended December 31, 1996 is due to
the conclusion of certain contracts prior to the initiation of new contracts
subsequently put into place.
Interest and other income decreased by $8,000 for the three months
December 31, 1996 as compared to the three months ended December 31, 1995. The
decrease is due to a decrease in the note receivable from the sale of the
discontinued operations.
Direct service expense as a percentage of operating revenues was 53 % for
the three months ended December 31, 1996, as compared to 48% for the three
months ended December 31, 1995. This increase for the three months ending
December 31, 1996 is primarily due to the purchase of physician practices which
increased the Company's salary cost.
Selling, general and administrative expenses increased by $368,000(30.4%)
to $1,578,000 for the three months ended December 31, 1996 as compared to the
three months ended December 31, 1995. The increase relates primarily to an
increase in depreciation and amortization and other expenses related to the
purchases of the various clinics in fiscal year 1996 and the purchase of the Los
Angeles clinic in November of 1996.
For the three months ending December 31, 1995, the Company decreased PA
Physician Association reserves by $459,000 due to an increase in
collateralization of the receivables provided by the Chairman of the Company and
by one of the former CSI shareholders who is now a director of the Company for
advances and other professional association reserves owed by them to the
Company. The reserve balance had been established in part for advances of
start-up expenses to develop four of the Company's affiliated medical practices
and for other receivables due to the Company. This compares to an increase in
the reserve balance at December 31, 1996 of $29,000 to reflect the
uncollaterized portion of receivables due from the professional corporations in
California. The reserve balance is reviewed by the Company on a quarterly basis.
Any increases or decreases to such balances by the Company could materially
impact reporting results.
Interest and factoring fees decreased by $64,000 for the three months
ended December 31, 1996, as compared to the three months ended December 31,
11
<PAGE>
1995. The decrease was primarily related to the to the termination on February
21, 1996 of the obligation due the former CSI shareholders, due to the
conversion of the obligation due the former CSI shareholders to stock and to a
decrease in factoring expenses, as a result of amending the factoring agreement,
reducing the factoring fees. This decrease was partially offset by the increase
in interest expenses related to the receipt in October and November of $750,000
in convertible loans.
The Company incurred research and development expenses of 148,000 for the
three months ended December 31, 1996, compared to $86,000 for the three months
ending December 31, 1995.
The Company sustained a loss from continuing operations of $936,000 for
the three months ended December 31, 1996, as compared to a gain of $32,000 for
the three months ended December 31, 1995, despite similar revenues for the
period. The difference in results between the periods was primarily due to the
increase in depreciation and amortization expenses resulting from network
expansion through medical practice and operations purchases which have occurred,
prior to developing increased revenues from the expansion, and from the one time
decrease in reserves during the first quarter of fiscal 1995.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
As of December 31, 1996, the Company had stockholders' equity of
$4,630,000 and a working capital deficit of $1,699,000 as compared to
stockholders' equity of $1,062,000 and working capital of $777,000 at December
31, 1995.
The Company used cash in its operating activities of approximately
$424,000 and $276,000 for the three months ended December 31, 1996 and December
31, 1995. In fiscal year 1996, the cash use was primarily as a result of the net
loss. This was offset by a decrease in accounts receivable, due to increased
collections, an increase in accounts payable and accrued expenses and an
increase in accrued salaries and payroll taxes due to the timing of normal
biweekly payroll cycle. Financing activities provided cash from the proceeds of
convertible loans in a series of convertible debentures discussed below. This
was offset by the repayment of debt and the repayment to the factor. The Company
anticipates that cash will continue to be used in its operating activities
during the remainder of fiscal 1997.
CSI and certain medical professional associations under contract with
subsidiaries of CSI are a party to a $2,500,000 factoring agreement. The
agreement provides for factoring of eligible receivables of which approximately
$23,000 was available for borrowing at December 31, 1996 and $983,000 had been
drawn at December 31, 1996. Fees charged by the factor for factoring was amended
in June, 1996 from an initial 1% of all eligible receivables to an initial 1% of
12
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eligible receivables up to $5,000,000 a year. The fee then progressively
decreases to .75% for eligible receivables in excess of $10,000,000 a year.
Funds are advances by the factor at 2% over prime. Management believes that
available cash, including available borrowings from the factoring agreement will
be sufficient to satisfy the Company's working capital requirements for fiscal
1997.
The Company is continuing its efforts to expand its network of
company-owned facilities and is acquiring established physician practices
despite its deficit in working capital. Certain start-up and acquisition costs
increase the Company deficit in working capital, which deficits should
ultimately be offset by increased clinical services revenues and revenues from
clinical research trial contracts that the Company has recently received. The
research studies include the Immune Response Corporation's HIV-1 Immunogen
trial, Bristol-Myers Squibb's two Lobucovair trials and Dupont Merck's two
DMP-266.
The Company has restructured and consolidated its personnel
responsibilities over the last several months to reduce to salary and other
related expenses and to improve the efficiency of its operations. At the present
rate for the year ending September 30, 1997, the Company would experience a net
reduction in salaries and other related expenses of approximately $383,000 with
an annualized savings of approximately $532,000. In addition, some of the
officers and other key personnel had agreed to defer a portion of their salaries
prior to December 31, 1996. These accrued deferrals amounted to approximately
$80,000.
During October and November, the Company received proceeds of $750,000 in
convertible loans in a series of convertible debentures issued under Regulation
S. The unconverted balance of the loans bear interest at 5% per annum and will
become due in October and November of 2001. The loans are convertible into
common stock at a 30% discount from the lower of the closing trading price on
the American Stock Exchange at the time the loans were made or at the time of
conversion. Proceeds of the loans have been used in connection with the
Company's new Los Angeles operations and for general working capital.
Despite the Company's cost cutting programs and its efforts to seek
additional sources of available capital in the financial market, through joint
ventures and from clinical research activities, the Company continues to suffer
a severe financial crisis. In order to continue as a going concern in 1997, the
Company must generate cash flow from operations, continue its arrangement with
the Company's factor (in connection therewith the Company's Chairman has
provided the Factor with his personal guarantee), produce additional revenues
from its previously established and new medical facilities, its new clinical
trials or raise additional cash from the sale of stock or debt. No assurances
can be made that the Company can obtain additional sources of capital or that
13
<PAGE>
operations can produce positive cash flow in the immediate term. The Company is
continually evaluating all options available to it, including but not limited to
continued staff reductions, working with vendors to obtain extended credit
terms, curtailment of certain operations, increasing revenues at existing
facilities and protection under creditor's rights laws.
Impact of Inflation
-------------------
The cost of the Company's operations are not significantly affected by
inflation. The Company believes that the shift from commercial insurance to
managed care contracts will have the impact of increasing direct costs in
relation to revenues as certain of the rates charged for the Company's services
are expected to decline.
Other
-----
The Company does not anticipate making any material expenditures in
connection with environmental or occupational safety regulation compliance.
Although the Company anticipates opening additional facilities in the future, it
has not made any material capital expenditure commitments as of this date in
connection with those potential facilities.
14
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HEALTH PROFESSIONALS, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 4.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HEALTH PROFESSIONALS, INC.
---------------------------
Registrant
February 19, 1997 /s/ William M. Reiter
---------------------------
William M. Reiter, M.D.
President and Chief
Executive officer
February 19, 1997 /s/ W. Douglas Kahn
---------------------------
W. Douglas Kahn
Chief Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF HEALTH PROFESSIONALS, INC., FOR THE THREE MONTHS ENDED
DECEMBER 31, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-START> OCT-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 48
<SECURITIES> 0
<RECEIVABLES> 5,284
<ALLOWANCES> 1,709
<INVENTORY> 108
<CURRENT-ASSETS> 3,874
<PP&E> 3,083
<DEPRECIATION> 1,826
<TOTAL-ASSETS> 12,312
<CURRENT-LIABILITIES> 5,573
<BONDS> 0
0
0
<COMMON> 94
<OTHER-SE> 4,536
<TOTAL-LIABILITY-AND-EQUITY> 12,312
<SALES> 1,920
<TOTAL-REVENUES> 1,929
<CGS> 0
<TOTAL-COSTS> 2,865
<OTHER-EXPENSES> 0
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<INTEREST-EXPENSE> 91
<INCOME-PRETAX> (936)
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<EPS-PRIMARY> (.20)
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</TABLE>
