<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10Q-SB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the six months ended Commission File Number
June 30, 1996 33-48017-A
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
(a Florida corporation)
(Exact name of Registrant as specified in its Charter)
Florida 59-2087068
- ------------------------------ -----------------------
State or other jurisdiction of I.R.S. Employer
incorporation or organization Identification Number
2323 Stickney Point Road, Sarasota, Florida 34231
--------------------------------------------------
(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (941) 921-9700
Securities registered pursuant to Section 12(b) of the Act:
Securities registered pursuant to Section 12(g) of the Act:
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 .
--- ---
For the six months ended June 30, 1996, the Registrant had revenues of
$1,465,362.
As of June 30, 1996, the Registrant had 5,000,000 Shares authorized and 483,067
Shares outstanding. The aggregate market value of the outstanding shares held
by non-affiliates, computed by reference to the price at which the stock was
sold is $1,166,274.
1
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Set forth below are the unaudited financial statements reflecting the
Company's financial condition as of June 30, 1996, and the related statements
of operations and shareholders' equity for the six months ended June 30, 1996
and 1995.
[THE BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
2
<PAGE> 3
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
BALANCE SHEET
June 30, 1996 (Unaudited)
<TABLE>
ASSETS
<S> <C>
CURRENT ASSETS
Cash $ 11,640
Accounts receivable from
correspondent brokers 250,499
--------
TOTAL CURRENT ASSETS 262,139
INVESTMENTS -
Furniture, Fixtures and Equipment -
at cost net of accumulated depreciation 41,546
OTHER ASSETS
Deposits with clearing organizations 43,065
Other deposits 1,934
--------
TOTAL ASSETS $348,684
========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 66,558
Commissions Payable 205,842
--------
TOTAL CURRENT LIABILITIES 272,400
STOCKHOLDERS' EQUITY
Preferred Stock - authorized 750,000
shares of $.01 par value; no shares
issued or outstanding -
Common Stock - authorized 5,000,000
shares of $.01 par value; issued and
outstanding 483,067 shares 4,831
Additional paid-in capital 818,276
Additional paid-in capital, warrants 4,410
Retained earnings (751,233)
--------
TOTAL STOCKHOLDERS' EQUITY
$ 76,284
--------
TOTAL LIABILITIES & STOCKHOLDER'S EQUITY $348,684
========
</TABLE>
3
<PAGE> 4
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
STATEMENTS OF OPERATION
For The Three and Six Months Ended June 30 (Unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30 Three Months Ended June 30
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUE
Commissions $1,407,333 $1,255,686 $777,517 $742,094
Underwriting fees 26,134 56,150 10,544 56,150
Other income 31,895 30,346 13,344 15,655
---------- ---------- -------- --------
TOTAL REVENUE 1,465,362 1,342,182 801,405 813,899
---------- ---------- -------- --------
EXPENSES
Accounting/Legal 14,406 12,305 10,430 1,167
Advertising 3,597 7,970 2,425 2,211
Board of Directors fees 8,000 8,000 4,000 4,000
Clearing charges 112,940 109,788 59,070 58,880
Commissions 1,123,410 1,000,065 611,304 641,035
Consulting fees 21,077 200 9,550 -
Dues and subscriptions 3,080 3,999 1,420 2,515
Depreciation 5,839 5,734 2,975 2,867
Insurance 7,392 3,293 3,753 (119)
Meetings and seminars 806 (1,361) 550 1,704
Miscellaneous 4,904 6,272 16,656 3,045
Occupancy costs 46,387 30,470 21,340 16,460
Office expenses 16,067 12,813 5,584 6,404
Professional development 250 102 - -
Regulatory 8,100 8,391 2,444 127
Rental equipment 5,316 6,438 2,649 3,045
Salaries and wages 145,829 138,954 78,160 50,044
Taxes 18,578 13,890 9,266 7,172
Travel and lodging 25,710 11,528 13,936 4,432
Utilities 15,847 16,247 7,984 8,944
---------- ---------- -------- --------
TOTAL OPERATING EXPENSES 1,587,535 1,395,098 863,496 813,933
---------- ---------- -------- --------
OPERATING INCOME/(LOSS) (122,173) (52,916) (62,091) (34)
---------- ---------- -------- --------
NET INCOME/(LOSS) $ (122,173) $ (52,916) $(62,091) $ (34)
========== ========== ======== ========
NET INCOME/(LOSS) PER SHARE $ (.253) $ (.116) $ (.129) $ (.000)
========== ========== ======== ========
</TABLE>
4
<PAGE> 5
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For The Six Months Ended June 30 (Unaudited)
<TABLE>
<CAPTION>
Additional
Additional Paid-In Retained
Preferred Common Paid-In Capital Earnings
Stock Stock Capital Warrants (Deficit) Total
---------- ---------- ---------- ---------- ----------- ---------
<S> <C> <C> <C> <C> <C>
Balance at January 1, 1995 - $ 4,408 $598,210 $ - $(513,181) $ 89,437
Issuance of common stock 150 88,350 3,000 91,500
Syndication costs (9,530) (9,530)
Net loss for the six
months ended
June 30, 1995 (52,916) (52,916)
---------- --------- -------- ------ --------- --------
Balance at
June 30, 1995 $ - $ 4,558 $677,030 $3,000 $(566,097) $118,491
========== ======== ======== ====== ========= ========
</TABLE>
<TABLE>
<CAPTION>
Additional Retained
Preferred Common Paid-In Earnings Stock
Stock Stock Capital (Deficit) Warrants Total
--------- ---------- ---------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Balance at
January 1, 1996 $ - $ 4,629 $706,853 $(629,060) $4,410 $ 86,832
Issuance of Common Stock 202 121,098 121,300
Syndication Costs (9,675) (9,675)
Net loss for six
months ended
June 30, 1996 - - - (122,173) - (122,173)
---------- -------- -------- --------- ------ --------
Balance at
June 30, 1996 $ - $ 4,831 $816,276 $(751,233) $4,410 $ 76,284
========== ======== ======== ========= ====== ========
</TABLE>
5
<PAGE> 6
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
STATEMENT OF CASH FLOWS
For The Six Months Ended June 30 (Unaudited)
<TABLE>
<CAPTION>
1996 1995
-------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $(122,173) $(52,916)
Adjustments to reconcile net income
to net cash used in operating activities:
Depreciation 5,839 5,734
(Increase) decrease in operating assets:
Receivable from correspondent brokers (37,610) (154,382)
Receivable - other (30,573) 1,658
Deposits (641) (3,008)
Increase (decrease) in operating liabilities:
Accounts payable 8,399 5,271
Commissions payable 61,298 136,474
--------- --------
Net cash provided by (used in) operating activities (115,461) (61,169)
---------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment (5,035) -
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 121,300 91,500
Cash paid for syndication costs (9,567) (9,530)
--------- --------
Net cash provided by (used in) financing activities 111,733 81,970
--------- --------
NET INCREASE (DECREASE) IN CASH (8,763) 20,801
CASH AT BEGINNING OF PERIOD 20,403 4,566
--------- --------
CASH AT END OF PERIOD $ 11,640 $ 25,367
========= ========
</TABLE>
6
<PAGE> 7
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
NOTES TO FINANCIAL STATEMENTS
For The Six Months Ended June 30, 1996 and 1995
Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization
Executive Wealth Management Services, Inc., (the Company) is a securities
broker/dealer that transacts business through correspondent brokers and does
not handle any customer securities or funds. Customer security transactions
and related commission revenue and expenses are recorded on the trade date.
The Company also acts as a broker/dealer in selling both public and private
securities offerings on a best efforts basis. In addition, the Company
receives commissions and underwriting fees for its services.
Receivable from Correspondent Brokers
The receivable from correspondent brokers and broker/dealers represent
commissions earned which had not been received at June 30, 1996. Management
has determined that these amounts are fully collectible.
Furniture, Fixtures and Equipment
Furniture, fixtures and equipment are recorded at cost. Depreciation is
provided for in amounts sufficient to relate the cost of assets to operations
over their estimated useful lives using the straight-line method.
Investments
The Company was issued 55,263 shares of common stock of Flight Sciences, Inc.
This stock was issued to the Company in relation to a private offering of
Flight Sciences' promissory notes. These shares represent 5% of Flight
Sciences, Inc.'s outstanding common stock. The Company has assigned no value
to the stock due to the fact that there is no ready market and its value is not
determinable.
Loss Per Share
Loss per share is computed based upon 483,067 and 455,800 shares outstanding
during the periods ended June 30, 1996 and 1995, respectively.
Note 2 - DEPOSIT WITH CLEARING ORGANIZATION
Deposits with clearing organizations represent investments in money markets.
The investments are required by the Company's clearing brokers and are in
accordance with the correspondent broker agreement between the parties.
Deposits are reflected at fair market value.
7
<PAGE> 8
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
For The Six Months June 30, 1996 and 1995
Note 3 - FURNITURE, FIXTURES AND EQUIPMENT
A summary of furniture, fixtures and equipment follows:
<TABLE>
<CAPTION>
June 30, 1996
-------------
<S> <C>
Furniture and fixtures $ 37,951
Equipment 31,589
Leasehold improvements 6,622
--------
76,162
Less: Accumulated Depreciation (34,616)
--------
$ 41,546
--------
</TABLE>
Note 4 - Operating Leases
Rent expense for the six months ended June 30, 1996 and 1995 was $46,387 and
$30,470, respectively.
During the six months ended June 30, 1995 and 1994, the Company received rental
income from two of its affiliates for office space. Rental income for the six
months ended June 30, 1996 and 1995 was $11,739 and $12,299, respectively.
Note 5 - NET CAPITAL REQUIREMENT
Pursuant to the net capital provisions of Rule 15c3-1 of the Securities and
Exchange Act of 1934, the Company is required to maintain a minimum net capital
of $5,000. In December of 1991, the National Association of Securities
Dealers, Inc. approved the Company as a fully disclosed broker/dealer. The
Company has a restrictive agreement to maintain a net capital of 130% of the
minimum requirement or 6 2/3% of aggregate indebtedness for each of the six
month periods ended June 30, 1996 and 1995.
The Company had net capital of $29,952 or 165% and $67,865 or 374% of the
minimum requirement at June 30, 1996 and 1995, respectively. The net capital
rules may effectively restrict the payment of dividends to the Company's
stockholders. The Company operates pursuant to the (K) (2) (ii) exemptive
provisions of the Securities and Exchange Commission's Rule 15c3-3 and does not
hold customers funds or securities.
8
<PAGE> 9
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
For The Six months Ended June 30, 1996 and 1995
NOTE 5 - NET CAPITAL REQUIREMENT (CONTINUED)
Rule 15c3-1 also requires that the ratio of aggregate indebtedness to net
capital, both as defined, shall not exceed 15 to 1. The Company's ratio was
9.09 to 1 and 4.01 to 1 at June 30, 1996 and 1995, respectively.
NOTE 6 - INCOME TAXES
At December 31, 1995, the Company had a net operating loss carry forward of
approximately $471,000 that will begin to expire in the year 2009. Due to the
lack of historical operations, management has elected to record a valuation
allowance equal to the deferred tax asset of $174,270, calculated using an
effective income tax rate of 31% for the Company.
NOTE 7 - RELATED PARTY TRANSACTIONS
During the six months ended June 30, 1996 and 1995, companies affiliated with
the Company's majority stockholder shared office space with the Company and
paid rent of $11,739 and $12,299, respectively, for the use of the space.
During the six months ended June 30, 1996, the Company paid rent of
approximately $18,000 to the Company's majority stockholder for the use of
office space.
NOTE 8 - ACQUISITION
On February 15, 1995, the Company entered into a negotiation to purchase all of
the outstanding stock of an NASD/SIPC member broker/dealer for $25,000. The
broker/dealer may become a wholly owned subsidiary of the Company and might be
inactive until such time the Company's management deems it appropriate to
activate it in the expansion of the Company's business. As of June 30, 1996,
no agreement has been consummated.
9
<PAGE> 10
EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
For The Six months Ended June 30, 1996 and 1995
NOTE 9 - COMMON STOCK TRANSACTIONS
During 1995, the Company and its majority stockholder sold 44,100 shares of the
Company's common stock. The price of the stock was $5.90 per share and each
purchaser of a share received a warrant which gave the purchaser the right to
purchase one share of the Company's stock from the Company for $7.00 per share.
The price of the warrants were $.10 each and expire on December 1, 1999. The
proceeds of the warrants were retained by the Company.
During 1995, the Company and the majority stockholder initiated a private
placement of 80,000 shares of the Company's common stock at a price of $6.00
per share. The shares contained in the offering are to be drawn equally from
the authorized but unissued shares of the Company and the majority stockholder.
Accordingly, gross proceed from the sale of the stock will be shared equally by
the Company and the majority stockholder. As of June 30, 1996, approximately
20,200 shares of the Company's common stock had been sold under this private
placement. The proceeds from this private placement will be utilized for
additional expansion and working capital by the Company.
In November, 1995, the Company approved a plan to grant options to certain
employees to purchase the Company's common stock. The plan provides for the
granting of options to purchase a maximum of 100,000 shares of the Company's
stock at a price to be determined at the time of grant. The price, however,
shall not be greater than $3.00 per share. The plan requires a participant to
be employed by the Company for a number of years before exercise. Granted
options expire 10 years from the grant date. At December 31, 1995, all of the
options had been granted.
In May, 1996, the Board of Directors passed a resolution to split the
outstanding common stock shares of Executive Wealth Management Services, Inc.
on a 5 for 1 basis effective September 1, 1996. As of June 30, 1996, it is
expected that this split will be effective at that time.
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]
10
<PAGE> 11
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Current Operations
The table set forth below reflects the source of revenue earned by the Company
during the six months ended June 30, 1996 and 1995.
<TABLE>
<CAPTION>
1996 1995 Increase/(Decrease)
------ ------ ------------------
<S> <C> <C> <C>
Source of Revenue Earned
Commission:
Proprietary Products $ 19,634 $ 43,900 $(24,266)
Transactional 790,290 822,162 (31,872)
Mutual Fund Sales 364,700 198,180 166,520
Insurance/Annuity 103,491 144,510 (41,019)
Sale of non-proprietary
limited partnerships 148,852 90,833 58,019
---------- ---------- --------
Total Commissions 1,426,967 1,299,585 127,382
Other:
Underwriting fees 6,500 12,250 (5,750)
Miscellaneous 31,895 30,347 1,548
---------- ---------- --------
Total $1,465,362 $1,342,182 $123,180
========== ========== ========
</TABLE>
The Company received commissions and underwriting fees of $26,134 and $56,150
from the sale of proprietary products or commissions which were "in house" in
character for the six months ended June 30, 1996 and 1995, respectively. This
decrease of $30,016 relates to the fact that the Company only participated in
one offering other than the private placement of its own shares during the six
months ended June 30, 1996. The Company anticipates a significant increase in
income from proprietary products and underwritings during the remaining of
fiscal 1996.
Transactional revenues, decreased by $31,872 from $822,162 to $790,290 for the
six months ended June 30, 1996, as compared to the same period in 1995. This
decrease is primarily attributable to general market conditions and due to the
Altamonte Springs, Florida branch office dividing into three satellite
branches. While in the short-term, the split of the Altamonte Springs office
may have caused a slight decrease in production, it is management's opinion
that long-term effect on overall production will be positive. All three
offices are actively recruiting brokers and have plans of expansion.
Mutual Fund revenue and limited partnership revenues increased $166,520 and
$58,019 during the six months ended June 30, 1996 compared to the same period
ended 1995, respectively. These increases are due to an increase in production
of the Company's branch and satellite offices.
11
<PAGE> 12
The table set fourth below reflects the expense categories of the Company in
which there were significant increase or decrease for the six months ended June
30, 1996, as compared to the same period in 1995:
<TABLE>
<CAPTION>
Increase/
Expense Category 1996 1995 (decrease)
---------------- ---- --------- ---------
<S> <C> <C> <C>
Commissions $1,123,410 $1,000,065 $123,345
Consulting fees 21,077 200 20,877
Occupancy 46,387 30,470 15,917
Salary and wages 145,829 138,954 6,875
Taxes 18,578 13,890 4,688
Travel and Lodging 25,710 11,528 14,182
</TABLE>
Commission expense increased $123,345 for the six months ended June 30, 1996, as
compared to the six months ended June 30, 1995. This increase is due to the
previously mentioned increase in total revenue.
Consulting fees increased $15,917 for the six months ended June 30, 1996, as
compared to the same period ended 1995. This increase is primarily
attributable to the outsourcing of accounting and compliance functions as of
the last quarter of 1995 to the present.
Occupancy costs increased by $15,917 for the six months ended June 30, 1996 as
compared to the same period in 1995. This increase relates to the fact that
the Company is currently leasing office space in San Diego, CA, which it leased
for the latter part of 1995. This office space is being utilized in the
Company's business development plan for offering exclusive investment product
marketing and financial service agreements with large medical groups, alliances
and state associations, of which two of these organizations are located in
California.
Salaries and wages increased $6,875 for the six month period ended June 30,
1996, as compared to the same period ended in 1995. This increase relates to
the Company hiring a full time in-house general counsel. Such decision was
based primarily due to his background and expertise in insurance marketing as
well as general corporate matters. His expertise will be utilized in the
development and marketing to the medical groups, alliances and state
organizations. However, in addition to his marketing knowledge and experience,
his addition is expected to result in reduced legal fees experienced by the
Company.
Taxes increased $4,688 for the six months ended June 30, 1996, as compared to
the six months ended June 30, 1995. This increase is directly related to the
increase in commissions, for those representatives located in the home office,
and the increase in salaries and wages.
Travel and lodging increased $14,182 for the six months ended June 30, 1996, as
compared to the six months ended June 30, 1995. This increase relates to the
Company's aggressive pursuit of medical groups, alliances and state
associations and the extensive associated travel.
12
<PAGE> 13
Future Operations
As of June 30, 1996, Executive had approximately 70 registered
representatives and is in the process of recruiting several new representatives
to its home office branch. As a result of this anticipated growth, the Company
amended its restrictive agreement with and received approval from the National
Association of Securities Dealers (NASD) to increase the number of registered
representatives from 75 to 100 effective September 5, 1995.
The Company is in the process of negotiating an agreement to purchase
all of the outstanding stock of Donnellan, Haylett & Co., an NASD/SIPC Member
broker/dealer for $25,000. Donnellan, Haylett & Co. would be a wholly owned
subsidiary of the Company. Should this proposed acquisition occur, it is
anticipated that it (Donnellan, Haylett & Co.) would be inactive until such
time that the Company's management deems it appropriate to utilize it in the
expansion of its business. As of June 30, 1996, no agreement has been
consummated with regards to the terms of the proposed acquisition. As
indicated previously, management is in the process of further due diligence and
negotiations.
The Company anticipates the completion of an underwriting of an affiliate
during the fourth quarter 1996. As a result of these investment banking
activities, the Company anticipates significant underwriting fees and enhanced
commissions revenues generated by the brokers.
As of June 30, 1996, the Company is in the process of negotiating
exclusive investment product marketing and financial services agreements with
several large medical groups, alliances and state associations. The Company
has received signed letters of endorsement from one such organization.
Management is in the process of securing letters of intent of which one has
been signed, and is pursuing contracts for services for these exclusive
investment product marketing and financial services agreements. This activity
will not only enhance the operating performance of the Company, but it is
anticipated that it will position the Company for a secondary public offering
of the Company's stock.
In addition, with the increase of the in-house securities/insurance
brokers and outside independent brokers, coupled with the increased investment
banking activities and the sale of insurance-related products and services, it
is management's belief that it has and will have the liquid resources to not
only sustain its operations, but become profitable in fiscal 1996.
Regulatory Net Capital
As a securities broker-dealer, the Company is subject to the net capital rules
of the United States Securities and Exchange Commission and similar rules in
force in the states where the Company is registered as a securities
broker-dealer. The aggregate indebtedness of a securities broker-dealer in
relation to its net capital is also subject to Commission rules. Such rules
are somewhat complex in the manner that regulatory net capital is computed. In
summary, however, the computation of
13
<PAGE> 14
regulatory net capital relates to the stockholder's equity of the Company
taking into account deductions from such stockholder's equity which relate to
non-allowable assets which are a non-liquid type and reductions in the market
value of investment securities owned by the Company in accordance with
rule-prescribed "haircuts". Under the rules, the aggregate indebtedness of the
Company in relation to its net capital may not exceed a ration of 15 to 1.
The table set forth below, with respect to the Company, the amount of
regulatory net capital and the amount of aggregate indebtedness and the ratio
thereof to such regulatory net capital as of June 30, 1996 and 1995:
<TABLE>
<CAPTION>
1996 1995
-------- --------
<S> <C> <C>
Net Capital $29,952 $ 67,865
Aggregate Indebtedness 272,400 272,225
Ratio of aggregate indebtedness
to net capital 9.09 to 1 4.01 to 1
</TABLE>
The National Association of Securities Dealers, Inc. (the "NASD") requires
certain members, such as the Company, to maintain net capital equal to the
greater of 130% of the Commission's net capital requirement or 6 2/3% of
aggregate indebtedness.
14
<PAGE> 15
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Not Applicable
Item 2. Changes in Securities.
Not Applicable
Item 3. Defaults Upon Senior Securities.
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders.
Not Applicable
Item 5. Other Information.
Not Applicable
Item 6. Exhibits and Reports on Form 8-K.
Exhibits
27 Financial Data Schedule (For SEC Use Only)
[THE BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
15
<PAGE> 16
In accordance with the requirements of the Exchange Act, the
registrant causes this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
EXECUTIVE SECURITIES, INC.
AUGUST 8, 1996
- -----------------------
BY Guy S. Della Penna
----------------------------------
Guy S. Della Penna, President and
Chief Executive Officer
AUGUST 8, 1996
- -----------------------
BY J. Scott Fulton
-----------------------------------------
J. Scott Fulton, Executive Vice President
Chief Operating Officer and Treasurer
AUGUST 8, 1996 BY Bonnie S. Gilmore
- ----------------------- -------------------------------------
Bonnie S. Gilmore, Vice President
Chief Financial Officer and Secretary
16
<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> 11,640
<SECURITIES> 44,999
<RECEIVABLES> 250,499
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 262,139
<PP&E> 76,162
<DEPRECIATION> (34,616)
<TOTAL-ASSETS> 348,684
<CURRENT-LIABILITIES> 272,400
<BONDS> 0
0
0
<COMMON> 4,831
<OTHER-SE> 71,453
<TOTAL-LIABILITY-AND-EQUITY> 76,284
<SALES> 0
<TOTAL-REVENUES> 1,465,362
<CGS> 0
<TOTAL-COSTS> 1,587,535
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (122,173)
<INCOME-TAX> 0
<INCOME-CONTINUING> (122,173)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (122,173)
<EPS-PRIMARY> (.253)
<EPS-DILUTED> (.253)
</TABLE>
