ORYX TECHNOLOGY CORP
10QSB, 1998-10-15
ELECTRICAL INDUSTRIAL APPARATUS
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<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB
 (Mark one)
          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
  /X/     EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 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: 1-12680

                              ORYX TECHNOLOGY CORP.

        (Exact name of small business issuer as specified in its charter)


                       Delaware                                22-2115841
           (State or other jurisdiction of                  (I.R.S. Employer
            incorporation or organization)               Identification Number)


                  1100 Auburn Street
                  Fremont, California                             94538
       (Address of principal executive offices)                (Zip Code)



         Issuer's telephone number, including area code: (510) 492-2080


     Check whether the issuer (1) has filed all reports required to be filed by
     Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
     preceding 12 months (or for such shorter period that the registrant was
     required to file such reports), and (2) has been subject to such filing
     requirements for the past 90 days. Yes X    No 
                                           ---      ---

     The number of shares outstanding of the issuer's Common Stock as of 
     August 31, 1998 was 13,124,821.

                                       1
<PAGE>


                              ORYX TECHNOLOGY CORP.

                                   FORM 10-QSB

                                Table of Contents
<TABLE>


<S>      <C>                                                                                     <C>
PART I.  FINANCIAL INFORMATION                                                                   Page

Item 1.  Condensed Consolidated Financial Statements and Notes to Condensed Consolidated
         Financial Statements....................................................................  3

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations...........................................................................  8


PART II. OTHER INFORMATION

Item 2.  Changes in Securities and Use of Proceeds...............................................  11

Item 6.  Exhibits and Reports on Form 8-K........................................................  11
</TABLE>

                                           2
<PAGE>




PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements

                              ORYX TECHNOLOGY CORP.
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                    August 31, 1998         February 28, 1998
                                                                  --------------------     ---------------------
<S>                                                                <C>                      <C>
                             ASSETS
Current assets:
  Cash and cash equivalents                                        $        1,847,000        $          722,000
  Accounts receivable, net                                                    849,000                 1,100,000
  Inventories                                                                 415,000                   397,000
  Other current assets                                                        187,000                   670,000
  Net assets of discontinued operations                                             -                 1,060,000
                                                                   ------------------        ------------------
         Total current assets                                               3,298,000                 3,949,000
Property and equipment, net                                                   470,000                   490,000
Other assets                                                                1,129,000                 1,114,000
                                                                   ------------------        ------------------
                                                                   $        4,897,000        $        5,553,000
                                                                   ------------------        ------------------
                                                                   ------------------        ------------------

                                     LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Bank borrowings                                                  $            3,000        $          129,000
  Capital lease obligations                                                     5,000                    16,000
  Deferred revenue                                                            612,000                   874,000
  Accounts payable                                                            500,000                   431,000
  Accrued liabilities                                                         753,000                   998,000
                                                                   ------------------        ------------------
         Total current liabilities                                          1,873,000                 2,448,000
  
Deferred gain                                                                 646,000                   646,000
Capital lease obligations, less current portion                                12,000                    12,000
Bank borrowings, less current portion                                          18,000                         -
                                                                   ------------------        ------------------
         Total  liabilities                                                 2,549,000                 3,106,000
                                                                   ------------------        ------------------


Stockholders' equity:
  Series A 2% Convertible Cumulative Preferred
     Stock                                                                    107,000                   107,000
  Common Stock, 13,124,821 issued and outstanding                              13,000                    13,000
  Additional paid in capital                                               19,904,000                19,711,000
  Accumulated deficit                                                     (17,676,000)              (17,384,000)
                                                                   ------------------        ------------------
         Total stockholders' equity                                         2,348,000                 2,447,000
                                                                   ------------------        ------------------
                                                                   $        4,897,000        $        5,553,000
                                                                   ------------------        ------------------
                                                                   ------------------        ------------------
</TABLE>

   See the accompanying notes to condensed consolidated financial statements.


                                           3
<PAGE>



                              ORYX TECHNOLOGY CORP.
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                Three Months Ended                    Six Months Ended
                                                                     August 31,                           August 31,
                                                        -----------------------------------------------------------------------
                                                               1998               1997               1998              1997
                                                        ---------------    ---------------    ---------------   ---------------
<S>                                                     <C>                <C>                <C>               <C>        
Net Revenue                                               $  1,256,000      $   2,546,000      $   2,543,000     $    4,488,000
Cost of sales                                                  841,000          2,014,000          1,784,000          3,404,000
                                                          ------------       ------------       ------------       ------------
  Gross profit                                                 415,000            532,000            759,000          1,084,000
                                                          ------------       ------------       ------------       ------------

Operating expenses:
 Marketing and selling                                          56,000            343,000            114,000            609,000
 General and administrative                                    351,000            628,000            662,000          1,544,000
 Research and development                                      172,000          1,068,000            245,000          2,337,000
                                                                             ------------       ------------       ------------
       Total operating expenses                                579,000          2,039,000          1,021,000          4,490,000
                                                          ------------       ------------       ------------       ------------

Loss from operations                                          (164,000)        (1,507,000)          (262,000)        (3,406,000)
Interest income (expense), net                                   2,000            (60,000)           (29,000)           (46,000)
                                                          ------------       ------------       ------------       ------------

Loss from continuing operations                               (162,000)        (1,567,000)          (291,000)        (3,452,000)
                                                          ------------       ------------       ------------       ------------

Loss from discontinued operations                                    -         (1,105,000)                 -         (1,763,000)
                                                          ------------       ------------       ------------       ------------

Net loss                                                      (162,000)        (2,672,000)          (291,000)        (5,215,000)
Dividends                                                            -              1,000             (1,000)           (1, 000)
                                                          ------------       ------------       ------------       ------------
                                                                                                                   
    Net loss attributable to Common Stock                 $   (162,000)      $ (2,671,000)       $  (292,000)       $(5,216,000)
                                                          ------------       ------------       ------------       ------------
                                                          ------------       ------------       ------------       ------------

Basic and diluted loss per common share from
  continuing operations                                   $      (0.01)      $      (0.12)      $      (0.02)      $      (0.26)
                                                          ------------       ------------       ------------       ------------
                                                          ------------       ------------       ------------       ------------
                                                                                                                 
Basic and diluted loss per common share from
  discontinued operations                                            -              (0.08)                 -              (0.14)
                                                          ------------       ------------       ------------       ------------
                                                          ------------       ------------       ------------       ------------
     Basic and diluted net loss per common share          $      (0.01)      $      (0.20)      $      (0.02)      $      (0.40)
                                                          ------------       ------------       ------------       ------------
                                                          ------------       ------------       ------------       ------------

 Weighted average common shares used to compute
  basic and diluted net loss per share (Note 4)             13,125,000         13,125,000         13,125,000         13,086,000
                                                          ------------       ------------       ------------       ------------
                                                          ------------       ------------       ------------       ------------
</TABLE>

    See the accompanying notes to condensed consolidated financial statements.

                                     4
<PAGE>



                              ORYX TECHNOLOGY CORP.
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                    Six Months Ended
                                                                                       August 31,
                                                                          -------------------------------------
                                                                          ----------------     ----------------
                                                                                1998                 1997
                                                                          ----------------     ----------------
<S>                                                                       <C>                  <C>               
Cash flows from operating activities:
 Net loss                                                                  $     (291,000)      $    (5,215,000)
Adjustments to reconcile net loss
 to net cash provided by (used in) operating activities:
   Loss from discontinued operations                                                    -             1,763,000
   Depreciation and amortization                                                   83,000               192,000
   Non-cash stock compensation charge                                              11,000                     -
Changes in assets and liabilities:
   Accounts receivable, net                                                       251,000             1,396,000
   Inventories                                                                    (18,000)              335,000
   Other current assets                                                           483,000              (154,000)
   Other assets                                                                   (15,000)              (68,000)
   Deferred revenue                                                              (262,000)                    -
   Accounts payable                                                                69,000              (650,000)
   Accrued liabilities                                                            (63,000)              540,000
                                                                          ----------------     ----------------
   Net cash provided by (used in) continued operations                            248,000            (1,861,000)
   Net cash provided by (used in) discontinued operations                       1,060,000            (1,249,000)
                                                                          ----------------     ----------------
   Net cash provided by (used in) operations                                    1,308,000            (3,110,000)
                                                                          ----------------     ----------------

Cash flows from investing activities:
 Capital expenditures                                                             (63,000)             (227,000)
                                                                          ----------------     ----------------
    Net cash used in investing activities                                         (63,000)             (227,000)
                                                                          ----------------     ----------------

Cash flows from financing activities:
 Repayment of bank line of credit                                                (129,000)                    -
 Proceeds from notes payable                                                       21,000               743,000
 Proceeds from exercise of options and warrants for common stock                        -               208,000
 Other                                                                            (12,000                 5,000
                                                                          ----------------     ----------------
    Net cash provided by (used in) financing activities                          (120,000)              956,000
                                                                          ----------------     ----------------

Net increase (decrease) in cash and cash equivalents                            1,125,000            (2,381,000)

Cash and cash equivalents at beginning of period                                  722,000             2,389,000
                                                                          ----------------     ----------------
Cash and cash equivalents at end of period                                $     1,847,000       $         8,000
                                                                          ----------------     ----------------
                                                                          ----------------     ----------------
</TABLE>

   See the accompanying notes to condensed consolidated financial statements.


                                      5
<PAGE>


                              ORYX TECHNOLOGY CORP.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - GENERAL

The information contained in the following Notes to Condensed Consolidated
Financial Statements is condensed; accordingly, the financial statements
contained herein should be reviewed in conjunction with the Company's Form
10-KSB for the year ended February 28, 1998.

The results of operations for the interim periods presented are not necessarily
indicative of the results expected for the entire year.

The financial information for the periods ended August 31, 1998 and 1997
included herein is unaudited but includes all adjustments which, in the opinion
of management of the Company, are necessary to present fairly the financial
position of the Company and its subsidiary at August 31, 1998, and the results
of their operations and cash flows for the three and six month periods ended
August 31, 1998 and August 31, 1997.

NOTE 2 - STOCKHOLDERS' EQUITY

On August 11, 1998, the Company entered into a seventeen month Marketing
Agreement (the "Agreement") to receive investor relation services from
Continental Capital. In consideration for services to be received, the Company
will issue to Continental Capital 40,500 shares of common stock, an additional
162,000 shares of common stock, subject to certain escrow provisions, and a
warrant to purchase 60,000 shares of common stock at $1.09 per share with a
two-year term. The Company will recognize expense as the services are received.

NOTE 3 - INVENTORIES

The components of inventory were as follows:
<TABLE>
<CAPTION>
                              August 31,                     February 28,
                                 1998                            1998
                          -----------------              -------------------
<S>                       <C>                            <C>
Raw materials                 $     99,000                 $         84,000
Finished goods                     316,000                          313,000
                          -----------------              -------------------
                              $    415,000                 $        397,000
                          -----------------              -------------------
                          -----------------              -------------------
</TABLE>

NOTE 4 - LOSS PER SHARE

Basic earnings per share is computed by dividing loss available to common
stockholders by the weighted average common shares outstanding for the period.
Diluted earnings per share reflects the weighted average common shares
outstanding plus the potential effect of dilutive securities which are
convertible to common shares such as options, warrants, and preferred stock. Due
to the net losses from operations

                                     6
<PAGE>

incurred for the three and six month periods ended August 31, 1998 and August 
31, 1997, all common stock equivalents outstanding were considered 
anti-dilutive and were excluded from the calculations of diluted net loss per 
share. No adjustments were made to net loss attributable to common stock in 
the calculation of basic earnings per share in any period presented. 
Anti-dilutive securities and common stock equivalents at August 31, 1998 
which could be dilutive in future periods include common stock options to 
purchase 2,776,000 shares of common stock, warrants to purchase 4,694,000 
shares of common stock, 4,500 shares of Series A preferred stock which may be 
converted into 53,000 shares of common stock and the minority interest 
investment and subsidiary stock options to purchase 304,000 shares in the 
Company's SurgX subsidiary which could reduce the Company's share of profits 
in the calculation of earnings per share in future periods.

NOTE 5 - CREDIT FACILITY

In March 1998, the Company amended its credit facility reducing the Accounts
Receivable Revolving Batch Facility and Inventory Credit Line from $4,000,000
and $1,500,000 respectively, to a maximum borrowing of $500,000 each. Under the
amended agreement, the Accounts Receivable Revolving Batch Facility expires in
March 1999 and the Inventory Credit Line expires in August 1999. At August 31,
1998, the Company did not have amounts outstanding under the Accounts Receivable
Revolving Batch Facility or the Inventory Credit Line.

NOTE 6 - COMPREHENSIVE INCOME

In March 1998, the Company adopted Statement of Financial Accounting Standards
(SFAS) No. 130, "Reporting Comprehensive Income." Comprehensive income, as
defined, includes all changes in equity during a period from non-owner sources
including unrealized gains and losses on available-for-sale securities. There is
no difference between net loss attributable to common stock and comprehensive
loss for all periods presented.


NOTE 7 - NEW ACCOUNTING STANDARD

In June 1997, the FASB issued SFAS No. 131 ("SFAS 131"), "Disclosure about
Segments of an Enterprise and Related Information." This statement establishes
standards for the way companies report information about operations segments in
annual financial statements for the periods beginning after December 15, 1997.
It also establishes standards for related disclosures about products and
services, geographic areas, and major customers. It is not expected that
adoption of SFAS 131 will have an impact on the Company's consolidated financial
statement disclosures.

NOTE 8 - DISPOSITION

On March 2, 1998, the Company sold substantially all of the properties, assets,
rights, business and certain liabilities of Power Products for $2,000,000 in
cash and a contingent additional amount up to $4,000,000 to be calculated based
upon sales of certain specified products to specified customers during the
fourteen month period immediately following the closing of the transaction. As
the Company had a loss on disposal, all losses were recognized as if the
transaction was completed as of February 28, 1998. The sale of Power Products
had been accounted for as a discontinued operation and accordingly the net
assets held for sale and operating results of Power Products for the fiscal year
ended February 28, 1998 and six months ended August 31, 1997 were segregated and
reported as discontinued operations. At August 31, 1998, the Company had not yet
recorded any of the additional consideration related to the sale of Power
Products as the sales contingencies required for such additional 
consideration had not been met.

                                        7
<PAGE>

ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

This discussion and analysis is designed to be read in conjunction with the
Management's Discussion and Analysis set forth in the Company's Form 10-KSB, as
amended, for the fiscal year ended February 28, 1998.

Some of the information in this report, including the discussion of the
Company's strategy, and various statements concerning the Company's plans for
expansion and expectations for growth constitute forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. Actual results
could differ materially from those projected in the forward-looking statements
as a result of the risks and uncertainties described under the caption "Risk
Factors" set forth in Part I of the Company's Form 10-KSB, as amended, and those
identified by the Company from time to time in other filings with the Securities
and Exchange Commission (the "Commission"), press releases and other
communications.

In addition to an analysis of recent and historical financial results, the 
Form 10-KSB, as amended, includes an analysis of certain of the risks of the 
Company's business, including risks relating to the competitive environment 
in which the Company operates. Although the Company has sought to identify 
the most significant risks to its business, the Company cannot predict 
whether or to what extent any of such risks will be realized nor can there be 
any assurance that the Company has identified all possible problems that the 
Company might face. All investors should carefully read the Form 10-KSB, as 
amended, together with this Form 10-QSB, and the Company's other public 
filings, and consider all such risks before making an investment decision 
with respect to the Company's securities.

BUSINESS SEGMENTS

During fiscal 1998, the Company embarked upon a major restructuring program that
resulted in the sale on February 27, 1998 of the Instruments business segment of
Oryx Instruments and Materials Corporation, and the sale on March 2, 1998 of
substantially all the assets and the business of Oryx Power Products
Corporation. Following this restructuring the Company has organized into two
operating segments: SurgX Corporation and a Materials business segment. In
addition, a corporate segment includes certain activities that are not related
to any other operations. The businesses are as follows:

<TABLE>
<CAPTION>

                  Segment/Subsidiary                   Businesses
                  ------------------                   ----------
                  <S>                         <C>
                  SurgX Corporation           - Surge Protection Components
                  Materials                   - Sputtering Target Assemblies
</TABLE>

In the course of selling the business units described above, the Company
disposed of business segments that had accounted for a substantial majority of
its revenues. While the Company believes that this downsizing will substantially
reduce its losses and provide capital to support on-going development
activities, the actual future impact of the downsizing cannot be determined with
any certainty.

Operating results for the Instruments business segment, sold February 27, 1998,
are reflected in the financial statements for the three and six months periods
ended August 31, 1997. Therefore, for comparison purposes only, operating
results for the Instruments business segment for the six months ended August 31,
1997 are identified below:

                                   8
<PAGE>

<TABLE>
<CAPTION>

                                                  SIX MONTHS ENDED                          SIX MONTHS ENDED
                                                   AUGUST 31, 1997                           AUGUST 31, 1998
                                                   ---------------                           ---------------
                                                                                 Instruments
                                            Oryx             Instruments           Business               Oryx
                                         Technology            Business           Segment as           Technology
                                        Consolidated            Segment           % of Total           Consolidated
                                       ----------------     ---------------    ----------------    ------------------
<S>                                    <C>                   <C>                <C>                 <C>
Revenues                                $    4,488,000        $  1,922,000           43%              $    2,543,000

Cost of sales                                3,404,000           1,686,000           50%                   1,784,000
                                       ----------------     ---------------                        ------------------

Gross Profit                                 1,084,000             236,000           22%                     759,000

Operating expenses:
  Marketing and sales                          609,000             562,000           92%                     114,000
  General and administrative                 1,544,000             177,000           11%                     662,000
  Research and development                   2,337,000             985,000           42%                     245,000
                                       ----------------     ---------------                        ------------------
     Total operating expenses                4,490,000           1,724,000                                 1,021,000

Loss from operations                    $   (3,406,000)      $  (1,488,000)          44%              $     (262,000)
                                       ----------------     ---------------                        ------------------
                                       ----------------     ---------------                        ------------------
</TABLE>

RESULTS OF OPERATIONS

For the quarter ended August 31, 1998, revenues decreased by $1,290,000 or 51%
from 2,546,000 for the quarter ended August 31, 1997, to $1,256,000 for the
quarter ended August 31, 1998. Revenues for the six months ended August 31, 1998
decreased $1,945,000 or 43% from $4,488,000 for the six months ended August 31,
1997 to $2,543,000 for the six months ended August 31,1998. The decrease in
revenues for both periods is primarily related to the loss of sales from the
Instruments business segment.

The Company's gross profit decreased from $532,000 for the quarter ended August
31, 1997, to $415,000 for the quarter ended August 31, 1998, representing a
decrease of $117,000 or 22%. Gross profit decreased by $325,000 or 30% from
$1,084,000 for the six months ended August 31, 1997 to $759,000 for the six
months ended August 31, 1998. The decrease in gross profit for both periods is
primarily attributable to the loss of gross profit contribution from the
Instruments business segment.

Marketing and selling expenses decreased from $343,000 for the quarter ended
August 31, 1997, to $56,000 for the quarter ended August 31, 1998, representing
a decrease of $287,000 or 84%. Marketing and selling expenses decreased by
$495,000 or 81% from $609,000 for the six months ended August 31, 1997 to
$114,000 for the six months ended August 31, 1998. The decrease in both periods
is primarily due to the reduction of marketing and sales expenses directly
related to the Instruments business segment.

General and administrative expenses decreased from $628,000 for the quarter
ended August 31, 1997, to $351,000 for the quarter ended August 31, 1998,
representing a decrease of $277,000 or 44%. General and administrative expenses
decreased by $882,000 or 57% from $1,544,000 for the six months ended August 31,
1997 to $662,000 for the six months ended August 31, 1998. The decrease in
general and administrative expenses in both periods is due to an overall
reduction in expenses of supporting the new organization structure and the
reduction in general and administrative costs directly associated with the
Instruments business segment. 

                                  9
<PAGE>

Research and development expenses decreased from $1,068,000 in the quarter 
ended August 31, 1997, to $172,000 for the quarter ended August 31, 1998, 
representing a decrease of $896,000 or 84%. Research and development expenses 
decreased $2,092,000 or 90% from $ 2,337,000 for the six months ended August 
31, 1997 to $245,000 for the six months ended August 31, 1998. Decreases in 
research and development spending for both periods were primarily as a result 
of the elimination of research and development expenses associated with the 
Instruments business segment, elimination of SurgX development activities 
related to on-chip (integrated circuit) ESD protection, and an increase in 
development funding which offset research and development expenses.

The Company continues to focus its development activities on improvements in
electrical performance and reductions in manufacturing costs for its SurgX
technology. The Company believes these development efforts must be successful in
order to enhance the commercial viability of this technology. While the Company
believes it has financial and technical resources to support these activities
through fiscal 1999, there can be no assurance that these technological
enhancements can be commercially developed, or that, if developed, will actually
increase the commercial viability of the SurgX technology. While the Company is
actively pursuing new development funding contracts to offset costs of current
development activities, there can be no assurance that the Company will be
successful in this endeavor.

LIQUIDITY AND CAPITAL RESOURCES

The Company's working capital decreased by $76,000 from a surplus of $1,501,000
at February 28, 1998 to a surplus of $1,425,000 at August 31, 1998. Cash and
cash equivalents increased by $1,125,000 from $722,000 for the year ended
February 28, 1998 to $1,847,000 for the quarter ended August 31, 1998. This
increase in cash and cash equivalents is primarily due to net proceeds from the
sale of the business of Oryx Power Products Corporation and the Instruments
business segment. Management believes it has sufficient capital to meet its
fiscal year 1999 operating plan. In the event the Company does not meet its
operating plan, there can be no assurance that the Company will be able to raise
capital through an asset sale or development contract in a timely manner, or at
all.

YEAR 2000 ISSUE

The Company has commenced, for all of its information systems, a year 2000 date
conversion project to address all necessary code changes, testing and
implementation. The "Year 2000 Computer Problem" creates risk for the Company
from unforeseen problems in its own computer systems and from third parties with
whom the Company deals on financial transactions worldwide. Such failures of the
Company's and/or third parties' computer systems could have a material impact on
the Company's ability to conduct its business, and especially to process and
account for the transfer of funds electronically. Management expects that the
year 2000 compliance expense and related potential effects on the Company's
earnings will be immaterial.

                                        10
<PAGE>

                                     PART II

                                OTHER INFORMATION


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

          On August 11, 1998, the Company entered into a seventeen month 
          Marketing Agreement (the "Agreement") to receive investor relations 
          services from Continental Capital. In consideration for services to 
          be received, the Company will issue to Continental Capital 40,500 
          shares of Common Stock, an additional 162,000 shares of Common 
          Stock, subject to certain escrow provisions and a two-year warrant 
          to purchase 60,000 shares of Common Stock at $1.09 per share. The 
          Common Stock and the warrant to purchase Common Stock will be 
          issued pursuant to Section 4 (2) of the Securities Act of 1933, as 
          amended.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits
<TABLE>
<CAPTION>
                  Exhibit No.                     Description of Document
                  ----------                      -----------------------
                  <S>                             <C>
                  27.1                            Financial Data Schedule
</TABLE>

         (b)      Reports on Form 8-K

                  During the quarter ended August 31, 1998, the Company filed no
                  Current Reports on Form 8-K.




                                        11
<PAGE>


                                   SIGNATURES



In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.




                                    ORYX TECHNOLOGY CORP.

    Dated:  October 15, 1998        By:  /s/ Philip J. Micciche
                                         -----------------------------------
                                         Philip J. Micciche
                                         Principal Executive Officer




                                         /s/ Mitchel Underseth
                                         -----------------------------------
                                          Mitchel Underseth
                                          Principal Financial and Accounting
                                          Officer


                                    12

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF ORYX TECHNOLOGY CORP. FOR THE SIX MONTHS ENDED AUGUST
31, 1998, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          FEB-28-1999
<PERIOD-START>                             MAR-01-1998
<PERIOD-END>                               AUG-31-1998
<CASH>                                       1,847,000
<SECURITIES>                                         0
<RECEIVABLES>                                  982,000
<ALLOWANCES>                                   133,000
<INVENTORY>                                    415,000
<CURRENT-ASSETS>                             3,298,000
<PP&E>                                         863,000
<DEPRECIATION>                                 393,000
<TOTAL-ASSETS>                               4,897,000
<CURRENT-LIABILITIES>                        1,873,000
<BONDS>                                              0
                                0
                                    107,000
<COMMON>                                    19,917,000
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                 4,897,000
<SALES>                                      2,543,000
<TOTAL-REVENUES>                             2,543,000
<CGS>                                        1,784,000
<TOTAL-COSTS>                                2,805,000
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              29,000
<INCOME-PRETAX>                              (291,000)
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