U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
[x] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the quarterly period ended October 31, 1997.
[ ] 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: 0-28666
AMERICAN BIO MEDICA CORPORATION
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
New York 22-3378935
-------------------------------------------------------------------
(State or other jurisdiction (I.R.S. Employer
incorporation or organization Identification No.)
102 Simons Road Ancramdale, New York 12503
-------------------------------------------
(Address of principal executive offices)
800-227-1243
---------------------------
(Issuer's telephone number)
(Not Applicable)
----------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer
(1) filed all reports required to be filed by Section 13 or 15(d) of the
Exchange Act during the past 12 months (or for such shorter period that the
registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date:
13,793,541 Common Shares as of October 31, 1997
60 Convertible "B" Preferred Shares as of October 31, 1997
45.4 Convertible "C" Preferred Shares as of October 31, 1997
Transitional Small Business Disclosure Format Yes [ ] No [X]
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
The condensed financial statements for the period ended October 31, 1997
included herein have been prepared by American Bio Medica Corporation, (the
"Company") without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission (the "Commission"). In the opinion of
management, the statements include all adjustments necessary to present fairly
the financial position of the Company as of October 31, 1997, and the results of
operations and cash flows for the six month periods ended October 31, 1996 and
1997.
2
<PAGE>
AMERICAN BIO MEDICA CORPORATION
BALANCE SHEET
April 30, October 31,
1997 1997
(Unaudited)
------------- -------------
Assets
Current assets
Cash and cash equivalents $ 1,762,506 $ 1,362,238
Marketable securities,
available for sale 1,053,000 1,076,860
Accounts receivable 337,759 1,186,948
Loan receivable 102,250 104,500
Inventory 668,723 981,311
Prepaid expenses 4,425 28,424
------------- -------------
Current assets 3,928,663 4,740,281
Fixed assets-net 110,834 135,205
Other assets
License rights 38,470 4,792
Patent costs 28,783 31,593
------------- -------------
Total other asset 67,253 36,385
------------- -------------
Total assets $ 4,106,750 $ 4,911,871
============= =============
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and
accrued expenses $ 380,155 $ 168,691
------------- -------------
Total current liabilities 380,155 168,691
Capital stock
Common stock
-authorized 30,000,000
common shares, par value $.01
per share, at April 30, 1997
and October 31, 1997,
the common shares outstanding
were 13,379,507 and 13,793,541
respectively. 133,795 137,935
Preferred stock
-authorized 5,000,000
preferred shares, par value $.01
per share , at April 30, 1997
and October 31, 1997, the number
of preferred shares outstanding
was 90 and 105.5 respectively
1 2
Additional paid in capital 6,499,791 7,475,250
Retained earnings (2,906,992) (2,870,007)
------------ -------------
Total stockholders' equity 3,726,595 4,743,180
------------ -------------
Total liabilities
and stockholders' equity $ 4,106,750 $ 4,911,871
============ =============
See accompanying notes to financial statements.
3
<PAGE>
AMERICAN BIO MEDICA CORPORATION
STATEMENT OF OPERATIONS
For the six For the six
months ended months ended
October 31, October 31,
1996 1997
(Unaudited) (Unaudited)
------------ ------------
Revenue $ 48,587 $ 1,273,724
Less cost of
goods sold 25,778 501,338
------------ ------------
Gross profit 22,809 772,386
Operations:
General and
administrative 336,113 790,628
Depreciation and
amortization 23,000 48,673
Research and
development 66,750
------------ ------------
Total expenses 425,863 839,301
Income (loss) from
operations (403,054) (66,915)
Other income and
expenses
Retirement of
debt 126,500
Interest income 1,336 103,900
------------ ------------
Total other income
and expenses 127,836 103,900
------------ ------------
Net Profit (Loss)
from operations $ (275,218) $ 36,985
============ ============
Net income (loss)
per share $(.02) $.00
============ ============
Weighted number of
shares outstanding 12,450,860 13,718,265
============ ============
See accompanying notes to financial statements.
4
<PAGE>
AMERICAN BIO MEDICA CORPORATION
STATEMENT OF OPERATIONS
For the three For the three
months ended months ended
October 31, October 31,
1996 1997
(Unaudited) (Unaudited)
------------ ------------
Revenue $ 21,143 $ 456,807
Less cost of
goods sold 19,552 144,556
------------ ------------
Gross profit 1,591 312,251
Operations:
General and
administrative 161,166 401,073
Depreciation and
amortization 3,600 24,474
Research and
development 9,492
------------ ------------
Total expenses 174,258 425,547
Income (loss) from
operations (172,667) (113,296)
Other income and
expenses
Interest income 939 28,293
------------ ------------
Total other income
and expenses 939 28,293
------------ ------------
Net Profit (Loss)
from operations $ (171,728) $ (85,003)
============ ============
Net income (loss)
per share $(.01) $(.01)
============ ============
Weighted number of
shares outstanding 12,450,860 13,718,265
============ ============
5
<PAGE>
AMERICAN BIO MEDICA CORPORATION
STATEMENT OF CASH FLOWS
For the six For the six
months ended months ended
October 31, October 31,
1996 1997
(Unaudited) (Unaudited)
------------ ------------
CASH FLOWS FROM
OPERATING ACTIVITIES
Net profit (loss) $ (275,218) $ 36,985
Compensation 50,000
Retirement of debt 126,500
Amortization and
depreciation 23,000 48,673
Adjustments to
reconcile net
income to net cash
Accounts receivable (13,714) (849,189)
Prepaid expenses ( 23,999)
Inventory (28,741) (312,588)
Loan receivable ( 2,250)
Accounts payable
and accrued expenses ( 5,421) (211,464)
------------ ------------
TOTAL CASH FLOWS
FROM OPERATIONS (123,594) (1,313,832)
CASH FLOW FROM
FINANCING ACTIVITIES
Convertible debenture (132,000)
Sale of convertible preferred shares 949,600
Sale of common shares 1,481,903 30,000
------------ ------------
TOTAL CASH FLOWS FROM
FINANCING ACTIVITIES 1,349,903 979,600
CASH FLOWS FROM
INVESTING ACTIVITIES
Marketable securities (1,411,866) ( 23,860)
Patent costs ( 2,000) ( 2,810)
Capital assets (61,496) ( 39,366)
------------ ------------
TOTAL CASH FLOWS
FROM INVESTING
ACTIVITIES (1,475,362) ( 66,036)
NET INCREASE
(DECREASE) IN CASH (249,053) (400,268)
CASH BALANCE
BEGINNING OF PERIOD 437,532 1,762,506
------------ ------------
CASH BALANCE END
OF PERIOD $ 188,479 $ 1,362,238
============ ============
See accompanying notes to financial statements.
6
<PAGE>
AMERICAN BIO MEDICA CORPORATION
STATEMENT OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Additional
Common Common Preferred Preferred Paid-in
Retained
Stock Stock Stock Stock capital
Earnings Total
---------- --------- --------- ---------
- ------------ ------------ ----------
<S> <C> <C> <C> <C> <C>
<C> <C>
04-30-1996 11,977,357 $ 119,774 $ 2,636,127
$(2,401,671) $ 354,230
06-04-1996 11,333 113 8,387
8,500
06-04-1996 25,000 250 24,750
25,000
07-31-1996(1) 176,000 1,760 130,240
132,000
07-31-1996(1) 13,333 133 9,867
10,000
07-31-1996(2) 100,000 1,000 49,000
50,000
07-31-1996(3) 32,000 320 31,680
32,000
07-31-1996(4) 100,000 1,000 99,000
100,000
09-09-1996(3) 18,000 180 17,820
18,000
09-23-1996(5) $ 1 1,409,999
1,410,000
01-31-1997(6) 697,445 6,975 2,085,211
2,092,186
04-30-1997(7) 229,039 2,290
(2,290) 0
04-30-1997 Net loss
(505,321) (505,321)
---------- --------- -------
- ----------- ------------ -----------
04-30-1997 13,379,507 $ 133,795 $ 1 $6,499,791
$(2,906,992) $3,726,595
Unaudited
07-31-1997(7) 301,120 3,011 (3,011)
10-31-1997 (1) (1) 1
0
10-31-1997(6) 10,000 100 29,900
30,000
10-31-1997(7) 102,914 1,029
(1,029) 0
10-31-1997(8) 105.5 2 949,598
949,600
10-31-1997 Net profit
36,985 36,985
---------- --------- ------ -------
- ------------ ------------ ----------
10-31-1997 13,793,541 $ 137,935 105.5 $ 2 $ 7,475,250
$(2,870,007) $4,743,180
========== ========= ======= =======
============ ============ ==========
</TABLE>
7
<PAGE>
AMERICAN BIO MEDICA CORPORATION
STATEMENT OF STOCKHOLDERS' EQUITY
(1) Common Shares issued for conversion of debt
(2) Common Shares issued pursuant to Rule 504 at $.50 per share
(3) Common Shares issued upon exercise of "B" Warrants
(4) Common Shares issued upon exercise of "A" Warrants
(5) Sale of Preferred Shares for $1,500,000 less commissions of $90,000
(6) Common Shares issued upon exercise of warrants
(7) Conversion of Preferred Shares into Common Shares
(8) Sale of 60 Convertible B Preferred Shares and 45.5 Convertible C Preferred
Shares
8
<PAGE>
AMERICAN BIO MEDICA CORPORATION
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED OCTOBER 31, 1997
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements of American Bio Medica,
Corporation, (the "Company"), reflect all adjustments which are, in the opinion
of management, necessary to a fair statement of the results of the interim
periods presented. All such adjustments are of a normal recurring nature. The
financial statements should be read in conjunction with the notes to financial
statements contained in the Company's Annual Report on Form 10-KSB for the year
ended April 30, 1997.
2. INVENTORIES.
Inventory has been recorded at the lower of cost or market under the
first-in-first-out method. Inventory components were as follows:
April 30, 1997 October 31, 1997
-------------- ----------------
Books held for resale $ 43,528 $ 30,934
Workplace drug screening tests:
Raw materials 292,456 375,654
Work in process 183,500 210,052
Finished Goods 149,239 364,671
---------- ----------
Total workplace drug screening
tests: $ 625,195 $ 950,377
---------- ----------
Total inventory $ 668,723 $ 981,311
========== ==========
3. NET INCOME PER SHARE
Primary earnings per share are based on the weighted average number of
common and dilutive common equivalent shares outstanding during each quarter.
The weighted average shares for computing primary earnings per share were
12,450,860 and 13,718,265 for the quarters ended October 31, 1996 and 1997,
respectively
4. ACCOUNTING FOR INCOME TAXES
The Company follows Statement of Financial Accounting Standards (SFAS) No.
109, "Accounting for Income Taxes," which requires an asset and liability
approach of accounting for income taxes. Deferred tax assets and liabilities are
computed annually for differences between financial statement basis and tax
basis of assets, liabilities and available general business tax credit
carry-forwards. A valuation allowance is established when necessary to reduce
deferred tax assets to the amount expected to be realized.
5. MARKETABLE SECURITIES
The Company adopted Financial Accounting Standards Board ("FASB") Statement
No. 115, "Accounting for Certain Investments in Debt and Equity Securities" (the
"Statement") which requires that investments in equity securities that have
readily determinable fair values and investments in debt securities be
classified in three categories: h
`eld-to-maturity, trading and
available-for-sale. Based on the nature of the assets held by the Company and
Management's investment strategy, the Company's investments have been classified
as available-for-sale. Management determines the appropriate classification of
debt securities at the time of purchase and reevaluates such designation as of
each balance sheet date.
8
<PAGE>
Securities classified as available-for-sale are carried at estimated fair
value, as determined by quoted market prices, with unrealized gains and losses,
net of tax, reported in a separate component of stockholders' equity. At October
31, 1997, the Company had no investments that were classified as trading or
held-to-maturity as defined by the Statement.
The following is a summary of cash, cash equivalents and available-for-sale
securities by balance sheet classification at April 30, 1997:
Estimated
Gross Gross Fair
Unrealized Unrealized Market
Cost Gains Losses Value
--------- ------------- ----------- -----------
Cash $ 99,039 $-0- $-0- $ 99,039
Certificates of deposit
90 days and less 1,663,467 -0- -0- 1,663,467
----------- ------------- ----------- -----------
Total cash and cash
equivalents $ 1,762,506 $-0- $-0- $ 1,762,506
=========== ============= =========== ===========
Marketable Securities
Due in one year or
less Certificates of
Deposit $ 1,053,000 $-0- $-0- $ 1,053,000
=========== ============= =========== ===========
The following is a summary of cash, cash equivalents and available-for-sale
securities by balance sheet classification at October 31, 1997:
Estimated
Gross Gross Fair
Unrealized Unrealized Market
Cost Gains Losses Value
--------- ------------- ----------- -----------
Cash $ 99,640 $-0- $-0- $ 99,640
Certificates of deposit
90 days and less 1,262,598 -0- -0- 1,262,598
----------- -------------- ----------- -----------
Total cash and cash
equivalents $ 1,362,238 $-0- $-0- $ 1,362,238
=========== =============== =========== ===========
Marketable Securities
Due in one year or
less Certificates of
Deposit $ 1,076,860 $-0- $-0- $ 1,076,860
=========== =============== =========== ===========
9
<PAGE>
6. Issuance of Capital Stock and PRIVATE PLACEMENTS
a. ISSUANCE OF COMMON SHARES
The Company sold 10,000 Common Shares through the exercise of 10,000
options for an aggregate consideration of $30,000 or $3.00 per share.
The Company issued 102,914 Common Shares through the conversion of 20
Convertible "A" Preferred Shares.
b. Series B Convertible Preferred Shares
In September, 1997, the Company sold 60 8% Series B Convertible Preferred
Shares, ("B Preferred Shares") at $10,000 each for an aggregate of $600,000 less
an 8% commission of $48,000 for net proceeds of $552,000. Each B Preferred Share
(plus accumulated but unpaid dividends) is convertible into common shares
calculated by dividing $10,000 by the lesser of $3.50 or 75% of the average
closing price of the Common Shares for the 20 trading days preceding conversion.
Neither the Preferred Shares nor the Common Shares into which they may be
converted may be sold or transferred in public markets without an effective
registration under the Securities Act of 1933.
During the period the B Preferred Shares are outstanding, no dividend shall
be paid or set apart for payment on the Common Shares or any other class of
shares ranking junior to the B Preferred Shares in either payment of dividends
or liquidation unless full dividends on all outstanding B Preferred Shares have
been paid in full for all past dividend periods and the dividends for the
current period have been paid or declared and sufficient funds set apart.
The Company has agreed to register the Common Shares underlying the B
Preferred Shares.
c. Series C Convertible Preferred Shares
During the month of September, 1997 the Company sold 45.5 Shares of Series
C Convertible Preferred Shares ("C Preferred Shares") for an aggregate of
$455,000 less a 10% commission of $45,500 for net proceeds of $409,500. Each C
Preferred Share (plus accumulated dividends) is convertible into Common Shares
calculated by dividing $10,000 by the lesser of $3.50 or 75% of the average
closing price of the Common Shares for the 20 trading days preceding conversion.
Neither the C Preferred Shares nor the Common Shares into which they may be
converted may be sold or transferred in public markets without an effective
registration under the Securities Act of 1933.
The Company has agreed to register the Common Shares underlying the C
Preferred Shares.
8. SUBSEQUENT EVENTS
The Company has received conditional approval for listing on the Nasdaq
SmallCap market subject to maintenance of closing price of at least $4.00 per
share for ten consecutive trading days.
10
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
for the six months ended October 31, 1996 and 1997
-------------------------------------------------
Except for the description of historical facts contained herein, this Form
10-QSB contains certain forward looking statements that involve risks and
uncertainties as detailed herein and from time to time in the Company's filings
with the Securities and Exchange Commission and elsewhere. Such statements are
based on management's current expectations and are subject to a number of
factors and uncertainties which could cause actual results to differ materially
from those described in the forward-looking statements. These factors include,
among others, the Company's fluctuations in sales and operating results, risks
associated with international operations and regulatory, competitive and
contractual risks and product development.
Results of operations for the six months ended October 31, 1997 as compared
to the six months ended October 31, 1996.
- --------------------------------------------------------------------------------
Revenues from the book segment of the business were $265,348 for the six
months ended October 31, 1997 as compared to $17,123 for the six months ended
October 31, 1996, representing an increase of $248,225 or 1,451%. This increase
in book sales is directly attributable to the Company's reorganization of its
telemarketing activities and a bulk inventory purchase. Costs of goods sold for
the six months ended October 31, 1997, were $66,471 as compared to $5,565 for
the six months ended October 31, 1996 representing a cost of goods sold
percentage of 25% of sales for the six months ended October 31, 1997 as compared
to 32.5% of sales for the six months ended October 31, 1996.
Revenues from the sales of drug testing kits were $1,008,376 for the six
months ended October 31, 1997 as compared to $31,464 for the six months
ended
October 31, 1996, representing an increase of $976,912 or 3,105%. This increase
in sales of drug testing kits is directly attributable to the implementation and
positive response to the Company's marketing program. Cost of goods sold for the
six months ended October 31, 1997 was $434,867 or 43.1% of sales as compared to
a cost of goods sold of $22,313 or 64.2% of sales. The reduction in the
percentage of cost of goods sold is attributable to price reductions from
substantially increased purchases of raw materials and the economy of mass
production.
General and administrative costs for the six months ended October 31, 1997
were $790,628 or 62.1% of sales as compared to $336,113 for the six months ended
October 31, 1996, representing an increase of $454,515. These increased costs
are the result of hiring additional employees in sales, marketing, accounting
and executive positions. For the six months ended October 31, 1997, office
personnel costs were $385,470, legal and professional expenses, $119,464, office
expense, $98,157, marketing expense, $150,288, product development $27,070 and
rent, $10,179. Research and development expense was $-0- for the six months
ended October 31, 1997 compared to $ 66,750 during the six months ended October
31, 1996. This decrease in research and development is the result of the
completion of development of the existing drug testing system.
10
<PAGE>
Liquidity and capital resources as of the end of the six months ended
October 31, 1997.
- --------------------------------------------------------------------------------
The Company's cash balance was $1,362,238 and working capital was
$4,571,591 as at October 31, 1997. The Company completed a series of private
placements generating additional cash aggregating $1,055,000 before payment of
$93,500 in commissions and issuing 10,000 Common Shares through the exercise of
warrants. Cash generated from financing activities was utilized for the purchase
of machinery and equipment for $39,366, additional patent costs of $2,810 and
increasing the investment in marketable securities by $23,610.
The Company's primary short-term needs for capital, which are subject to
change, are for expansion of its manufacturing capacity, and an increase
in
inventory levels to fill larger anticipated orders and an increase in accounts
reveivables.
Management believes that the present cash balance will pay the ongoing cost
of the biomedical business. The Company has established commercial production of
its drug testing kits. As of October 31, 1997, two customers account for 42.1%
of the Company's accounts receivable.
Income tax: As of October 31, 1997, the Company had a tax loss
carry-forward of $2,870,007. The Company's ability to utilize its tax credit
carry-forwards in future years will be subject to an annual limitation pursuant
to the "Change in Ownership Rules" under Section 382 of the Internal Revenue
Code of 1986, as amended. However, any annual limitation is not expected to have
a material adverse effect on the Company's ability to utilize its tax credit
carry-forwards.
The Company currently plans to expend approximately $2.0 million for the
expansion and development of its manufacturing, marketing and general
administrative capabilities in connection with the fulfillment of the Company's
marketing program and the anticipated launch of the Company's products currently
under development. Additionally, the Company utilizes cash generated from
operating activities to meet its capital requirements.
The Company expects its capital requirements to increase over the next
several years as it commences new research and development efforts, undertakes
new product development, increases sales and administration infrastructure and
embarks on developing in-house manufacturing capabilities and facilities. The
Company's future liquidity and capital funding requirements will depend on
numerous factors, including the extent to which the Company's products under
development are successfully developed and gain market acceptance, the timing of
regulatory actions regarding the Company's potential products, the costs and
timing of expansion of sales, marketing and manufacturing activities, facilities
expansion needs, procurement and enforcement of patents important to the
Company's business, results of clinical investigations and competition.
The Company believes that its available cash and cash from operations will
be sufficient to satisfy its funding needs for at least the next 36 months.
Thereafter, if cash generated from operations is insufficient to satisfy the
Company's working capital and capital expenditure requirements, the Company may
be required to sell additional equity or debt securities or obtain additional
credit facilities. There can be no assurance that such financing, if required,
will be available on satisfactory terms, if at all.
11
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
In February, 1994, Robert Friedenberg, former stockholder of two medical
technology companies, MDI and Gendex, acquired by the Company, filed suit in the
name of the two companies to have an agreement whereby the Company purchased
those companies (the "Share Exchange Agreement") for its Common Shares rescinded
on the grounds of breach of contract. The Company filed a third party claim in
July, 1994, against Dr. Friedenberg, seeking enforcement of the Share Exchange
Agreement. In November, 1995, after a bifurcated trial, the court dismissed Dr.
Friedenberg's (in the name of MDI and Gendex) lawsuit and allowed the Company's
third party claim to proceed to trial. In September, 1996, Dr. Friedenberg died.
Trial on the third party claim was decided by a jury on May 5, 1997. The
verdict determined that Dr. Friedenberg (represented by his estate) breached
various contracts by failing to deliver certain technologies to the Company. The
jury also found in favor of the Company on two of the three fraud claims against
Dr. Friedenberg and awarded the Company approximately $350,000 in damages. The
trial judge, who is bound by the jury verdict against Friedenberg, will decide
Dr. Friedenberg's estate's pending claim to the Company's Common Shares. The
Company has refused to issue any shares to him or to his estate.
In June, 1995, the Company filed a lawsuit against Jackson Morris, Esq. for
breach of the attorney-client relationship and of his fiduciary duty to the
Company for subsequently providing legal services to Dr. Friedenberg in his
dispute with the Company. The Company's lawsuit demands damages in the amount of
$1,000,000. Mr. Morris has counterclaimed for Common Shares. The court has set a
trial date of September 14, 1998.
Item 2. Changes in Securities
As of August 28, 1997, all of the 150 Preferred Series "A" Shares had been
converted into Common Shares.
As of October 31, 1997, the Company has issued 60 8% Series B Preferred
Shares and 45.5 8% Series C Preferred Shares.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security-Holders
None.
12
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AMERICAN BIO MEDICA CORPORATION
(Registrant)
By: /s/Stan Cipkowski
------------------
Stan Cipkowski,
President and Principal
Executive Officer
By: /s/John F. Murray
--------------------
John F. Murray,
Treasurer and Principal
Financial Officer
Dated: November 13, 1997
13
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
financial statements for the six month period ended October 31, 1997 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-30-1997
<PERIOD-END> OCT-31-1997
<CASH> 1,362,238
<SECURITIES> 1,076,860
<RECEIVABLES> 1,186,948
<ALLOWANCES> 0
<INVENTORY> 981,311
<CURRENT-ASSETS> 4,740,281
<PP&E> 171,056
<DEPRECIATION> (35,851)
<TOTAL-ASSETS> 4,911,871
<CURRENT-LIABILITIES> 168,691
<BONDS> 0
0
2
<COMMON> 137,935
<OTHER-SE> 4,605,243
<TOTAL-LIABILITY-AND-EQUITY> 4,743,180
<SALES> 1,273,724
<TOTAL-REVENUES> 1,273,724
<CGS> 501,338
<TOTAL-COSTS> 839,301
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (66,915)
<INCOME-TAX> 0
<INCOME-CONTINUING> (66,915)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 36,985
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
