<PAGE> 1
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 MARCH 31, 1996
--------------
COMMISSION FILE NUMBER 0-23736
-------
GUILFORD PHARMACEUTICALS INC.
(Exact name of registrant as specified in its charter)
- - -------------------------------------------------------------------------------
DELAWARE 52-1841960
- - -------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
6611 TRIBUTARY STREET, BALTIMORE, MARYLAND 21224
- - -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
410-631-6300
- - -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (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
--------- ---------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
<TABLE>
<CAPTION>
Class Outstanding at March 31, 1996
<S> <C>
Common Stock, $.01 par value 9,093,065
- - ---------------------------- -----------------------------------------
</TABLE>
<PAGE> 2
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
INDEX
<TABLE>
<CAPTION>
Page (s)
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION (UNAUDITED)
Item 1. Financial Statements
Balance Sheets -
March 31, 1996 and December 31, 1995 3
Statements of Operations -
Three months ended March 31, 1996 and
March 31, 1995 and the period from
July 14, 1993 (date of inception) to
March 31, 1996 4
Statement of Stockholders' Equity -
Three months ended March 31, 1996 5
Statements of Cash Flows
Three months ended March 31, 1996 and
March 31, 1995, and the period from July 14, 1993
(date of inception) to March 31, 1996 6
Notes to Financial Statements 7-8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9-11
PART II. OTHER INFORMATION 12
SIGNATURES 13
</TABLE>
2
<PAGE> 3
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1996 1995
---- ----
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 39,118,595 $ 4,259,531
Short-term investments 9,360,993 11,552,038
Short-term investments - restricted 238,021 250,000
Licensing fee receivable 100,000 555,500
Subscription receivable 5,640,000 -
Other current assets 172,139 291,580
------------ ------------
Total current assets 54,629,748 16,908,649
Investments - restricted 4,094,007 3,392,284
Notes receivable from employees 86,653 85,476
Property and equipment, net 8,260,543 5,455,791
Other assets 204,099 206,202
------------ ------------
$ 67,275,050 $ 26,048,402
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable:
Trade $ 1,617,002 $ 1,149,743
Construction 1,924,828 489,960
Bond payable - current portion 528,656 293,469
Accrued consulting and contracted research expense 371,860 400,909
Accrued offering costs 254,133 116,000
Accrued payroll and related costs 343,812 681,000
Accrued expenses and other current liabilities 371,987 447,999
------------ ------------
Total current liabilities 5,412,278 3,579,080
Bond payable, less current portion 5,462,783 4,695,508
Commitments
Stockholders' equity:
Convertible preferred stock, par value $.01 per share
Authorized 4,700,000 shares, none issued - -
Series A junior participating preferred stock,
par value $.01 per share. Authorized 300,000
shares, none issued - -
Common stock, par value $.01 per share.
Authorized 20,000,000 shares; 9,093,065 and
6,793,065 issued and outstanding at March 31, 1996
and December 31, 1995, respectively 90,931 67,931
Additional paid-in capital 81,212,826 38,122,463
Notes receivable on common stock (139,500) (139,500)
Deficit accumulated during the development stage (24,466,537) (19,947,437)
Deferred compensation (297,731) (329,643)
------------ ------------
Total stockholders' equity 56,399,989 17,773,814
------------ ------------
$ 67,275,050 $ 26,048,402
============ ============
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
3
<PAGE> 4
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
JULY 14, 1993
THREE MONTHS ENDED MARCH 31, (DATE OF INCEPTION) TO
1996 1995 MARCH 31, 1996
------------ ------------ ----------------------
<S> <C> <C> <C>
Revenues:
License fee revenue $ 100,000 - 655,500
Research and development revenue
under collaborative agreements 9,649 - 39,919
------------ ------------ ----------------------
Total revenues 109,649 - 695,419
Operating expenses:
Research and development 3,374,127 1,584,467 16,458,774
Research and development - Gell
Pharmaceuticals Inc. 197,671 - 730,298
General and administrative 1,344,228 774,953 8,447,518
Compensation expense - warrants - - 991,304
------------ ------------ ----------------------
Total operating expenses 4,916,026 2,359,420 26,627,894
------------ ------------ ----------------------
Loss from operations (4,806,377) (2,359,420) (25,932,475)
Other income (expense):
Interest income 358,409 178,788 1,531,681
Other income - 29,590 199,319
Interest expense (71,132) (37,965) (265,062)
------------ ------------ ----------------------
Net loss $ (4,519,100) (2,189,007) (24,466,537)
============ ============ ======================
Net loss per share $ (0.65) (0.58) (6.28)
============ ============ ======================
Shares used in computation of
net loss per share 6,959,072 3,786,276 3,894,585
============ ============ ======================
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
4
<PAGE> 5
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
THREE MONTHS ENDED MARCH 31, 1996
<TABLE>
<CAPTION>
COMMON STOCK
------------ ADDITIONAL
NUMBER PAID-IN
OF SHARES AMOUNT CAPITAL
--------- ------ -------
<S> <C> <C> <C>
BALANCE, DECEMBER 31, 1995 6,793,065 $67,931 38,122,463
Issuance of common stock in public offering at $20.00
per share, net of offering costs 2,300,000 23,000 42,858,797
Proceeds from Gell Pharmaceuticals relating to the put option 231,566
Amortization of deferred compensation
Net loss for the period
---------- -------- -----------
BALANCE, MARCH 31, 1996 9,093,065 $90,931 81,212,826
---------- -------- -----------
</TABLE>
<TABLE>
<CAPTION>
DEFICIT
NOTES ACCUMULATED
RECEIVABLE DURING TOTAL
ON COMMON DEVELOPMENT DEFERRED STOCKHOLDERS'
STOCK STAGE COMPENSATION EQUITY
----- ----- ------------ ------
<S> <C> <C> <C> <C>
BALANCE, DECEMBER 31, 1995 (139,500) (19,947,437) (329,643) 17,773,814
Issuance of common stock in public offering at $20.00
per share, net of offering costs 42,881,797
Proceeds from Gell Pharmaceuticals relating to the put option 231,566
Amortization of deferred compensation 31,912 31,912
Net loss for the period (4,519,100) (4,519,100)
---------- ------------- ---------- ------------
BALANCE, MARCH 31, 1996 (139,500) (24,466,537) (297,731) $56,399,989
---------- ------------- ---------- ------------
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
5
<PAGE> 6
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31, JULY 14, 1993
---------------------------- (DATE OF INCEPTION) TO
1996 1995 MARCH 31, 1996
---- ---- --------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (4,519,100) $ (2,189,007) $ (24,466,537)
Adjustments to reconcile net loss to net cash used in operating
activities:
Depreciation and amortization 230,885 59,342 842,282
Noncash compensation expense 31,912 17,064 1,213,172
Provision for loss related to advance to underwriter - - 175,000
Preferred stock issued in exchange for technology acquired
in the research and development stage - 300,000
Preferred stock issued in exchange for various expenses
paid for by Scios Nova Inc. on behalf of the Company - - 245,225
Changes in assets and liabilities:
Licensing fee receivable 455,500 - (100,000)
Notes receivable (1,177) 20,392 88,347
Other current assets 119,441 1,552 (347,139)
Other assets 2,103 (23,359) (204,099)
Accounts payable 1,902,128 (618,504) 3,541,831
Advance from Gell Pharmaceuticals Inc. (91,852) - -
Accrued expenses and other liabilities (212,264) (90,718) 1,370,001
------------ ------------ -------------
Net cash used in operating activities (2,082,424) (2,823,238) (17,341,917)
------------ ------------ -------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in purchases of property and equipment (3,035,637) (948,299) (9,102,825)
Maturities of short-term investments 6,684,825 6,285,503 46,755,412
Purchases of short-term investments (5,195,503) (5,589,179) (60,210,412)
Restricted cash 11,979 - (238,021)
------------ ------------ -------------
Net cash used in investing activities (1,534,336) (251,975) (22,795,846)
------------ ------------ -------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of preferred stock - - 2,964,775
Net proceeds from issuances of common stock 37,241,796 167,017 68,727,101
Proceeds from bond issuance 1,002,462 1,337,112 5,991,439
Proceeds from Gell Pharmaceuticals relating to the put option 231,566 - 958,043
Proceeds received on subscriptions receivable - 500,000
Advances from Scios Nova Inc. - - 115,000
------------ ------------ -------------
Net cash provided by financing activities 38,475,824 1,504,129 79,256,358
------------ ------------ -------------
Net increase (decrease) in cash and cash equivalents 34,859,064 (1,571,084) 39,118,595
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD 4,259,531 4,039,856 -
------------ ------------ -------------
CASH AND CASH EQUIVALENTS AT THE END OF PERIOD $ 39,118,595 $ 2,468,772 $ 39,118,595
============ ============ =============
SUPPLEMENTARY INFORMATION
Noncash transactions:
Issued shares of common stock in lieu of cash bonus $ - $ 28,209 $ 28,209
Issuances of common stock to executive officers - 182,525 509,850
Interest paid, net of amount capitalized 110,506 21,922 275,523
Collateral transferred from unrestricted to restricted investments 701,723 935,979 4,094,007
Receivable from over-allotment purchase of 300,000 common shares $ 5,640,000 $ - $ 5,640,000
============ ============ =============
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
6
<PAGE> 7
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)
1. BASIS OF PRESENTATION
The financial statements included herein have been prepared, without audit,
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations. These financial statements should be read in conjunction with the
audited financial statements and notes thereto included in the Company's annual
report on Form 10-K/A2 for the year ended December 31, 1995.
Except for the historical information contained in this Form 10-Q, the
matters discussed in the quarterly report are forward-looking statements.
These statements involve risks and uncertainties that could cause the actual
results to differ from predicted results. Information concerning factors that
could affect the Company's financial results are set forth in the Company's
filings with the Securities and Exchange Commission including the recently
filed registration statement on Form S-3 declared effective on March 21, 1996.
In the opinion of the Company's management, the accompanying unaudited
financial statements contain adjustments, all of which are of a normal
recurring nature, necessary to present fairly its financial position, results
of operations, changes in stockholders' equity and cash flows for the
respective periods as set forth in the Index to Financial Information. Interim
results are not necessarily indicative of results for the full fiscal year.
2. NET LOSS PER SHARE
Net loss per share is computed using the weighted average number of shares
of Common Stock outstanding and gives effect to certain adjustments described
below. Common equivalent shares from stock options and convertible preferred
stock are generally excluded from the computation as their effect is
antidilutive, except that, pursuant to Securities and Exchange Commission
("SEC") Staff Accounting Bulletins and SEC Staff policy, common and common
equivalent shares issued during the 12 month period prior to the June 1994
initial public offering at prices below the public offering price are presumed
to have been issued in contemplation of the public offering and have been
included in the calculation as if they were outstanding for all periods
presented (using the treasury stock method and initial public offering price of
$8.00 per share for stock options and the if-converted method for convertible
preferred stock through the conversion date, June 24, 1994).
7
<PAGE> 8
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
The following table sets forth the calculation of total number of shares
used in the computation of net loss per common share:
<TABLE>
<CAPTION>
July 14, 1993
(date of inception) to
Three Months Ended March 31, March 31, 1996
------------------------------ --------------
1996 1995
---- ----
<S> <C> <C> <C>
Weighted average common shares outstanding . . . . . . . . 6,890,867 3,723,048 3,363,599
Incremental shares assumed to be outstanding
related to common stock, stock options
and warrants granted based on the
treasury stock method . . . . . . . . . . . . . . . . 68,205 63,228 165,298
Convertible preferred stock (assumed
converted 1 for 1 basis following the
1 for 2.3 reverse common stock split
through June 24, 1994, the date such
shares were converted) . . . . . . . . . . . . . . . . 0 0 365,688
----------- ----------- -----------
Weighted average common and common
equivalent shares used in computation
of net loss per share . . . . . . . . . . . . . . . . 6,959,072 3,786,276 3,894,585
========= ========= =========
</TABLE>
3. EQUITY TRANSACTIONS
On March 21, 1996, the Company completed a public offering of 2,000,000
shares of its common stock, $.01 par value per share, providing net proceeds of
approximately $37.3 million to the Company.
On March 28, 1996, the underwriters exercised their over-allotment option,
related to the above, to purchase 300,000 additional shares of common stock,
$.01 par value per share. There were no material contingencies or conditions
precedent to closing and accordingly net proceeds of approximately $5.6 million
to the Company (which closed on April 3, 1996) were recorded in subscriptions
receivable and appropriate equity accounts.
8
<PAGE> 9
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
GENERAL
Guilford is a development stage biopharmaceutical company engaged in the
development of novel products in two principal areas: (i) targeted and
controlled drug delivery systems using proprietary biodegradable polymers for
the treatment of cancer and other diseases and (ii) therapeutic and diagnostic
products for neurological diseases and conditions. Since inception, the
Company has received approximately $78.3 million in net cash proceeds from
sales of equity securities, $12.9 million from the initial public offering,
$60.8 million (including $5.6 million received in April 1996, see Note 3 of
Notes to Financial Statements) from two follow-on offerings and $4.6 million
(including approximately $700,000 in cash proceeds from management and a
founder/director) in private sales of equity securities. To date, the Company
has not made any product sales or generated other significant revenues. A
substantial part of the Company's activities since inception has been devoted
to raising capital, recruiting personnel, initiating product research programs
and clinical trials, constructing and validating its GLIADEL manufacturing
facility and preparing and filing a Treatment IND and an NDA for its lead
product candidate, GLIADEL.
The Company has incurred net operating losses since its inception and
expects such losses to increase substantially as it expands its research and
development efforts. The Company will be required to conduct further research,
development, clinical trials and regulatory compliance activities that,
together with projected general and administrative expenses, are expected to
result in significant operating losses for the foreseeable future. The
Company's ability to achieve profitability will depend upon its ability, either
alone or with others, to develop its product candidates successfully, conduct
clinical trials, obtain required regulatory approvals, manufacture at
reasonable cost and market its product candidates and enter into collaborative
arrangements and license agreements on acceptable terms. In addition, the
Company expects to experience quarter-to-quarter and year-to-year fluctuations
in revenues, expenses and losses, some of which may be significant. The timing
and extent of such fluctuations will depend, in part, on the timing and
receipt, if ever, of planned regulatory approvals for GLIADEL and other product
candidates, future license fees and milestone payments, if any, and the timing
and extent of funding of clinical studies with respect to the Company's
potential products. The Company expects that expenses related to research and
product development, preclinical testing, clinical trials, regulatory matters,
operations, and manufacturing will continue to increase for the foreseeable
future as the Company develops its potential products.
RESULTS OF OPERATIONS
The Company recognized $109,649 in revenues for three months ended March
31, 1996, including $100,000 in licensing fee revenue pursuant to the Company's
agreement with Orion Farmos related to the filing of the NDA for Gliadel. The
Company received no revenues from licensing fees, research and development
collaborative income or product sales during the same period ended in 1995.
9
<PAGE> 10
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION (CONTINUED)
Research and development expenses increased to $3,571,798 for three months
ended March 31, 1996 compared to $1,584,467 for the same period ended in 1995.
The increase is primarily due to the expansion of the Company's research and
development programs, scale-up of manufacturing and clinical research related
to the treatment IND for Gliadel which resulted in an increase in the number of
employees, personnel related costs, laboratory supplies and consumables along
with outside services such as contracted research and consulting.
General and administrative expenses increased to $1,344,228 for three
months ended March 31, 1996 compared to $774,953 for the same period ended in
1995. The increase in expenditures is primarily the result of an increase in
the number of employees and personnel related costs required to support the
Company's ongoing research and development activities and outside services
related to patent activities.
Interest income increased to $358,409 for three months ended March 31,
1996 compared to $178,788 for the same period ended in 1995, primarily due to
an increase in the average invested capital resulting primarily from equity
offerings. Interest expense increased to $71,132 for three months ended March
31, 1996 compared to $37,965 for the same period in 1995, relating to
borrowings under the December 1994 loan agreement with Signet Bank providing
for the construction of manufacturing, administrative and research and
development facilities and for the purchase of related equipment. The Company
received $29,590 in sublease income for three months ended March 31, 1995,
compared to none for the same period in 1996.
LIQUIDITY AND CAPITAL REQUIREMENTS
The Company's cash and investments were $52,811,616 at March 31, 1996.
Included in this amount is $4,094,007 of restricted cash held as collateral
with respect to the Company's indebtedness. The Company has incurred net
operating losses since its inception and expects such losses to increase
substantially as its expands its research and development efforts and continues
to prepare for a planned commercialization and product launch of GLIADEL. The
Company does not expect operations either in the short-term or over the next
several years to generate positive cash flow. The Company believes that its
existing resources, along with the net proceeds from the March 1996 offering
of 2,300,000 shares of the Company's common stock will be sufficient to fund
the Company's planned activities through at least the end of 1997. There can
be no assurance, however, that changes in the Company's research and
development plans or other changes will not result in the earlier expenditure
of such resources. The Company may need to raise substantial additional
capital to fund future operations and to service existing indebtedness. The
Company anticipates that it will fund future capital requirements through a
combination of public and private financings,
10
<PAGE> 11
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION (CONTINUED)
collaborative or other research and development agreements, commercialization
and marketing arrangements with corporate partners or other potential sources.
The Company's ability to raise future capital on acceptable terms is dependent
on conditions in the public or private equity markets and the performance of
the Company, as well as the overall performance of other companies in the
biopharmaceutical and biotechnology sectors. There can be no assurance that
required future financing arrangements will be available on acceptable terms,
or at all.
Capital expenditures of $3,035,637 were incurred in the first quarter ended
March 31, 1996 compared to $948,299 for the same period ended March 31, 1995.
These capital expenditures were related to the construction of research and
development laboratories, expansion of the manufacturing facility and
administrative offices. Additionally, such purchases included capital equipment
and computer software to support the Company's activities. The Company expects
to utilize, in 1996, available borrowings under its existing $8,000,000 loan
agreement with Signet Bank to finance certain in-process tenant improvements
related to the construction of research and development laboratories and other
related areas. The Company expects additional capital will be required to
provide for manufacturing plant capacity expansion and research and development
laboratories. To fund such activities, the Company, in February 1996, has
obtained a commitment for an additional $4,200,000 term loan with Signet Bank
to support tenant improvements. In addition, the Company is negotiating a
$5,000,000 lease financing arrangement for the funding of capital equipment.
11
<PAGE> 12
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
PART II. - OTHER INFORMATION
Item 1. Legal Proceedings:
None
Item 2. Changes in Securities:
None
Item 3. Defaults in 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) Exhibits:
None
(b) Report on Form 8-K
None
12
<PAGE> 13
GUILFORD PHARMACEUTICALS INC.
(A DEVELOPMENT STAGE COMPANY)
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.
Guilford Pharmaceuticals Inc.
Date: May 8, 1996 /s/ Craig R. Smith, M.D.
-------------------------------------------
Craig R. Smith, M.D.
President and Chief Executive Officer
Date: May 8, 1996 /s/ Andrew R. Jordan
-------------------------------------------
Andrew R. Jordan
Vice President and Chief Financial Officer
(Chief Accounting Officer)
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Form 10-Q,
for the quarterly period ended March 31, 1996 and is qualified in its entirety
by reference to such document (Form 10-Q)
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 39,118,595
<SECURITIES> 0
<RECEIVABLES> 5,740,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 54,629,748
<PP&E> 9,102,825
<DEPRECIATION> 842,282
<TOTAL-ASSETS> 67,275,050
<CURRENT-LIABILITIES> 5,412,278
<BONDS> 5,462,783
0
0
<COMMON> 90,931
<OTHER-SE> 56,399,989
<TOTAL-LIABILITY-AND-EQUITY> 67,275,050
<SALES> 0
<TOTAL-REVENUES> 109,649
<CGS> 0
<TOTAL-COSTS> 4,916,026
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 71,132
<INCOME-PRETAX> (4,519,100)
<INCOME-TAX> 0
<INCOME-CONTINUING> (4,519,100)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,519,100)
<EPS-PRIMARY> (.65)
<EPS-DILUTED> (.65)
</TABLE>
