U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number: 0-24742
U.S. WIRELESS CORPORATION
(Exact Name of Small Business Issuer as Specified in Its Charter)
<TABLE>
<CAPTION>
<S> <C>
Delaware 13-3704059
(State of Incorporation) (I.R.S. Employer Identification No.)
</TABLE>
2303 Camino Ramon, Suite 200, San Ramon, California 94583
(Address of Principal Executive Offices)
(925) 327-6202
(Issuer's Telephone Number, Including Area Code)
N/A
(Former Name, Former Address and Former Fiscal Year,
If Changed Since Last Report)
Check whether the issuer (1) filed all documents and 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: Common Stock, par value $.01
per share, 13,556,188 shares outstanding as of September 30, 1998.
<PAGE>
U.S. WIRELESS CORPORATION AND SUBSIDIARY
CONTENTS
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<CAPTION>
Page
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
<S> <C> <C> <C>
Consolidated balance sheets as of September 30, 1998 (unaudited)
and March 31, 1998 3
Consolidated statements of operations (unaudited) for the three
months and six months ended September 30, 1998 and
September 30, 1997 4
Consolidated statements of cash flows (unaudited) for the six
months ended September 30, 1998 and September 30, 1997 5
Notes to financial statements 6
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
PART II. OTHER INFORMATION 14
ITEM 5. Other Information 14
Signatures 15
</TABLE>
<PAGE>
Part I, Item 1. Financial Statements.
U.S. WIRELESS CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
As of September 30, 1998 and March 31, 1998
<TABLE>
<CAPTION>
September 30, March 31,
1998 1998
(Unaudited) (Note 1)
ASSETS
Current Assets:
<S> <C> <C>
Cash and cash equivalents ..................................................... $ 5,580,753 $ 2,285,750
current assets 3,500 3,500
------------ ------------
Inventory .................................................................... 29,285 --
Total Current Assets ........................................................... 5,610,038 2,285,750
------------ ------------
Equipment, improvements and fixtures, net
of accumulated depreciation and amortization .................................. 531,902 399,896
Other assets ................................................................... 25,035 25,035
------------ ------------
Total assets .......................................................... $ 6,166,975 $ 2,710,681
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses ........................................ $ 226,921 $ 252,708
Obligations under capital leases, current ..................................... 15,192 15,192
------------ ------------
Total current liabilities ............................................. 242,213 267,900
------------ ------------
Obligations under capital leases, noncurrent .................................. 26,500 39,118
------------ ------------
Total liabilities ..................................................... 268,613 307,018
------------ ------------
Minority interest in subsidiary ................................................ 170,449 195,305
------------ ------------
Stockholders' equity:
Series A Preferred stock, $.01 par value, 300,000 shares authorized; issued and
outstanding at September 30, 1998
70,000 shares ............................................................... 700 --
Common stock,$.01 par value, 40,000,000 shares
authorized; issued and outstanding at September 30, 1998
13,556,301 shares; at March 31, 1998, 11,823,444 shares ..................... 135,563 118,234
Additional paid-in capital .................................................... 25,309,532 19,912,890
Unearned compensation ......................................................... (503,198) (761,438)
Accumulated deficit ........................................................... (19,214,684) (17,061,328)
------------ ------------
Total stockholders' equity ............................................ 5,727,913 2,208,358
------------ ------------
Total liabilities and stockholders' equity ............................ $ 6,166,975 $ 2,710,681
============ ============
</TABLE>
See accompanying notes to consolidated condensed financial statements
<PAGE>
U.S. WIRELESS CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
Sept 30, Sept 30, Sept 30, Sept 30,
1998 1997 1998 1997
---- ----- ---- ----
<S> <C> <C> <C> <C>
Net sales .................................... $ -- $ -- $ -- $ --
------------ ------------ ------------ ------------
Costs and expenses:
Operating expenses ......................... 2,346,069 1,655,724 1,227,465 911,843
------------ ------------ ------------ ------------
Loss before other income and minority interest
in net losses of continuing subsidiary ..... (2,346,069) (1,655,724) (1,227,465) (911,843)
Other income:
Interest income ............................ 167,857 114,502 133,452 49,508
------------ ------------ ------------ ------------
Loss before minority interest in
net loss of subsidiary ................... (2,178,212) (1,541,222) (1,094,013) (862,335)
Minority interest in net loss of subsidiaries 24,856 26,547 (381) 20,341
------------ ------------ ------------ ------------
Net loss ..................................... $ (2,153,356) $ (1,514,675) $ (1,094,394) $ (841,994)
============ ============ ============
Basic and diluted loss per
common equivalent share: .............. $ (.17) $ (.21) $ (.08) $ (.11)
Loss before minority interest
in net loss of subsidiaries
Minority interest in net loss of subsidiary .. -- .- -- --
------------ ------------ ------------ ------------
Basic and diluted net loss
Per Common Equivalent Share ................. $ (.17) $ (.21) $ (.08) $ (.11)
============ ============ ============ ============
Weighted average number of
common shares outstanding .................. 12,978,682 7,325,245 13,556,301 7,325,245
============ ============ ============ ============
</TABLE>
See accompanying notes to consolidated condensed financial statements
<PAGE>
U.S WIRELESS CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Increase (Decrease) in Cash
<TABLE>
<CAPTION>
Six Months Ended
Sept 30, Sept 30,
1998 1997
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss .................................................. $(2,153,356) $(1,514,675)
Adjustments to reconcile net loss to cash (used)
for operating activities:
Depreciation ............................................. 125,000 113,167
Minority interest in net losses of subsidiary ............ (24,856) (26,547)
Amortization of unearned compensation .................... 258,240 258,240
Increase (Decrease) from changes in assets and liabilities:
Increase in inventory ................................... (29,285) --
Accounts payable and accrued expenses .................... (25,787) (101,138)
----------- -----------
Net cash (used) for operating activities . (1,850,044) (1,270,953)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of equipment, improvements and fixtures ...... (257,006) (287,395)
----------- -----------
Net cash used for investing activities ............ (257,006) (287,395)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on capital lease obligations .................... (12,618) (12,618)
Proceeds from issuance of preferred stock ................ 5,389,312 --
Issuance of common shares ................................ 25,359 --
----------- -----------
Net cash (used) for financing activities ................... 5,402,053 (12,618)
----------- -----------
NET INCREASE(DECREASE) IN CASH
AND CASH EQUIVALENTS ..................................... 3,295,003 (1,570,966)
Cash, beginning of period ................................. 2,285,750 5,328,781
----------- -----------
Cash, end of period ...................................... $ 5,580,753 $ 3,757,815
=========== ===========
Supplemental disclosure of cash flow information:
Interest paid ........................................... $ -- $ --
Taxes paid .............................................. $ 1,248 $ 4,800
</TABLE>
See accompanying notes to consolidated condensed financial statements
<PAGE>
U.S. WIRELESS CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1- BASIS OF PRESENTATION:
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and the instructions to Form 10-QSB. Accordingly, they dot
include all the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, the interim financial statements include all adjustments considered
necessary for a fair presentation of the Company s financial position, results
of operations and cash flows for the six months ended September 30, 1998. These
statements are not necessarily indicative of the results to be expected for the
full fiscal year. These statements should be read in conjunction with the
financial statements and notes thereto included in the Company's annual report
Form 10-KSB for the fiscal year ended March 31, 1998 as filed with the
Securities and Exchange Commission.
NOTE 2- ORGANIZATION:
Consolidation of Labyrinth Communication Technologies Group, Inc. ("Labyrinth")
In March 1998, the Company consummated the consolidation of its subsidiary,
Labyrinth, with and into the Company. In accordance with exchange offers
submitted to the stockholders of Labyrinth representing the 49% minority
interest in Labyrinth, the Company exchanged 4,498,200 shares of its common
stock for 490,000 shares of common stock of Labyrinth. The shares of Common
Stock issued in accordance with the exchange, are subject to the following
vesting schedule:
20% of shares vest one year from issuance
40% of shares vest upon successful completion and
operation of Labyrinth's primary product in a major
market. 40% of the shares shall vest when the Company
achieves cumulative sales of $15million.
In addition to the above vesting schedule, the shares issued to the former
management of Labyrinth is subject to an additional vesting schedule, in
accordance with their employment contracts and restricted share agreements,
which were simultaneously amended in accordance with the exchange, whereby the
shares underlying (i)-(iii) above vest at the rate of 1/3 each year, commencing
with each individuals employment.
<PAGE>
U.S. WIRELESS CORPORATION AND SUBSIDIARY '
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS '
(Unaudited) '
In accordance with the provisions of Accounting Principles Board ("APB") Opinion
No. 16, and interoperations thereof, this acquisition of minority interest was
accounted for using the purchase method of accounting. As of September 30, 1998,
829,252 shares of the Company's Common Stock have vested as defined by the
Exchange Offer, and have been issued to former Labyrinth stockholders. The
remaining 3,668,948 shares of the Company's Common Stock provided for in the
exchange have not yet vested and are currently held in escrow pending vesting.
Shares of the Company's Common Stock that do not vest shall be cancelled and
returned to the Company's treasury as unissued Common Stock.
NOTE 3- EQUIPMENT, IMPROVEMENTS AND FIXTURES:
Equipment, improvements and fixtures, net at September 30, 1998 and March 31,
1998 consisted of the following:
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<CAPTION>
Sept 30, March 31,
1998 1998
--------- -------
<S> <C> <C>
Furniture, fixtures and equipment $906,550 $649,544
Less: accumulated depreciation and amortization (374,648) (249,648)
$531,902 $399,896
======== ========
</TABLE>
NOTE 4- STOCK OPTIONS:
During the year ended March 31, 1998, the Company issued Common Stock options to
its employees and to various consultants performing services for the Company.
The options granted to employees vest over three years, expire five years from
the date of the grant and have exercise prices ranging from $2 to $5 per share.
Substantially all of the options granted to consultants vest immediatley, expire
five years from the date of grant and have exercise prices ranging from $2 to
$4.25 per share. On September 30, 1998, there were options to purchase up to an
aggregate of approximately 5,130,000 shares of Common Stock granted to executive
officers, directors, employees and consultants, subject to various vesting
schedules.
<PAGE>
U.S. WIRELESS CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The value of the options granted was established by the difference between the
exercise price and the fair market value of the options issued on the dates of
grant, were accounted for as unearned compensation and amortized and expensed
over the related vesting periods. During each of the six month periods ended
September 30, 1998 and 1997, $258,240 of unearned compensation was amortized to
expense. The remaining unamortized balance of unearned compensation at September
30, 1998 was $503,198 as reflected in the accompanying balance sheet.
NOTE 5- PREFERRED STOCK:
The Company has authorized the issuance of 1,000,000 shares of Preferred Stock
of which 400,000 have been designated as Series A Preferred Stock. As of
September 30, 1998 70,000 shares of Series A Preferred Stock have been issued
and are currently outstanding. See Notes 7 and 8. The balance of the authorized
shares of Preferred Stock are subject to designation of their rights and
preferences to be determined by the Company's Board of Directors. The Series A
Preferred shares have a cumulative dividend of 6% per annum, payable in cash or
shares of Series A Preferred Stock, at the option of the Company. The shares are
convertible into shares of the Company's Common Stock, commencing 90 days from
issuance at a conversion rate of $2.95 per share. Each share of Series A
Preferred Stock has a liquidation preference of $20.00 per share, plus accrued
and unpaid dividends.
The Series A Preferred Stock is redeemable by the Company at any time, at a
redemption price of $20.00 per share, upon the earlier of (i) three years from
issuance and (ii) upon the closing price for the Common Stock being $8.00 for
any consecutive 30 day period ending on the date that the Company gives notice
of redemption to the holders. The Company shall give the holders, 20 days' prior
notice, during which time the shares of Series A Preferred Stock shall be
convertible into shares of Common Stock
NOTE 6- YEAR 2000 COMPUTER ISSUE:
The Company does not believe that the impact of the year 2000 computer issue
will have a significant impact on its operations or financial position.
Furthermore, the Company does not believe that it will be required to
significantly modify its internal computer systems or products currently under
development due to the year 2000 issue. However, if internal systems do not
correctly recognize date information when the year changes to 2000, there could
be adverse impact on the Company's operations. Furthermore, there can be no
assurance that another entity's failure to ensure year 2000 capability would not
have an adverse effect on the Company.
<PAGE>
U.S. WIRELESS CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 7- PRIVATE PLACEMENT:
In June 1998 the Company consummated a private equity financing, aggregating in
excess of $5 million through Gerard Klauer Mattison & Co., Inc., New York, New
York, as its placement agent. The Company sold shares of its Series A Preferred
Stock and shares of Common Stock. The placement agent received a commission of
$150,000 and options to purchase 220,000 shares of Common Stock, one-half at an
exercise price of $4.00 per share and the balance at $5.00 per share.
NOTE 8- JOINT VENTURE AGREEMENT:
On July 31, 1998 the Company entered into a joint venture agreement with
Anam Instruments, Inc. a Korean corporation, ("ANAM") whereby the Company and
ANAM formed Wireless Technology, Inc. ("WTI"), a corporation duly organized and
having offices in the Republic of Korea. WTI was formed as a joint venture for
the purposes of developing a Code Division Multiple Access "CDMA" interface for
the RadioCamera, manufacturing and producing the RadioCamera and marketing and
distribution the RadioCamera in Korea and potentially other Asian countries.
The joint venture establishes a two phase initial funding for operations
totaling $3,500,000, with the initial phase having been completed to date and
the balance of the project's funding scheduled for the fourth quarter of this
year. The Company received an investment of $400,000 from ANAM, for 20,000
shares of Series A Preferred Stock. The proceeds of the investment were used by
the Company as a capital investment in WTI. In addition, ANAM invested $800,000
directly into WTI.
<PAGE>
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
U.S. Wireless Corporation (the "Company") was incorporated in the State of
Delaware in February 1993. Until March 1998, the Company had two subsidiaries,
Labyrinth Communication Technologies Group, Inc. ("Labyrinth") and Mantra
Technologies, Inc. ("Mantra"). In January 1998, the Company submitted an
exchange offer to the holders of the 49% minority interest in Labyrinth, which
exchange was effected in March 1998, upon which Labyrinth was consolidated with
and into the Company. Due to the consolidation of Labyrinth, the results from
operations for the six months ended September 30, 1998 has been adjusted to
eliminate the minority interest, which is not provided within the comparison
information for the six months ended September 30, 1997. There is no change in
focus or operations of the Company as a result of the consolidation. The
comparison information for the periods does continue to reflect the Company's
one subsidiary, Mantra.
Statements contain herein which are not historical facts may be considered
forward looking information with respect to plans, projections or future
performance of the Company as defined under the Private Securities Litigation
Reform Act of 1995. These forward looking statements are subject to risk and
uncertainties which could cause actual results to differ materially from those
projected.
Results Of Operations:
Three months ended September 30, 1998 compared to the three months ended
September 30, 1997:
During the three months ended September 30, 1998 and the three months ended
September 30, 1997, the Company recorded no revenues from operations, as the
Company's products are still under development.
The Company did report consolidated operating expenses of $1,227,465 during
the three months ended September 30, 1998 as compared to $911,843 for the three
months ended September 30, 1997. The increase is related additional costs
incurred relative to both the continuance of operations as well as continued
research, product development and refinement and field testing operations.
During this period, the Company commenced the deployment of the RadioCamera in
accordance with its Beta testing and evaluation agreement with Bell Atlantic
Mobile in Baltimore, Maryland and expanded its operations in Billings, Montana
with Western Wireless. In addition, the Company commence its development of CDMA
and Time Division Multiple Access "TDMA" interfaces for the RadioCamera.
Six months ended September 30, 1998 compared to the six months ended
September 30, 1997:
During the six months ended September 30, 1998 and the six months ended
September 30, 1997, the Company recorded no revenues from operations, as the
Company's products are still under development.
The Company did report consolidated operating expenses of $2,346,070 during
the six months ended September 30, 1998 as compared to $1,655,724 for the six
months ended September 30, 1997. The increase is related additional costs
incurred relative to both the continuance of operations as well as continued
research, product development and refinement and field testing operations.
During this period, the Company commenced the deployment of the RadioCamera in
accordance with its Beta testing and evaluation agreement with Bell Atlantic
Mobile in Baltimore, Maryland and expanded its operations in Billings, Montana
with Western Wireless. In addition, the Company commenced its development of
CDMA and TDMA interfaces for the RadioCamera.
Research and Development-Future Operations
The Company continues to increase its research, development and field
testing and trial operations, as well as its marketing operations. During the
quarter the Company commenced its joint beta field trials with Bell Atlantic
Mobile in Baltimore, Maryland and set up an end to end fully operational live
E9-1-1 demonstration in Billings, Montana, which linked the RadioCamera system
within the Western Wireless network to a Billings, Montana public safety access
point. In addition, during the quarter the Company entered into testing and
evaluation agreements for beta trials with GTE Mobile and Nextel Communications,
Inc.
The Company has accelerated its development of CDMA and TDMA interfaces for
the RadioCamera and wireless caller location system. Regarding the CDMA
interface, during the quarter, the Company obtained a development license from
Qualcomm Incorporated for the CDMA development. Under this agreement, Qualcomm
will provide the CDMA technology, technical assistance, and access to components
and equipment. The agreement also provides for a cross-license of each party's
technology, subject to terms and conditions to be negotiated by the parties.
In July 1998 the Company entered into a joint venture agreement with Anam
Instruments, Inc. a Korean corporation, ("ANAM") whereby the Company and ANAM
have formed Wireless Technology, Inc. ("WTI"), a corporation duly organized and
having offices in the Republic of Korea. The joint venture establishes a two
phase initial funding for operations totaling $3,500,000, with the initial phase
having been completed to date and the balance of the project's funding scheduled
for the fourth quarter of this year. The Company received an investment of
$400,000 from ANAM, for 20,000 shares of Series A Preferred Stock. The proceeds
of the investment were used by the Company as a capital investment in WTI. In
addition, ANAM invested $800,000 directly into WTI.
The Company will continue its research, development and field testing
operations in order to develop a fully operational location system for
deployment and to develop modifications for additional standards during the next
12 months. Management estimates research and development expenditures for the
year ending March 31, 1999 will approximate $4,000,000.
<PAGE>
Liquidity and Capital Resources
At September 30, 1998, the Company reported working capital of $5,380,543.
The Company had $5,580,753 in business checking and money market accounts. The
Company believes that its available cash as of September 30, 1998 will be
sufficient to fund its operating needs for the next 12 - 18 months. In June
1998, the Company consummated a private equity financing, aggregating $5.13
million of which a commission of $150,000 was paid to the placement agent.
In July 1998, the Company entered into a joint venture with ANAM. The joint
venture establishes a two phase initial funding for operations totaling
$3,500,000, with the initial phase of $1.2 million having been completed to date
and the balance of the project's funding scheduled for the fourth quarter of
this year.
In September 1998, the Company's subsidiary, Mantra, entered into a
licensing agreement with LookSmart Ltd. Mantra, using its Context Synthesistm
technology, developed a strategic application for LookSmart and its partners to
enhance the quality of text searches into LookSmart's web directories.
Trends Affecting Liquidity, Capital Resources and Operations:
As the nature of the Company's operations are currently development stage
operations, management is currently not aware of any trends that may affect its
liquidity, capital, resources and operations, other than the lack of additional
funding when necessary for operations and delays in the commercialization of the
Company's product in the marketplace. The Company's future operations could be
adversely affected if the Company's timetable for the development, marketing and
manufacturing of its products exceeds the available capital resources. The
primary expenses of its operations will include the salaries of its executive
officers, management and employees who comprise the research, development, field
operations, marketing, carrier relations, and corporate communications teams.
Depending on the demand for its products, the Company anticipates requiring
additional financing in the future. The Company's limited resources, in addition
to its anticipated continued research, development and testing may cause
significant strain on the Company's management, technical, financial and other
resources. Research and development activities, as well as marketing expenses,
are expected to be financed with funds raised through the Company's offerings of
its securities. There can be no assurances that additional funding will be
available to the Company when needed or if available on terms acceptable to the
Company.
Inflation and Seasonality
Inflation and seasonality are currently not expected to have a material
effect on the Company's liquidity, capital resources and operating activities.
<PAGE>
Year 2000 Computer Issue
The Company does not believe that the impact of the year 2000 computer
issue will have a significant impact on its operations or financial position.
Furthermore, the Company does not believe that it will be required to
significantly modify its internal computer systems or products currently under
development. However, if internal systems do not correctly recognize date
information when the year changes to 2000, there could be adverse impact on the
Company's operations. Furthermore, there can be no assurance that another
entity's failure to ensure year 2000 capability would not have an adverse effect
on the Company.
<PAGE>
PART II
Item 1. Legal Proceedings: None
Item 2. Changes in Securities and Use of Proceeds: None
Item 3. Defaults Upon Senior Securities: None
Item 4. Submission of Matters to a Vote of Security Holders: None
Item 5. Other Information:
Private Placement
In June 1998 the Company consummated a private equity
financing, aggregating in excess of $5 million through Gerard Klauer
Mattison & Co., Inc., New York, New York, as its placement agent. The
Company offered shares of a series of preferred stock, the Series A
Preferred Stock and shares of Common Stock. The placement agent
received a commission of $150,000 and options to purchase 220,000
shares of Common Stock, one-half at $4.00 per share and the balance at
$5.00 per share. The securities sold in this offering are a part of the
securities registered for resale in this offering. The proceeds of the
offering are being used to (i) commence the Bell Atlantic field trials
in Baltimore, Maryland (ii) commence the development of interfaces for
the RadioCamera for the CDMA and TDMA digital standards and (iii) for
general working capital.
Joint Venture with Anam Instruments, Inc.
The Company entered into a Joint Venture Agreement with Anam
Instruments, Inc. ("ANAM") and has consummated the formation of
Wireless Technology, Inc. ("WTI") a Korean corporation, as a jointly
owned company. The agreement provides the Company with an Asian partner
for the manufacture, marketing and distribution of the RadioCameraTM
and location based services in Asia. The joint venture establishes a
two phase initial funding for operations totaling $3,500,000, with the
initial phase having been completed to date and the balance of the
project's funding scheduled for the fourth quarter of this year.
Since August 1998, U.S. Wireless has been developing a Code
Division Multiple Access (CDMA) version of the Company's RadioCamera
wireless caller-location system. In addition to funding, ANAM provides
WTI with technical, manufacturing and marketing expertise. The Company
and WTI plan to commence outdoor field trials of the CDMA RadioCamera
during the first quarter of calendar 1999.
Item 6. Exhibits and Reports on Form 8-K: None
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
U.S. Wireless Corporation
(Registrant)
November 6, 1998 By: \s\ Dr. Oliver Hilsenrath
Date Dr. Oliver Hilsenrath
Chief Executive Office
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
U.S. WIRELESS CORPORATION AND SUBSIDIARY
EXHIBIT 27
FINANCIAL DATA SCHEDULE
ARTICLE 5 OF REGULATION S-X
This schedule contains summary financial information extracted from the
financial statements for the three months ended September 30, 1998 and is
qualified in its entirety by reference to such statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-mos
<FISCAL-YEAR-END> Mar-31-1999
<PERIOD-END> Sep-30-1998
<CASH> 5,580,753
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 29,285
<CURRENT-ASSETS> 5,610,038
<PP&E> 906,550
<DEPRECIATION> (374,648)
<TOTAL-ASSETS> 6,166,975
<CURRENT-LIABILITIES> 242,213
<BONDS> 0
0
700
<COMMON> 135,563
<OTHER-SE> 5,591,650
<TOTAL-LIABILITY-AND-EQUITY> 6,166,975
<SALES> 0
<TOTAL-REVENUES> 167,857
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,346,069
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,153,356)
<INCOME-TAX> (2,153,356)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,153,356)
<EPS-PRIMARY> (.17)
<EPS-DILUTED> (.17)
</TABLE>
