FAS WEALTH MANAGEMENT SERVICES INC
10QSB, 1999-05-14
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                    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  three  months  ended          Commission  File  Number
               March  31,  1999                            33-48017-A

                     FAS WEALTH MANAGEMENT SERVICES, INC.
                           (a Delaware corporation)
             (Formerly Executive Wealth Management Services, Inc.)
                       ( formerly a Florida corporation)
            (Exact name of Registrant as specified in its Charter)
        
          Delaware  (formerly  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  three  months  ended  March 31, 1999, the Registrant had revenues of
$3,451,395.

As  of  March  31,  1999,  the  Registrant had 5,000,000 Shares authorized and
2,664,560  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  $1,752,492.

     PART  I  -  FINANCIAL  INFORMATION

Item  1.      Financial  Statements

     Set  forth  below  are  the unaudited financial statements reflecting the
Company's financial condition as of March 31, 1999, and the related statements
of  operations  and shareholders' equity for the three  months ended March 31,
1999  and  1998.







     [THE  BALANCE  OF  THIS  PAGE  INTENTIONALLY  LEFT  BLANK]









<TABLE>
<CAPTION>

                  FAS  WEALTH  MANAGEMENT  SERVICES,    INC.
             (FORMERLY EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.)

                              BALANCE  SHEET

                      March  31,  1999  (Unaudited)


                                              ASSETS
                                           ------------
CURRENT ASSETS
<S>                                        <C>
  Cash. . . . . . . . . . . . . . . . . .  $    68,903 
  Accounts receivable from
    correspondent brokers . . . . . . . .      182,757 
  Accounts receivable from affiliates . .      180,251 
                                           ------------

        TOTAL CURRENT ASSETS. . . . . . .      431,911 

INVESTMENTS

Furniture, Fixtures and Equipment -
  at cost net of accumulated depreciation       62,022 

OTHER ASSETS
  Deposits with clearing organizations. .      140,000 
  Other deposits. . . . . . . . . . . . .        1,934 
  Investment Account - Trading Account. .    1,458,816 
                                           ------------
TOTAL OTHER ASSETS. . . . . . . . . . . .    1,600,750 

TOTAL ASSETS. . . . . . . . . . . . . . .  $ 2,094,683 
                                           ============

LIABILITIES AND STOCKHOLDERS' EQUITY
- -----------------------------------------              
CURRENT LIABILITIES
  Accounts payable. . . . . . . . . . . .  $   659,384 
  Commissions payable . . . . . . . . . .      158,035 
                                           ------------

TOTAL CURRENT LIABILITIES . . . . . . . .      817,419 

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 $.002 par value; issued and
     outstanding 2,615,485 shares . . . .        5,329 
  Additional paid-in capital. . . . . . .    2,740,231 
  Additional paid-in capital, warrants. .        4,410 
  Retained earnings . . . . . . . . . . .   (1,472,706)
                                           ------------
TOTAL STOCKHOLDERS' EQUITY. . . . . . . .    1,277,264 
                                           ------------

TOTAL LIABILITIES & STOCKHOLDERS EQUITY .  $ 2,094,683 
                                           ============
</TABLE>




<PAGE>
<TABLE>
<CAPTION>

                  FAS  WEALTH  MANAGEMENT  SERVICES,  INC.
        (FORMERLY  EXECUTIVE  WEALTH  MANAGEMENT  SERVICES,  INC.)

                            STATEMENTS OF OPERATION
                For The Three Months Ended March 31 (Unaudited)


                                            1999        1998
                                         -----------  ---------
REVENUE
<S>                                      <C>          <C>
  Commissions . . . . . . . . . . . . .  $2,891,191   $566,751 
  Investment banking fees . . . . . . .     463,577     74,810 
  Other income. . . . . . . . . . . . .      96,627     30,919 
                                         -----------  ---------
TOTAL REVENUE . . . . . . . . . . . . .   3,451,395    672,480 
                                         -----------  ---------

EXPENSES
  Advertising . . . . . . . . . . . . .       2,665        156 
  Board of Directors fees . . . . . . .       8,000      6,000 
  Branch development                          5,000        --- 
  Clearing charges. . . . . . . . . . .      46,096     44,695 
  Commissions . . . . . . . . . . . . .   2,657,327    500,418 
  Consulting fees . . . . . . . . . . .      37,542     15,171 
  Dues and subscriptions. . . . . . . .      37,460        823 
  Depreciation. . . . . . . . . . . . .       4,200      2,584 
  Employee benefits                           8,305        --- 
  Insurance . . . . . . . . . . . . . .       4,510      2,036 
  Meetings and seminars                       1,044        --- 
  Miscellaneous . . . . . . . . . . . .       2,359      1,926 
  Office expenses . . . . . . . . . . .      14,200      6,774 
  Regulatory. . . . . . . . . . . . . .      10,709      9,487 
  Rent costs. . . . . . . . . . . . . .      26,241     24,816 
  Rental Equipment. . . . . . . . . . .       2,739      2,348 
  Salaries and Wages. . . . . . . . . .     290,631     84,443 
  Taxes . . . . . . . . . . . . . . . .      25,456     10,145 
  Travel and lodging. . . . . . . . . .      23,443      6,462 
  Utilities . . . . . . . . . . . . . .      14,096      7,589 
                                         -----------  ---------

TOTAL OPERATING EXPENSES. . . . . . . .   3,222,023    725,873 
                                         -----------  ---------

OPERATING INCOME/(LOSS) . . . . . . . .     229,372    (53,393)
                                         -----------  ---------

Unrealized trading and investment loss     (519,164)       --- 

NET INCOME/(LOSS) . . . . . . . . . . .  $ (289,792)  $(53,393)
                                         ===========  =========

NET INCOME/(LOSS) PER SHARE . . . . . .  $    (.109)  $  (.020)
                                         ===========  =========

</TABLE>


                     FAS WEALTH MANAGEMENT SERVICES, INC.
             (FORMERLY EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.)

                 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                For The Three Months Ended March 31 (Unaudited)

<TABLE>
<CAPTION>


                                ADDITIONAL PAID-IN CAPITAL WARRANTS
                                -----------------------------------
                                           RETAINED EARNINGS
                                           -----------------
      PREFERRED STOCK     COMMON STOCK     PAID-IN CAPITAL          (DEFICIT)
      ---------------     ------------     ---------------          ---------
                                                    TOTAL
                                                    -----



Balance at January 1, 1999  $- $5,329 $2,783,230 $4,410 $(1,182,913) $1,610,056
Payment to Parent Co.                    (43,000)                      (43,000)

Net  Loss  for  
 the Three Months  ended 
       March  31,  1999                                    (289,792)  (289,792)
                                                           ---------  ---------

Balance at March 31, 1999   $- $5,329 $2,740,230  $4,410 $(1,472,705) $1,277,264
                            == ====== ========== ======= ============ =========



                          FAS WEALTH MANAGEMENT SERVICES, INC.
                 (FORMERLY EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.)

                                STATEMENT OF CASH FLOWS
                For  The  Three  Months  Ended  March  31  (Unaudited)




CASH FLOWS FROM OPERATING ACTIVITIES:                      1999        1998
                                                        ----------  ----------
  Net Income (Loss) . . . . . . . . . . . . .  . . . .  $(289,792)  $ (53,393)
  Adjustments to reconcile net income
     to net cash used in operating activities:
     Depreciation . . . . . . . . . .. . . . . . . . .      4,200       2,584 

     (Increase) decrease in operating assets:
       Receivable from correspondent brokers . . . . .     87,981     (43,144)
       Receivable - other . . . . . . . . .  . . . . .    (81,023)     40,237 
       Deposits . . . . . . . . . . . . . .  . . . . .        103       5,064 
       Investment and trading accounts                    236,238         --- 
       Prepaid expense. . . . . . . . . . .  . . . . .      6,000      (2,500)
     Increase (decrease) in operating liabilities:
      Accounts payable. . . . . . . . . . .  . . . . .   (159,468)     50,092 
      Commissions payable . . . . . . . . .  . . . . .   (104,474)   (114,197)
                                                        ----------  ----------
           Net cash provided by (used in) 
              operating activities.                      (300,235)   (115,257)
                                                        ----------  ----------


CASH FLOWS FROM FINANCING ACTIVITIES:
  Purchase of assets                                       (6,756)        --- 
  Payments to parent company                              (43,000)        --- 
                                                        ----------  ----------
           Net cash provided by (used in)
               financing activities                       (49,756)        --- 
                                                        ----------  ----------

NET INCREASE (DECREASE) IN CASH . .  . . . . . . . . .   (349,991)   (115,257)

CASH AT BEGINNING OF PERIOD .. . . . . . . . . . . . .    418,894     127,179 
                                                        ----------  ----------

CASH AT END OF PERIOD .  . . . . . . . . . . . . . . .  $  68,903   $  11,922 
                                                        ==========  ==========



                     FAS WEALTH MANAGEMENT SERVICES, INC.
             (FORMERLY EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.)

                         NOTES TO FINANCIAL STATEMENTS

              For The Three Months Ended March 31, 1999 and 1998


Note  1  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
- -------     ----------------------------------------------

Organization
- ------------
FAS  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,  investment  banking  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 March 31, 1999.  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 represented 5% of Flight
Sciences,  Inc.'s  outstanding  common  stock  at  the  time.  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.

The  Company  was  issued 750,000 shares of the common stock of Global Digital
Information,  Inc.    The  stock  was  issued  to  the  Company in relation to
consulting  fees  earned  by the Company.  At March 31, 1999, the value of the
shares  was  $52,500.

The Company was issued 200,000 shares of the common stock of E Data Corp.  The
stock  was  issued to the Company in relation to consulting fees earned by the
Company.    The  market  value  on  March  31,  1999  was  $40,000.

The  Company  was issued 100,00 shares of the common stock of Tollycraft Yacht
Corporation.    This  stock was issued to the Company from the parent company,
FAS  Group,  which  had received shares representing consulting fees earned by
the  parent  company.  At March 31, 1999, 75,000 of the 100,000 shares were in
    the Company's investment account and had a market value of $140,625.  


                     FAS WEALTH MANAGEMENT SERVICES, INC.
             (FORMERLY EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.)

                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                 For The Three Months March 31, 1999 and 1998


Investments  (continued)
- ------------------------
The  remaining  25,000  shares  at  March  31,  1999 was in the firm's trading
account.

Loss  Per  Share
- ----------------
Loss  per  share  is  computed  based  upon  2,664,560  and  2,615,485  shares
outstanding  during  the  periods ended March 31, 1999 and 1998, respectively.

Other
- -----
As of  May 10, 1999, the change of control and succession date as that term is
generally  defined has occurred and the shareholders of EWMS may submit their 
certificates  to the transfer  agent pursuant to the instructions contained in
the Information Statement and related transmittal letter.

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.

Note  3  -  FURNITURE,  FIXTURES  AND  EQUIPMENT
- -------     ------------------------------------

A  summary  of  furniture,  fixtures  and  equipment  follows:

     March  31,  1999
     ----------------

     Furniture  and  fixtures          $          46,561
     Equipment                                    74,816
     Leasehold  improvements                       8,101
                                                   -----
                                                 129,478
     Less:    Accumulated  Depreciation          (67,456)
                                                 --------
                                       $          62,022
                                         =================


Note  4  -  Operating  Leases
- -------     -----------------

Rent  expense  for  the three months ended March 31, 1999 and 1998 was $24,816
and  $24,816,  respectively.


                     FAS WEALTH MANAGEMENT SERVICES, INC.
             (FORMERLY EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.)

                 NOTES  TO  FINANCIAL  STATEMENTS  (CONTINUED)

                 For The Three Months March 31, 1999 and 1998



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  $100,000.

The  Company  had  net  capital of $914,612 or 915% and $66,784 or 695% of the
minimum requirement at March 31, 1999 and 1998, 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.

NOTE  6  -  INCOME  TAXES
- -------     -------------

At  December  31,  1998, the Company had a net operating loss carry forward of
approximately $989,000 that will begin to expire in the year 2012.  Due to the
lack  of  historical  operations, management has elected to record a valuation
allowance  equal  to  the  deferred tax asset of $366,000, calculated using an
effective  income  tax  rate  of  37%  for  the  Company.

NOTE  7  -  RELATED  PARTY  TRANSACTIONS
- -------     ----------------------------

During  the  three months ended March  31, 1999 and 1998, companies affiliated
with  the  Company's majority stockholder shared office space with the Company
and  paid  rent  of $2,160 and $2,865, respectively, for the use of the space.

During  the  three months ended March 31, 1999 and 1998, the Company paid rent
of  approximately  $9,000  to  the  Company's  majority stockholder for leased
space.

The Company has been involved in marketing services and products to members of
large  medical  affinity  groups  and  associations through endorsement to the
members of the products and services by the management of the associations and
affinity  groups.   FASW's parent company, FAS Group, Inc. ("FASG") determined
that  the  affinity  marketing  business conducted by FASW should be separated
from  the  broker/dealer  side of FASG and, on November 6, 1998, FASG caused a
new  subsidiary  corporation  to  be  formed, FAS Affinity Marketing Services,
Inc.,  ("FASA").

The  decision  to  form  a  new  subsidiary corporation was based, in part, to
separate  the  potential  liability of the broker/dealer and affinity sides of
FASG's business as well as to create a distinct corporate persona for affinity
marketing.

FASA  was  assigned  the  Tax  Resources,  Inc./American  Medical  Association
marketing  contract.   This contract entitles FASA to commissions for sales of
Tax Resources, Inc.'s services to members of the American Medical Association.

In  addition,  FASA  has commenced the development of an E-Commerce website to
market  goods  and  services  to  members  of  affinity  groups.

Our  Company has, to date, advanced $15,300 to FASA for developmental costs of
the  website,  personnel  costs,  travel  costs  and  equipment  costs.

NOTE  8  -  COMMON  STOCK  TRANSACTIONS
- -------     ---------------------------

In  March  1998,  the Company and the majority stockholder initiated a private
placement  of 150,000 shares of the Company's common stock at a price of $2.00
per  share. The shares contained in the offering were drawn one share from the
authorized but unissued shares of the Company for every two shares sold by the
stockholder.    Accordingly,  gross  proceeds  from the sale of the stock were
shared  one-third  by  the Company and two-thirds by the majority shareholder.
The  proceeds  from  this  private  placement  were  utilized  for  additional
expansion  and working capital by the Company.  In the offering, 49,075 shares
were  sold  by  the  Company  at  a  price  of  $2.00  per  share.





                 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]


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  three  months  ended  March  31,  1999  and  1998.
                                1999          1998        Increase/(Decrease)
                                ----          ----        -------------------
Source  of  Revenue  Earned
- ---------------------------
Commission:

  Investment banking revenues  $463,577      $74,810            $388,767
  Transactional               1,415,972      298,918           1,117,054
  Mutual  fund  revenues        103,217      154,870             (51,653)
  Insurance/Annuity             143,343      110,743              32,600
  Limited partnership income    240,595        2,219             238,376
  Trading  revenue              841,290          ---             841,290
                                -------          ---             -------

     Total  Commissions       3,207,994      641,560            2,566,434

Other:
  RIA                           179,981       18,882               161,099
  Miscellaneous                  63,420       12,038                51,382
                                 ------       ------                ------
     Total                   $3,451,395     $672,480            $2,778,915
                             ==========     ========            ==========

Overall  total  revenue increased 2,778,915 or 413% for the period ended March
31,  1999  as  compared  to  the  same  period  ended  1998.

The  Company  has a diverse base of Registered Representatives as of March 31,
1999  ranging  from transactional oriented producers to insurance, mutual fund
producers  and  financial  planners.  During September 1998, the Company began
operating  as a market maker.  The increase of revenue due to this area was up
$841,290  along with the transactional revenue increase of $1,117,054 from the
asset  purchase  of  the  Ft.  Lauderdale  and  New  York  offices,  represent
approximately  57%  of  total  revenue  for  the  period ended March 31, 1999.

Investment  banking  revenue increased $388,767 for the period ended March 31,
1999  as  compared  to  the  same period ended 1998.  This increase relates to
management's  ability  to  attract  prospective  underwriting  deals  in which
companies  compensate  the  Company  with  initial  fees of either cash and/or
securities.    The  Company  also  participated  in  a  private  placement for
HomeVestors  of  America  of    750,000  units consisting of 750,000 shares of
common stock and 750,000 common stock purchase warrants.  The Company acted on
a  best  efforts  basis.   During the period ended March 31, 1999, the Company
successfully  placed  275,000 units and earned underwriting and commissions of
$71,500.    The  Company  also participated in a selling group for the initial
public  offering  of  a  firm  of  U.S.  Labs.

Transactional revenue increased $1,117,054 for the period ended March 31, 1999
as compared to the same period ended 1998.  This increase of 373.7% relates to
the  above  mentioned  Ft.  Lauderdale  and  New  York offices.  Management is
currently  engaged  in  negotiations with two other branch offices and expects
the  growth  to continue throughout the remainder of 1999. Mutual fund revenue
and insurance annuity revenue decreased $84,253 for the period ended March 31,
1999  as  compared  to the same period ended 1998.  This decrease is offset to
the  increase  in  limited  partnership  income  of  $238,376.

Trading  revenue  increased  $841,290  for  the period ended March 31, 1999 as
compared  to  the  same  period ended 1998.  This increase relates to the fact
that  during  the  same period ended 1998, the firm was not involved in market
making  or  proprietary  trading.

RIA  income  increased  $161,099  for the three months ended March 31, 1999 as
compared to the same period ended 1998.  This increase relates directly to the
increase in assets under management. At March 31, 1999 assets under management
exceeded  $59,000,000.

Miscellaneous  income increased $51,382 for the three month period ended March
31,  1999 as compared to the same period ended 1998.  This increase relates to
increased  transactional  revenue  mentioned  above.

As  a  result  of  an increase in overall revenue, expenses increased as well.
The  table  set fourth below reflects the expense categories of the Company in
which  there was a significant increase or decrease for the three months ended
March  31,  1999,  as  compared  to  the  same  period  in  1998:


                                              Increase/
Expense Category           1999      1998    (decrease)
                        ----------  -------  -----------
<S>                     <C>         <C>      <C>
Advertising expense. .  $    2,665  $   156  $     2,509
Board of directors fee       8,000    6,000        2,000
Branch office support        5,000      ---        5,000
  Consulting . . . . .      37,542   15,171       22,371
Dues and subscriptions      37,460    2,348       35,112
Employee Benefits            8,305      ---        8,305
Insurance. . . . . . .       4,510    2,036        2,474
Meetings and seminars        1,044      ---        1,044
Office expenses. . . .      14,200    6,774        7,426
Salaries & Wages . . .     290,631   84,443      206,188
Taxes. . . . . . . . .      25,456   10,145       15,311
Travel & lodging . . .      23,443    6,462       16,981
Unrealized trading/
   investment loss         519,164      ---      519,164
Utilities. . . . . . .      14,096    7,589        6,507
</TABLE>




As  noted  above, most expense items increased substantially during the period
ended  March  31,  1999  as compared to 1998.  These increases relate to three
major  areas:

     Merger  of  Executive  Wealth  Management  Services,  Inc. and FAS Wealth
Management  Services,  Inc.  The expense items affected were Board of Director
fees,  consulting,  employee  benefits, insurance, occupancy, office supplies,
salaries  and  wages,  taxes,  telephone,  travel  and  entertainment.
     Asset acquisition of Biltmore Securities, Inc. attributed directly to the
increases  in  commissions,  office  expense,  telephone,  regulatory  and  a
significant  portion  of  the  increase  in  travel  and  entertainment.
     Start-up  of  the  firm's  trading  area  attributed  to the increases in
advertising,  insurance,  occupancy,  office expense, a significant portion of
the increase is salaries and wages and the corresponding increases in payroll,
taxes,  telephone,  regulatory,  the  majority  of  the  increase  in dues and
subscriptions  and  repairs  and  maintenance.


Future  Operations
- ------------------

As  of  March  31,  1999,  the  Company  has  approximately  116  registered
representatives.

Effective  August  17,  1998,  the  SEC  approved  the Taping Rule.  This rule
amended the NASD Rule 3010 to require members to establish special supervisory
procedures,  including  the  tape  recording  of conversations, when they have
hired  more  than  a  specified  percentage of registered persons from certain
firms  that  have  been  expelled  or  that  have  had  their  broker-dealer
registrations  revoked  for  violation  of  sales  practice  rules.

Biltmore  Securities,  Inc.  was expelled from membership with the NASD during
February  1999.    Hence,  the  firm  is required to have less than 20% of its
registered sales force previously registered with Biltmore Securities, Inc. in
order to avoid the taping requirement.  Management has taken strides to ensure
that  the  firm  is  under  the  20%  bench  mark.


Should the firm exceed the 20% bench mark, the requirements of this rule could
have a significant financial impact on the firm.  Management is watching these
members  on  a  daily  basis  to ensure it does not exceed the 20% bench mark.

During  fiscal  1999,  management  plans to increase revenues and decrease the
sharp  rise  in  expenses.  The  plan  includes,  but  is  not  limited to the
following:

     Evaluate  more  cost  effective  clearing  services;
     Continue  to  work with branch offices to promote recruitment of seasoned
professionals;
     Expand  service  and  marketing  to  "affinity  groups;"
     Possible  secondary  public  offering  and  capitalization;


The  Company and its management continue to pursue the addition of new offices
and  new  registered  representatives  to  existing  offices.    Management is
currently in negotiations with prospective offices in Florida and New York, as
well  as  several  representatives  for  its  home  office  location.


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 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.
<TABLE>
<CAPTION>


     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  March  31, 1999 and 1998:



                                   1999        1998
                                 ---------  ----------
<S>                              <C>        <C>
Net Capital . . . . . . . . . .  $ 914,612  $   66,784
Aggregate Indebtedness. . . . .    131,243     144,061
Ratio of aggregate indebtedness
    to net capital. . . . . . .   .14 to 1   2.16 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.

YEAR  2000
- ----------

The  challenge  of  the  year 2000, is fast approaching for every organization
world  wide.    The  regulatory  bodies of the securities industry began their
response  by mandating that all member firms assess its information technology
environments and make the necessary changes to insure that automated processes
with  date-sensitive components will correctly identify "00" as the year 2000,
when  processing  dates  on  and  after  January  1,  2000.

The  firm has adopted a plan of action which will ensure that not only are the
firm's  automated  systems  year  2000 compliance ready, but also those of the
third  party  vendors upon whom the firm relies.  The capital costs associated
with  the  assessment and implementation of the firm's plan has been estimated
at  approximately  $7,500  for  1998,  $75,000 for 1999, and $50,000 for 2000.






<PAGE>



                          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.
           Not  Applicable



              [THE BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
     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  WEALTH  MANAGEMENT
              SERVICES,  INC.

 MAY  13,  1999                     BY:  /s/ Guy  S.  Della  Penna
- ----------------                         -------------------------
                                         Guy  S.  Della  Penna,  President
                                             and Chief  Executive  Officer


 MAY  13,  1999                      BY: /s/ Bonnie S. Gilmore
- -----------------                        ---------------------
                                         Bonnie  S.  Gilmore,  Senior 
                                            Vice  President, Chief Financial
                                               Officer  and  Secretary





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