<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
Commission File Number: 0-27968
METEOR INDUSTRIES, INC.
--------------------------------------------------
(Exact Name of Issuer as Specified in its Charter)
COLORADO 84-1236619
- ------------------------------- ---------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification
Incorporation or Organization) Number)
216 SIXTEENTH STREET, SUITE 730
DENVER, COLORADO 80202
----------------------------------------
(Address of Principal Executive Offices)
(303) 572-1137
-------------------------------
(Registrant's Telephone Number,
Including Area Code)
Check whether the Issuer (1) has 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 Issuer was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes X No___
There were 4,130,228 shares of the Registrant's $.001 par value common stock
outstanding as of June 30, 1997.
<PAGE>
METEOR INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30 December 31
1997 1996
(Audited)
CURRENT ASSETS
Cash and cash equivalents $2,142,036 $ 151,992
Restricted cash 650,003 928,355
Accounts receivable-trade, net of
allowance 5,363,699 5,134,276
Accounts receivable, related party 61,994 109,149
Notes receivable, related party 971,368 736,045
Inventory 1,187,041 1,221,729
Other current assets 164,630 206,401
Total current assets 10,540,771 8,487,947
Property, plant and equipment, net 8,243,379 8,277,368
Other assets
Notes receivable, related party 1,071,515 1,598,430
Investments in closely held businesses 1,267,047 1,285,407
Other assets 594,300 784,579
Total other assets 2,932,862 3,668,416
TOTAL ASSETS $21,717,012 $20,433,731
Continued on next page
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<PAGE>
METEOR INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(Continued)
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30 December 31
1997 1996
(Audited)
CURRENT LIABILITIES
Accounts payable, trade $ 2,942,767 $ 3,512,257
Bank overdraft -- 170,308
Current portion, long-term debt 1,987,014 2,176,357
Accrued expenses 211,639 212,940
Taxes payable 1,017,915 730,034
Revolving credit facility 0 2,141,027
Total current liabilities 6,159,335 8,942,923
Long-term debt 309,771 445,774
Deferred tax liability 1,716,670 1,773,240
Minority interest in subsidiaries 4,502,311 4,151,903
Total liabilities 12,688,087 15,313,840
Commitments and contingencies
SHAREHOLDERS' EQUITY
Common stock, $.001 par value; authorized
10,000,000 shares, 4,130,228 and
3,310,228 shares issued and
outstanding, respectively 4,130 3,310
Paid-in capital 6,352,399 2,660,973
Retained earnings 2,672,396 2,455,608
Total shareholders' equity 9,028,925 5,119,891
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $21,717,012 $20,433,731
The accompanying notes are an integral part of the financial statements.
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<PAGE>
METEOR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended June 30, 1997 and 1996
June 30, June 30,
1997 1996
Net sales $14,307,724 $15,993,019
Cost of sales 11,977,551 13,430,437
Gross profit 2,330,173 2,562,582
Selling, general and adminis-
trative expenses 2,028,835 2,037,756
Depreciation 219,516 212,489
Total expenses 2,248,351 2,250,245
Income from operations 81,822 312,337
Other income and (expenses)
Interest income 129,291 132,213
Interest expense (87,474) (122,253)
Gain on sale of assets 27,850 --
Other 16,483 --
Total other income 86,150 9,960
Income before income taxes
and minority interest 167,972 322,297
Provision for income taxes 65,509 192,034
Income from continuing oper-
ations before minority interest 102,463 130,263
Minority interest 100,430 95,316
Net income $ 2,033 $ 34,947
Net income per common share $ -- $ .01
The accompanying notes are an integral part of the financial statements.
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<PAGE>
METEOR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Six Months Ended June 30, 1997 and 1996
June 30, June 30,
1997 1996
Net sales $28,160,264 $29,378,558
Cost of sales 23,606,022 24,260,360
Gross profit 4,554,242 5,118,198
Selling, general and adminis-
trative expenses 4,001,287 3,998,806
Depreciation 439,031 433,578
Total expenses 4,440,318 4,432,384
Income from operations 113,924 685,814
Other income and (expenses)
Interest income 230,732 186,914
Interest expense (202,627) (249,953)
Other Income 497,290 --
Gain on sale of assets 45,350 31,105
Total other income 570,745 (31,934)
Income before income taxes
and minority interest 684,669 653,880
Provision for income taxes 267,021 255,013
Income from continuing oper-
ations before minority interest 417,648 398,867
Minority interest 200,860 190,632
Net income $ 216,788 $ 208,235
Net income per common share $ .06 $ .07
The accompanying notes are an integral part of the financial statements.
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<PAGE>
METEOR INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Six Months Ended June 30, 1997 and 1996
June 30, June 30,
1997 1996
Cash flows from operating activities
Net income $ 216,788 $ 208,235
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 439,031 433,578
(Gain) loss on disposal of property
& equipment (45,350) (31,105)
Deferred income taxes (33,912) ( 29,074)
Minority interest 200,860 190,632
Changes in assets and liabilities, net of
effects from reverse acquisition
(Increase) decrease in accounts receivable (182,268) (853,750)
(Increase) decrease in inventories 34,688 (37,982)
(Increase) decrease in other current assets 19,113 16,749
Increase (decrease)in accounts payable (556,425) 888,818
Increase (decrease) in accrued liabilities (1,301) (28,613)
Increase (decrease) in taxes payable 287,881 (98,206)
(Increase) in other assets 162,582 (83,959)
Net cash provided by operating activities 541,687 575,323
Cash flows from investing activities
Proceeds from sale of property and equipment 119,023 --
Purchases of property and equipment (301,470) (834,909)
Investment in closely held business 18,360 --
Payments on note receivable 291,593 --
Net cash provided (used) by investing activities 127,505 (834,909)
Cash flows from financing activities
Payments on revolving credit facilities (2,154,093) (242,980)
Decrease in bank overdraft (170,308) (71,657)
Note receivable payments -- (57,804)
Payments on long-term debt (325,346) (197,768)
Borrowings -- 523,255
Restricted cash 278,352 224,626
Sale of stock 3,692,246 691,901
Net cash provided by financing activities 1,320,852 869,573
Net increase in cash and equivalents 1,990,044 609,987
Cash and equivalents, beginning of period 151,992 95,150
Cash and equivalents, end of period $2,142,036 $ 705,137
The accompanying notes are an integral part of the financial statements.
-6-
<PAGE>
METEOR INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1997
NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Meteor Industries, Inc.("Meteor" or "Company") was incorporated on December
22, 1992, as a Colorado based holding company. Graves Oil & Butane Co.,
Inc. ("Graves"), which was acquired effective September 1, 1993, is a
wholesale and retail distributor of petroleum products primarily in
northern New Mexico, Colorado, Arizona and Utah. Graves also operates
retail gasoline and convenience stores in northern New Mexico and
Colorado. El Boracho, Inc., which was acquired September 1, 1993, holds a
liquor license for use by an Albuquerque, New Mexico convenience store.
Hillger Oil Company ("Hillger"), which was acquired effective April 1,
1995, is a wholesale and retail distributor of petroleum products primarily
in southern New Mexico and Arizona. In addition, Hillger operates and owns
through a subsidiary, Hatch Pyramid LLC, retail gasoline and convenience
stores in southern New Mexico. Capco Resources, Inc. ("CRI"), is a holding
Company involved in the development of a power project in Pakistan. The
acquisition of CRI was accounted for as a reverse acquisition with CRI
treated as the acquirer. In 1996 the Company transferred its ownership of
CRI to Meteor Holdings LLC ("MHL"). Innovative Solutions and Technologies,
Inc. ("IST") is involved in providing environmental consulting. Capco
Analytical Services, Inc. ("CAS") is involved in providing laboratory
analysis.
PRINCIPLES OF CONSOLIDATION AND ORGANIZATION - The consolidated financial
statements include the accounts of Meteor Industries, Inc., and its wholly
owned subsidiaries, Graves, including its wholly owned subsidiary, El
Boracho, Inc., Hillger including its 75% owned subsidiary Hatch Pyramid
LLC, CAS and IST and Meteor's 73% owned subsidiary, Meteor Holdings LLC.
All significant intercompany transactions and balances have been eliminated
in consolidation.
These financial statements have been prepared in accordance with generally
accepted accounting principles for interim financial information. Accord-
ingly, they do not include all of the information and footnotes required by
generally accepted accounting principles for complete financial statements.
In the opinion of management, such interim statements reflect all adjust-
ments (consisting of normal recurring accruals) necessary to present fairly
the financial position and the results of operations and cash flows for the
interim periods presented. The results of operations for these interim
periods are not necessarily indicative of the results to be expected for
the full year. These financial statements should be read in conjunction
with the audited consolidated financial statements and footnotes for the
year ended December 31, 1996, filed with the Company's Form 10-K.
Earnings per common and common equivalent share are computed by dividing
the net income by the weighted average number of common shares. The number
of shares used in the earnings per share computation for the three and six
months ended June 30, 1997, is 3,670,228 and 3,511,895, respectively; and
for the three and six months June 30, 1996, is 3,114,903 and 3,069,903,
respectively.
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<PAGE>
NOTE 2 - NEW ACCOUNTING PRONOUNCEMENTS
In February, 1997, the Financial Accounting Standards Board issued State-ment
of Financial Accounting Standards No. 128, "Earnings per Share" ("SFAS
No. 128"). The standard requires presentation of earnings per share on a
"basic" (only actual shares outstanding) and "fully diluted" (actual shares
outstanding plus the effect of other dilutive securities) basis. At this
time, the Company does not expect the adoption of SFAS No. 128 to have a
material impact on the Company's earnings per share.
During the second quarter, two new accounting pronouncements were issued
that will impact the Company. Statement of Financial Accounting Standards
No. 130 "Reporting Comprehensive Income" establishes standards for reporting
and display of comprehensive income and its components. Comprehensive income
is defined as the change in equity of a business enterprise
during the period from transactions and other events and circumstances from
nonowner sources. It includes net income and other items that are
currently excluded from the calculation of net income. The statement is
effective for the Company beginning in 1998.
Statement of Financial Accounting Standards No. 131 "Disclosure About
Segments of an Enterprise and Relation Information" was also issued. This
statement provides new guidelines for determining an entity's operating
segments and the type and level of financial information to be disclosed.
The statement requires management to identify operating segments based on
the way the management disaggregates the entity for making internal
operating decisions. The statement is effective for the Company beginning
in 1998. The Company is currently evaluating the impact this statement
will have on its disclosures.
NOTE 3 - SUBSEQUENT EVENT
In August, Meteor acquired all of the outstanding shares of Fleischli Oil
Company, Inc. ("Fleischli Oil") for cash in the amount of $4,752,000.
Fleischi Oil is a petroleum marketing and distribution company doing business
in Colorado, Wyoming, South Dakota, Nevada, Utah, Montana, Nebraska and Idaho.
Fleischli Oil will continue to be operated by Fleischli's current management,
as a separate subsidiary of Meteor.
-8-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS FOR METEOR INDUSTRIES, INC.
This Report contains forward-looking statements within the meaning of the
"safe harbor" provisions of the Private Securities Litigation Reform Act
of 1995. 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.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities totaled $541,687 for the six
months ended June 30, 1997 compared to $575,323 for the period ended June
30, 1996. The decrease in cash provided is primarily related to the timing
of payments of accounts payable.
As of June 30, 1997, the Company had working capital of $4,381,436 compared
to a working capital deficit of $(454,976) at December 31, 1996. The
increase in the working capital is due primarily to sale of stock and
partial collection of a note receivable from a related party.
Net cash provided by investing activities totaled $127,505 for the six
months ended June 30, 1997, compared to cash used of $834,909 for the
period ended June 30, 1996. The increase is primarily a result of the sale
of property and equipment and partial collection of a loan to related
party, which is offset by purchases of property and equipment.
Because of the Company's continued expansion and development efforts, the
Company's liquidity requirements have increased and are expected to con-
tinue to increase as a result of the need to reduce the Company's existing
debt related to prior acquisitions. During the quarter the Company raised
$3,692,246 in a public sale of stock.
Net cash provided by financing activities totaled $1,320,852 for the six
months ended June 30, 1997 compared to a provision of $869,573 for the
period ended June 30, 1996. The increase in cash provided is primarily
related to sale of stock, which is offset by payments of notes payable and
revolving line of credit.
The Company has two revolving bank credit facilities with Norwest Business
Credit, Inc. - one for $3,000,000 and one for $1,500,000. The credit lines
are subject to the borrowing base of the Company's subsidiaries, as defined
and on June 30, 1997, nothing was borrowed against the facilities. The
Company has been in default on timely filing of information with the
lender. The Company was also in default of the net worth requirements for
one of the sub-sidiaries, which default has been corrected. The lender
waived these defaults. The Company is and will continue to be in default in
timely filing of information and it is expected the lender will continue to
waive the timely filing violations.
The Company has a term loan with a New Mexico bank which is due in January,
1998 and a term loan with Norwest Business Credit, Inc. which is due in
June, 1998. The balances at June 30, 1997, were $124,711 and $124,992,
respectively. The loans are collateralized by real estate and buildings
and equipment and require approximately $29,000 per month in payments.
At June 30, 1997, the Company owned 50% of a limited liability company
which in June, 1996, acquired a convenience store for $610,000 using
-9-
<PAGE>
financing through Phillips Performance Fund. The balance of the loan at
June 30, 1997 was $489,066. The Company is a co-signer on this loan which
has a term of 10 years. The Company records its investment using the
equity method, which reflects only the Company's share of the net worth of
the LLC.
The Company owns 75% of a limited liability company which in December,
1996, acquired a convenience store for $415,000 using seller financing of
$315,000. The loan has quarterly payments of $14,000 and a term of 7
years.
A subsidiary of the Company has preferred stock outstanding which requires
no periodic payments but accrues an 8% dividend and must be redeemed for
$3,543,000 plus accrued dividends at the holder's request any time after
September 15, 2000 unless earlier converted into common stock pursuant to
its terms. This preferred stock is treated as a minority interest on the
balance sheet and recorded at its discounted value.
The Company owes the founder of one of its subsidiaries $1,649,295 payable
in semi-annual installments of $200,000 which includes principal and
interest calculated at 2 percentage points in excess of Citibank's prime
rate. All previously unpaid principal and interest is due October 1, 1997.
It is anticipated that $670,000 will be offset by payments on notes
receivable from the founder also due October 1, 1997. The Company plans to
pay this debt by drawing down its $3,000,000 line of credit or possibly
selling or refinancing one of its convenience stores.
The Company is obligated to pay lease costs of approximately $66,000
monthly for land, building, facilities, and equipment.
In order to pay its obligations, the interest on such obligations and other
expenses, the Company must generate cash flow from operations which exceeds
that which has been achieved in the past. In addition, even if historical
cash flow is exceeded throughout the terms of its obligations, the Company
will probably be required to raise capital or refinance its existing debt
in order to pay its obligations as they become due. During the second
quarter the Company sold 690,000 shares of stock.
The Company utilizes underground tanks at various locations to store
petroleum products and is therefore subject to various federal and state
statutes concerning environmental protection, as well as the New Mexico
Ground Water Protection Act. The various federal and state statutes are
designed to identify environmental damage, identify hazardous material
and/or operations, regulate operations engaged in hazardous activities, and
establish procedures for remedial action as necessary.
The state of New Mexico has recognized the potential cleanup costs
resulting from regulations, and the New Mexico Ground Water Protection Act
has included the establishment of a corrective action fund. The purpose of
the fund is to provide monetary assistance in both assessing site damage
and correcting the damage where such costs are in excess of $10,000.
Assistance is not available to repair or replace underground tanks or
equipment. The law specifies requirements which must have been met for an
applicant to be eligible, including a provision that payments will be made
in accordance with regulations (which have not yet been issued), and states
that payment from the corrective action fund are limited to amounts in that
fund. The Company is responsible for any contamination of land it owns or
leases; however, the Company's responsibilities may be limited as a result
of possible claims for reimbursement from third parties.
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<PAGE>
The Company maintains detailed inventory records and performs tank and line
tightness tests on a regular basis on all underground storage tanks.
Management has assessed the environmental contingencies and does not
anticipate any potential liabilities that will have a material adverse
effect on the consolidated financial position, results of operation, or
liquidity of the Company.
RESULTS OF OPERATIONS
COMPARISON OF THE THREE MONTHS ENDED JUNE 30, 1997 TO JUNE 30, 1996
The Company is primarily engaged in the business of marketing and
distributing refined petroleum and related products employing wholesale,
convenience store operations and environmental services.
The Company's sales for the three months ended June 30, 1997, were
$14,307,724 compared to $15,993,019 for the comparable period ending June
30, 1996. The decrease in revenue of $1,685,295 is primarily related to
decreases in sales at the convenience stores and in commercial sales.
Management has discontinued some commercial sales which had low margins and
high operating costs.
The Company's cost of sales for the three months ended June 30, 1997, were
$11,977,551 (83.7% of sales) compared to $13,430,431(84.0% of sales) for
the comparable period ended June 30, 1996. The decrease of $1,452,886 in
cost of sales is primarily due to the decrease in fuel costs due to lower
volumes, however, the percentage of sales decreased as the company
increased sales of higher profit items.
The Company's gross profit for the three months ended June 30, 1997, was
$2,330,173 compared to $2,562,582 for the comparable period ended June 30,
1996. The decrease of $232,409 is primarily related to a decrease in sales
volumes and a decrease in gasoline margins. Gasoline margins are dictated
by competition in a given area and the Company has limited control over
such margins.
The Company's selling, general and administrative expenses were $2,028,835
for the three months ended June 30, 1997, compared to $2,037,756 for the
comparable period ended June 30, 1996. The Company has cut expenses at the
subsidiary levels, however such savings have been offset by an increase in
corporate overhead related to acquisition activity and capital raising
activities.
The Company's depreciation for the three months ended June 30, 1997, was
$219,516 compared to $212,489 for the comparable period ended June 30,
1996.
The Company's other income for the three months ended June 30, 1997 was
$86,150 compared to $9,960 for the comparable period ended June 30, 1996.
The increase is primarily related to a decrease in interest expense due to
less debt and gain on sale of assets.
The Company's provision for income taxes for the three months ended June
30, 1997, was $65,509 compared to $192,304 for the comparable period ended
June 30, 1996. This decrease is due to less taxable income.
The Company's net income for the three months ended June 30, 1997, was
$2,033 compared to $34,947 in the prior period. The change in net income
is due to the above described items.
-11-
<PAGE>
COMPARISON OF THE SIX MONTHS ENDED JUNE 30, 1997 TO JUNE 30, 1996
The Company is primarily engaged in the business of marketing and
distributing refined petroleum and related products employing wholesale,
convenience store operations and environmental services.
The Company's sales for the six months ended June 30, 1997, were
$28,160,264 compared to $29,378,558 for the comparable period ending June
30, 1996. The decrease in revenue of $1,218,294 is primarily related to
decreases in sales at the convenience stores and in commercial sales.
Management has discontinued some commercial sales which had low margins and
high operating costs.
The Company's cost of sales for the six months ended June 30, 1997, were
$23,606,022 (83.8% of sales) compared to $24,260,360(82.5% of sales) for
the comparable period ended June 30, 1996. The decrease of $654,338 in cost
of sales is primarily due to the decrease in fuel costs due to lower
volumes.
The Company's gross profit for the six months ended June 30, 1997, was
$4,554,242 compared to $5,118,198 for the comparable period ended June 30,
1996. The decrease of $563,956 is primarily related to a decrease in sales
volumes and a decrease in gasoline margins. Gasoline margins are dictated
by competition in a given area and the Company has limited control over
such margins.
The Company's selling, general and administrative expenses were $4,001,287
for the six months ended June 30, 1997, compared to $3,998,806 for the
comparable period ended June 30, 1996. The Company has cut expenses at the
subsidiary levels, however such savings have been more than offset by an
increase in corporate overhead related to acquisition activity and capital
raising activities.
The Company's depreciation for the six months ended June 30, 1997, was
$439,031 compared to $433,578 for the comparable period ended June 30,
1996.
The Company's other income for the six months ended June 30, 1997 was
$570,745 compared to $(31,934) for the comparable period ended June 30,
1996. The increase is primarily related to a decrease in interest expense
due to less debt and gain on sale of assets and a settlement of litigation
for $480,000, net of expenses.
The Company's provision for income taxes for the six months ended June 30,
1997, was $267,021 compared to $255,013 for the comparable period ended
June 30, 1996. This increase is due to more taxable income.
The Company's net income for the six months ended June 30, 1997, was
$216,788 compared to $208,235 in the prior period. The change in net
income is due to the above described items. It should be noted that if the
Company had not had other income from the settlement of litigation of
approximately $480,000, the Company would have recorded a net loss of
approximately $76,000 for the six months ended June 30, 1997.
-12-
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. None.
Item 2. Changes in Securities. None.
Item 3. Defaults Upon Senior Securities. None.
Item 4. Submission of Matters to a Vote of Security Holders. None.
Item 5. Other Information. None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 27 Financial Data Schedule Filed herewith
electronically
(b) Reports on Form 8-K. None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Issuer caused
this Report to be signed on its behalf by the undersigned, thereunto duly
authorized.
METEOR INDUSTRIES, INC.
By /s/ Dennis R. Staal
Dennis R. Staal, Treasurer
(Chief Financial and
Accounting Officer)
Dated: August 14, 1997
-13-
<PAGE>
EXHIBIT INDEX
EXHIBIT METHOD OF FILING
- --------------------------- -----------------------------
27. FINANCIAL DATA SCHEDULE Filed herewith electronically
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheets and consolidated statements of operations found
on pages 3, 4 and 5 of the Company's Form 10-Q for the year to date, and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 2,792,039
<SECURITIES> 0
<RECEIVABLES> 6,397,061
<ALLOWANCES> 0
<INVENTORY> 1,187,041
<CURRENT-ASSETS> 10,740,771
<PP&E> 8,243,379
<DEPRECIATION> 0
<TOTAL-ASSETS> 21,717,012
<CURRENT-LIABILITIES> 6,159,335
<BONDS> 0
<COMMON> 4,130
0
0
<OTHER-SE> 9,024,795
<TOTAL-LIABILITY-AND-EQUITY> 21,717,012
<SALES> 28,160,264
<TOTAL-REVENUES> 28,160,264
<CGS> 23,606,022
<TOTAL-COSTS> 4,440,318
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 202,627
<INCOME-PRETAX> 684,669
<INCOME-TAX> 267,021
<INCOME-CONTINUING> 216,788
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 216,788
<EPS-PRIMARY> .06
<EPS-DILUTED> .06
</TABLE>
