U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE QUARTERLY PERIOD ENDED March 31, 1997.
OR
[ ] TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE TRANSITION PERIOD FROM _____________________ TO
_____________________
Commission File No. 0-20630
FULL HOUSE RESORTS, INC.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
DELAWARE 13-3391527
------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Deadwood Gulch Resort
Highway 85 South
P.O. Box 643
DEADWOOD, SOUTH DAKOTA 57732
-------------------------------------- --------------
(Address of principal executive offices) (zip code)
(605) 578-1294
-----------------------------
(Registrant's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
As of April 30, 1997, Registrant had 10,340,380 shares of its $.0001 par value
common stock outstanding.
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FULL HOUSE RESORTS, INC.
TABLE OF CONTENTS
PAGE
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PART I. Financial Information
Item 1. Condensed Financial Statements
Condensed Consolidated Balance Sheets as of
March 31, 1997 and December 31, 1996 3
Condensed Consolidated Statements of Operations for
the three months ended March 31, 1997 and 1996 4
Consolidated Statements of Cash Flows for the three
months ended March 31, 1997 and 1996 5
Notes to Condensed Consolidated Financial Statements 6
Item 6. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
Part II. Other Information 12
Signature Page 12
2
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<TABLE>
<CAPTION>
FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
- ------------------------------------------------------------------------------------------------------------------------
March 31, December 31,
ASSETS 1997 1996
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 876,256 $ 1,049,183
Note receivable - joint venture, current portion 37,050 626,042
Restricted cash 461,293 585,934
Accounts receivable 4,264 20,489
Inventories 84,757 92,578
Prepaid expenses 199,456 317,724
Receivable from joint ventures 607,058 -
-------------- --------------
Total current assets 2,270,134 2,691,950
ASSETS HELD FOR SALE - net 5,565,188 5,574,500
INVESTMENTS IN JOINT VENTURES 5,274,372 5,183,454
GOODWILL - net 2,278,218 2,404,785
NOTE RECEIVABLE - JOINT VENTURE 1,193,898 1,260,456
OTHER ASSETS 32,119 32,384
-------------- --------------
TOTAL $ 16,613,929 $ 17,147,529
============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 672,207 $ 667,258
Accounts payable 70,357 130,030
Accrued expenses 458,686 411,625
Payable to joint ventures - 516,787
-------------- --------------
Total current liabilities 1,201,250 1,725,700
-------------- --------------
LONG-TERM DEBT, net of current portion 6,270,485 6,290,655
-------------- --------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Cumulative, convertible preferred stock, par value $.0001, 5,000,000
shares authorized; 700,000 shares issued and outstanding;
aggregate liquidation preference of $3,097,500 and $3,045,000 70 70
Common stock, par value $.0001, 25,000,000 shares authorized;
10,340,380 and 10,339,549 shares issued and outstanding 1,034 1,034
Additional paid in capital 16,881,779 16,853,042
Accumulated deficit (7,740,689) (7,722,972)
-------------- --------------
Total stockholders' equity 9,142,194 9,131,174
-------------- --------------
TOTAL $ 16,613,929 $ 17,147,529
============== ==============
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See notes to condensed consolidated financial statements.
3
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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
- -------------------------------------------------------------------------------------------------
THREE MONTHS ENDED
MARCH 31,
1997 1996
<S> <C> <C>
OPERATING REVENUES:
Casino $ 273,170 $ 298,894
Hotel/RV park 233,476 206,254
Retail 244,353 227,462
Food and beverage 173,158 178,626
Fun park 747 47,326
Joint ventures 774,456 172,168
------------ ------------
1,699,360 1,130,730
Less: promotional allowances (30,200) (52,137)
------------ ------------
Net operating revenues 1,669,160 1,078,593
------------ ------------
OPERATING COSTS AND EXPENSES:
Casino 274,558 258,959
Hotel/ RV park 116,706 130,538
Retail 225,987 212,933
Food and beverage 134,361 131,800
Fun park 11,389 70,607
Sales and marketing 73,873 53,183
General and administrative 540,625 501,490
Depreciation and amortization 128,312 130,717
Impairment of long-lived assets 3,220 250,000
------------ ------------
Total operating costs and expenses 1,509,031 1,740,227
------------ ------------
INCOME (LOSS) FROM OPERATIONS 160,129 (661,634)
OTHER INCOME (EXPENSE): - -
Interest expense and debt issue costs (176,005) (251,115)
Interest and other income 44,184 27,414
------------ ------------
INCOME (LOSS) BEFORE INCOME TAXES 28,308 (885,335)
Provision for income taxes 46,025 -
------------ ------------
NET LOSS (17,717) (885,335)
Less, undeclared dividends
on cumulative preferred stock 52,500 52,500
------------ ------------
NET LOSS APPLICABLE TO
$ (70,217) $ (937,835)
============ ============
LOSS PER COMMON SHARE $ (0.01) $ (0.09)
============ ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 10,339,992 10,339,549
============ ============
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See notes to condensed consolidated financial statements.
4
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<CAPTION>
FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
- -----------------------------------------------------------------------------------------------
THREE MONTHS ENDED
MARCH 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (17,717) $ (885,335)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization 128,312 130,717
Debt issue costs and imputed interest amortization 64,278 9,312
Amortization of deferred compensation expense 25,237 -
Impairment of long-lived assets 3,220 250,000
Equity in income of joint ventures (774,456) (172,168)
Changes in assets and liabilities:
Decrease in accounts receivable 16,225 7,094
(Increase) decrease in restricted cash 124,641 (58,771)
(Increase) decrease in inventories 7,821 (6,192)
Decrease in prepaid expenses 118,268 130,907
Increase in other assets (1,480) -
Decrease in accounts payable
and accrued expenses (12,612) (242,570)
------------ ------------
Net cash used in operating activities (318,263) (837,006)
------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of assets held for sale (3,220) (10,157)
Investments in joint ventures (88,098) 102,278
Distributions from joint ventures 771,636 -
Decrease in receivables from GTECH and joint ventures (468,295) 11,174,319
------------ ------------
Net cash provided by investing activities 212,023 11,266,440
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of debt - 3,000,000
Proceeds from exercise of warrants 3,500 -
Repayment of debt (70,187) (11,186,662)
------------ ------------
Net cash used in financing activities (66,687) (8,186,662)
------------ ------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (172,927) 2,242,772
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,049,183 356,754
------------ ------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 876,256 $ 2,599,526
============ ============
</TABLE>
See notes to condensed consolidated financial statements.
5
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FULL HOUSE RESORTS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
INTERIM CONDENSED FINANCIAL STATEMENTS - The interim condensed
consolidated financial statements of Full House Resorts, Inc. (the
"Company") included herein reflect all adjustments which are, in the
opinion of management, necessary to present a fair statement of the
results for the interim periods presented. All such adjustments are of a
normal recurring nature. Certain information and note disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been omitted pursuant to the rules and
regulations of the Securities and Exchange Commission.
These condensed consolidated financial statements should be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's Annual Report on Form 10-KSB for the year ended
December 31, 1996.
The results of operations for the period ended March 31, 1997 are not
necessarily indicative of the results to be expected for the year ending
December 31, 1997.
CONSOLIDATION - The condensed consolidated financial statements include
the accounts of the Company and all its majority-owned subsidiaries. All
material intercompany accounts and transactions have been eliminated.
2. RECENTLY ISSUED ACCOUNTING STANDARDS
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings Per
Share." The statement is effective for financial statements issued for
periods after December 15, 1997 with earlier application not permitted.
SFAS No. 128 establishes standards for computing and presenting earnings
per share (EPS) and applies to entities with publicly held common stock.
The Company will adopt the new statement for the year ended December 31,
1997, and does not anticipate earnings per share calculations will be
significantly different from those previously calculated.
3. LETTER OF INTENT
The Company announced on April 18, 1997 that it had signed a definitive
agreement for the purchase of its resort in Deadwood. The purchase is
subject to a finding by the South Dakota Commission on Gaming that the
purchaser is suitable to obtain a gaming license. In addition, the
purchase is contingent on the ability of the purchaser to obtain the
required financing. The proposed purchase consists of two agreements,
including a Gaming Equipment Purchase Agreement, which calls for the
transfer of substantially all gaming related equipment of the resort to
the purchaser. In addition, a Purchase and Sale Agreement would transfer
the remaining property and equipment, including substantially all land,
property, fixtures, improvements, licenses, and contract rights located in
Deadwood. Based on the nature of the above agreements and other
contingencies, an accurate estimate on the ultimate gain or loss on final
disposition is not currently possible.
6
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Because of the Company's intent to dispose of DGR, the Company has
reclassified certain assets of DGR to other assets - assets held for sale.
Further analysis of the estimated realizable value of the assets held for
sale resulted in an additional impairment loss of $3,220 recorded in the
quarter ended March 31, 1997.
******
7
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6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
FIRST QUARTER ENDED MARCH 31, 1997 COMPARED TO FIRST QUARTER ENDED
MARCH 31, 1996
Revenues for the first quarter ended March 31, 1997 increased $590,567
to $1,669,160, as compared with revenues of $1,078,593 for the first quarter
ended March 31, 1996. The increase was due to additional revenues from joint
ventures of $602,288. Earnings before interest, taxes, depreciation and
amortization (EBITDA) improved by $572,578 over 1996 to $291,661 after exclusion
of the impairment of long-lived assets (sale of Deadwood Gulch Resort). This was
primarily due to the increase in joint venture revenues of $602,288.
JOINT VENTURES. During 1995, four limited liability joint venture
companies were formed by Full House and GTECH to pursue gaming opportunities and
to which Full House transferred its present ventures excluding the Deadwood
Gulch Resort. Full House and GTECH each have a 50% interest in each limited
liability company. Full House's share of the income generated by those companies
was $774,456 and $172,168 for the first quarter ended March 31, 1997 and 1996,
respectively. The increase in income in 1997 was due to an increase in the fees
from the Mill Casino and inclusion of the management fees received by the joint
venture company from the Delaware State Fair project which opened in August
1996.
CASINO OPERATIONS. Total Deadwood, South Dakota gaming revenues
increased 0.5% during the first quarter of 1997 as compared to 1996. Revenues
from the Resort casino operations decreased $25,724 or 8.6% for the first
quarter ended March 31, 1997 over the same period in 1996 due to the closure of
the Gulches of Fun Family Center during the winter season of 1997. Departmental
expenses increased $15,599 or 6.0% for the first quarter ended March 31, 1997
from 1996. In the first quarter of 1997, Full House continued to incur expenses
to attract tour bus business of approximately $28,000 offset by a reduction of
expenses of approximately $13,500 due to the closure of the Gulches of Fun
Family Center. As a result of the decrease in revenues and the increase in
expenses, departmental profit decreased by $41,323 as compared to the same
period in 1996.
HOTEL/RV RESORT. Hotel occupancy increased 6.8% for the first quarter
ended March 31, 1997, and the average daily rate increased 6.7%. As a result,
revenues for the first quarter increased $27,222 or 13.2% for the Hotel.
Expenses decreased $13,832 or 10.6% during the three month period ended March
31, 1997 over the previous year. As a result, Hotel/RV Resort departmental
profit increased $41,054 or 54.2%. The Campground was closed for the season
during the first quarter of both 1997 and 1996.
RETAIL. Revenues increased by $16,891 or 7.4% for the first quarter
ended March 31, 1997 from 1996. Expenses in 1997 increased by $13,054 or 6.1% as
compared to 1996. As a result, departmental profit increased by $3,837 or 26.4%.
FOOD AND BEVERAGE. Revenues for the first quarter ended March 31, 1997
were $173,158 (which includes $27,466 of promotional allowances), a decrease of
$5,468 or 3.1% from 1996 (which included $48,808 of promotional allowances). The
departmental profit after subtracting promotional allowances increased $13,313
from a loss in 1996. Management attributes the improvement to a decrease in the
amount of promotional allowances.
GULCHES OF FUN FAMILY CENTER. Although revenues for the first quarter
ended March 31, 1997 decreased $46,579 from 1996, due principally to closure of
the Center during the winter season of 1997, departmental expenses decreased
$59,218 from 1996 and, as a result, departmental loss decreased $12,639.
8
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SALES AND MARKETING EXPENSES. Sales and Marketing expenses increased
$20,690 or 38.9% due to production of marketing and promotional material.
GENERAL AND ADMINISTRATIVE EXPENSES - RESORT. Expenses increased
$10,682 or 7.7% in the first quarter of 1997 as compared to the comparable
period in 1996.
NON-RESORT GENERAL AND ADMINISTRATION EXPENSES. Non-Resort expenses for
the three months ended March 31, 1997 increased $28,453 or 7.9%, as compared to
the comparable period in 1996. This increase is primarily due to the
amortization of the Company's consulting agreement with Lee Iacocca in the
amount of $25,237. On December 20, 1996, Lee Iacocca, who is also a principal
shareholder of the Company, was granted an option to purchase 250,000 common
shares at $3.69 in return for consulting services to be provided over an
approximate three year period. The options vested immediately. The value of
$302,826 for the options was estimated on the date of grant using the
Black-Scholes option-pricing model with the following assumptions: expected
volatility of 80 percent, risk-free interest rate of 6.0 percent, and expected
life of 2.0 years. As the options were granted to a nonemployee in return for
services, consulting expense will be recognized ratably over the three year
service period commencing in 1997. In 1997, the Company continued to incur costs
related to the investigation, due diligence and pre-development of various
ongoing opportunities for expansion of its business and the increase in the
Company's corporate structure necessary to administer the Company's expansion.
DEPRECIATION. Depreciation and amortization decreased $2,405 for the
three months ended March 31, 1997 over 1996.
IMPAIRMENT OF LONG LIVED ASSETS. In January 1996, the Company announced
its intent to dispose of the Deadwood Gulch Resort. The Company adopted the
provisions of SFAS No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS
TO BE DISPOSED OF, during the fourth quarter of the year ended December 31,
1995. Under SFAS No. 121, the Company reviews the carrying values of its
long-lived and identifiable intangible assets for possible impairment whenever
events or changes in circumstances indicate that the carrying amount of assets
may not be recoverable.
INTEREST EXPENSE AND DEBT ISSUE COSTS. Interest expense and debt issue
costs decreased by $75,110 primarily due to reduced borrowings.
INTEREST AND OTHER INCOME. Interest and other income increased by
$16,770 or 61.2% in 1997 as compared to 1996.
INCOME TAX EXPENSE. Income tax expense was $46,025 for the first
quarter ended March 31, 1997 and -0- for the same period in 1996. At March 31,
1997, the Company had net operating loss carryforwards for income tax purposes
of approximately $3,166,000, which may be carried forward to offset future
taxable income. The loss carryforwards expire in 2007 through 2010. The
availability of the loss carryforwards may be limited in the event of a
significant change in ownership of the Company or its subsidiaries.
LIQUIDITY AND CAPITAL RESOURCES
For the three-month period ended March 31, 1997, cash of $318,263 was
used in operating activities. Included was the net loss of $17,717, more fully
explained above, reduced by depreciation and amortization of $217,827, a
decrease in restricted cash and prepaid expenses of $124,641 and $118,268,
respectively, and other net changes of $13,174, but increased by the equity
earnings of joint ventures of $774,456. Cash flow from investing activities was
provided in the amount of $212,023 as a result of payments from the joint
venture companies. Cash flows used by financing activities were the result of
proceeds from the exercise of warrants of $3,500, reduced by repayment of debt
totaling $70,187. As a result of the above factors, there was a net decrease in
cash and cash equivalents of $172,927. However, during the first quarter of 1997
the Company working capital surplus improved by $102,634 or 10.6%.
9
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On November 20, 1995, Full House merged a wholly-owned subsidiary into
Omega Properties Inc. (30% owned by William P. McComas, a director/stockholder
of the Company). In exchange, the shareholders of Omega received an aggregate of
500,000 shares of Full House Common Stock and a promissory note of Full House in
the principal amount of $375,000. The principal amount of this promissory note
accrues interest, payable quarterly, at a rate equal to the "prime" rate and
such principal amount, together with all accrued interest, is due and payable in
full upon demand by the holder(s) of this note. William P. McComas received the
note and Mr. Fugazy, the other stockholder of Omega, received the shares in
exchange for their interests as shareholders of Omega.
Full House entered into a series of agreements with GTECH Corporation,
a leading supplier of computerized systems and services for
government-authorized lotteries, effective as of December 29, 1995 to jointly
pursue certain gaming opportunities. Pursuant to the agreements, joint venture
companies equally owned by GTECH and Full House have been formed. Full House has
contributed its rights to the North Bend, Oregon facility and the rights to
develop the Torres Martinez, Nottawaseppi Huron Band of Potawatomi and Delaware
State Fair projects to the joint venture companies. GTECH has contributed cash
and other intangible assets and has agreed to loan the joint venture entities up
to $16.4 million to complete the North Bend, Oregon and Delaware facilities.
Full House has agreed to guarantee one-half of the obligations of the joint
venture companies to GTECH under these loans and at March 31, 1997 had
guaranteed to GTECH one-half of a $2.0 million loan to the North Bend, Oregon
Indian Tribe. GTECH will also provide project management, technology and other
expertise to analyze and develop/manage the implementation of opportunities
developed by the joint venture entities. GTECH has also loaned Full House $3
million, which loan is convertible, subject to regulatory approval into 600,000
shares of Full House's Common Stock. In addition, Full House has been reimbursed
by one of the joint venture companies for certain advances and expenditures made
by Full House relating to the gaming development agreements. As part of this
transaction, Allen E. Paulson, William P. McComas and Lee Iacocca have granted
to GTECH an option to purchase their shares should they propose to transfer the
same. A provision in the GTECH/FHRI Agreement was exercised in February 1997 so
that the parties would no longer be required to present gaming opportunities to
the other for joint development after March 1997.
The Company advanced funds to the Delaware joint venture company during
1996 and 1995 totaling $1,886,498, of which $1,230,948 was outstanding as of
March 31, 1997. Such amount bears interest at prime plus 1% (9.5% at March 31,
1997) and is payable from available operating cash flow of the joint venture
company. The note is secured by a similar receivable from Midway Slots and
Simulcast, a division of Harrington Raceway, Inc. to the Delaware joint venture
company with the same terms and interest rate. As the note is payable to FHRI
based upon available cash flows, the current portion as of March 31, 1997
reflects payments made through April 1997.
As a result of its agreements with GTECH, receipt by Full House of
revenues from the operations of projects (other than the Deadwood Gulch Resort)
is governed by the terms of the joint venture agreements applicable to such
projects. These contracts provide that net cash flow (after certain deductions)
is to be distributed monthly to Full House and GTECH. While Full House does not
believe that this arrangement will adversely impact its liquidity, no assurances
of the same can be given based upon the lack of operating experience with this
structure.
Full House has determined that continued ownership of the Deadwood
Gulch Resort is not consistent with its future growth plans. The Company
announced on April 18, 1997 that it had signed a definitive agreement for the
purchase of the Resort. The purchase is subject to financing and a finding by
the South Dakota Commission on Gaming that the purchaser is suitable to obtain a
gaming license. No assurance can be given that a sale will ultimately be
consummated.
On May 31, 1995, DGR borrowed $5 million, secured by its real property.
The proceeds from the loan were used to repay its obligation to H. Joe Frazier,
a stockholder and a then director of the Company, and to repay a portion of the
revolving note payable to Bank of America. The note bears interest at 10.25%
through May, 1996, and at prime plus 2-1/4% for the period June 1, 1996 through
May 1, 2002. Payments
10
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are due in monthly installments of principal and interest based on a ten-year
amortization with the remaining balance due on May 31, 2002. A portion of the
loan has been guaranteed by Messrs. Frazier, McComas and Paulson. The
agreements executed by DGR in connection with the note limit payments by DGR
to Full House. The agreements included financial covenants which require
maintenance of minimum tangible net worth and debt service coverage ratios.
As of March 31, 1997, Full House had cumulative undeclared and unpaid
dividends in the amount of $997,500 on the 700,000 outstanding shares of its
1992-1 Preferred Stock. Such dividends are cumulative whether or not declared,
and are currently in arrears.
Full House had a working capital surplus of $1,068,884 as of March 31,
1997.
Additional financing will be required for the Company to effect its
business strategy and no assurance can be given that such financing will be
available upon commercially reasonable terms.
11
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PART II - OTHER INFORMATION
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
As of March 31, 1997, cumulative dividends were $997,500, which were
undeclared, unpaid and were in arrears, with respect to the Company's
Series 1992-1 Preferred Stock, which class ranks prior to the Company's
Common Stock with regard to dividend and liquidation rights.
ITEMS 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
None.
(b) Reports on Form 8-K;
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Company has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
FULL HOUSE RESORTS, INC.
Date: May 14, 1997
By /S/ WILLIAM R. JACKSON
---------------------------------------------
William R. Jackson, Executive Vice President-
Corporate Finance and Principal Financial
Officer
12
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INDEX TO EXHIBIT
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<S> <C>
<ARTICLE> 5
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,337,549
<SECURITIES> 0
<RECEIVABLES> 1,857,270
<ALLOWANCES> 15,000
<INVENTORY> 84,757
<CURRENT-ASSETS> 2,270,134
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 16,613,929
<CURRENT-LIABILITIES> 1,201,250
<BONDS> 0
0
70
<COMMON> 1,034
<OTHER-SE> 9,141,090
<TOTAL-LIABILITY-AND-EQUITY> 16,613,929
<SALES> 1,669,160
<TOTAL-REVENUES> 1,669,160
<CGS> 0
<TOTAL-COSTS> 1,509,031
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 176,005
<INCOME-PRETAX> 28,308
<INCOME-TAX> 46,025
<INCOME-CONTINUING> (17,717)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (17,717)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> 0
</TABLE>
