U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For Quarterly Period Ended June 30, 1996.
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 No. 0-26558
BALTIC INTERNATIONAL USA, INC.
(Exact name of small business issuer as specified in its charter)
TEXAS 76-0336843
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1990 Post Oak Blvd., Suite 1630, Houston, Texas 77056
(Address of principal executive offices) (zip code)
Issuer's Telephone Number: (713) 961-9299
Indicate by check mark 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 .
Number of shares outstanding of each of the issuer's classes of
common stock as of August 16, 1996: 6,850,115 shares.
BALTIC INTERNATIONAL USA, INC.
TABLE OF CONTENTS
Page
PART I - FINANCIAL INFORMATION
Item 1 - Consolidated Financial Statements
Condensed Balance Sheets -
June 30, 1996 and December 31, 1995 3
Condensed Statements of Operations -
Three Months Ended June 30,1996 and 1995
and Six Months Ended June 30, 1996 and 1995 4
Condensed Statements of Cash Flows -
Six Months Ended June 30, 1996 and 1995 5
Notes to Condensed Financial Statements 6
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 9
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 11
Item 2 - Changes in Securities 11
Item 3 - Defaults on Senior Securities 11
Item 4 - Submission of Matters to a Vote of Security Holders 11
Item 5 - Other Information 11
Item 6 - Exhibits and Reports on Form 8-K 11
Signatures 12
2
Part I - Financial Information
Item 1 - Financial Statements
BALTIC INTERNATIONAL USA, INC.
Condensed Consolidated Balance Sheets
June 30, December 31,
1996 1995
(unaudited) (audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 81,723 $ 139,240
Accounts receivable 757,730 187,178
Income taxes receivable 6,512 16,860
Inventory 69,687 14,265
Prepaids and deposits 26,000 6,418
---------- ----------
Total current assets 941,652 363,961
PROPERTY AND EQUIPMENT, net 14,422 20,035
INVESTMENT IN AND ADVANCES TO
JOINT OPERATIONS 2,595,836 2,914,834
GOODWILL, NET 253,038 223,593
OTHER ASSETS 21,832 -
--------- ---------
Total assets $3,826,780 $3,522,423
========= =========
LIABILITIES AND STOCKHOLDERS'
EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 326,522 $ 807,470
Short-term debt, net 669,220 324,063
Commitments for guarantees on BIA liabilities 644,935 1,019,521
Other current liabiliies 372,361 342,143
--------- ---------
Total liabilities 2,013,038 2,493,197
--------- ---------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock:
Series A, $2 convertible, $10 par value,
500,000 shares authorized, 123,000 shares
issued and outstanding 1,230,000 1,230,000
Series B, convertible, $10 par value,
70 shares authorized, 45 shares issued
and outstanding 1,125,000 -
Common stock, $.01 par value, 20,000,000
shares authorized, 6,313,549 and
5,758,241 shares issued and outstanding 63,135 57,582
Additional paid-in capital 9,130,262 8,703,883
Retained deficit (9,734,655) (8,962,239)
--------- ---------
Total stockholders' equity 1,813,742 1,029,226
--------- ---------
Total liabilities and stockholders' equity $3,826,780 $3,522,423
========= =========
See accompanying notes to condensed consolidated financial statements.
3
BALTIC INTERNATIONAL USA, INC.
Condensed Consolidated Statements of Operations
(unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Six Months
ended June 30, ended June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
REVENUES:
Freight revenue $205,337 $200,553 $268,646 $355,642
Food distribution 129,318 - 129,318 -
General sales agency revenue 22,000 - 22,000 -
Aircraft rental income from BIA - 240,000 - 240,000
Commissions from BIA - 43,122 - 43,122
Net equity in earnings of joint operations 174,695 123,146 257,516 201,486
------- ------- ------- -------
Total operating revenues 531,350 606,821 677,480 840,250
------- ------- ------- -------
OPERATING EXPENSES:
Cost of revenue 188,636 310,866 216,302 556,058
General and administrative 417,367 206,337 804,616 456,229
Net equity in losses of BIA - 146,677 612,385 849,922
------- ------- --------- ---------
Total operating expenses 606,003 663,880 1,633,303 1,862,209
------- ------- --------- ---------
INCOME (LOSS) FROM OPERATIONS (74,653) (57,059) (955,823) (1,021,959)
------- ------- --------- ---------
OTHER INCOME (EXPENSE)
Interest expense (14,122) (67,420) (27,362) (134,458)
Interest income 2,708 85,271 2,723 115,775
Other - - 297,200 -
------- ------- ------- ---------
TOTAL OTHER INCOME (EXPENSE) (11,414) 17,851 272,561 (18,683)
------- ------- ------- ---------
LOSS BEFORE INCOME TAXES (86,067) (39,208) (683,262) (1,040,642)
INCOME TAX EXPENSE 27,904 - 27,904 -
------- ------- ------- ---------
NET LOSS $(113,971) $ (39,208) $(711,166) $(1,040,642)
======= ====== ======= =========
LOSS PER COMMON SHARE $ (0.02) $ (0.01) $ (0.13) $ (0.31)
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
BALTIC INTERNATIONAL USA, INC.
Condensed Consolidated Statements of Cash Flows
(unaudited)
For the Six Months
Ended June 30,
1996 1995
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(711,166) $(1,040,642)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Net equity in earnings and losses
of joint venture investments 354,869 648,436
Charges to BIA reflected as increases
in advances to joint operation - (573,237)
Gain on sale of assets (297,200) -
Other 38,107 128,251
Changes in assets and liabilities (284,666) (216,172)
-------- ---------
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES (900,056) (1,053,364)
-------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net investments in and advances to
joint ventures (1,853,671) (2,159,867)
Distributions and repayments from
joint ventures 125,000 672,275
Proceeds from sale of Air Baltic stock 745,970 -
Repayment of subordinated debt to Air Baltic 290,000 -
Acquisition of property and equipment (1,501) (5,642)
-------- ---------
NET CASH USED IN INVESTING ACTIVITIES (694,202) (1,493,234)
-------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
New borrowings 500,000 850,000
Repayments of notes (155,000) (13,675)
Reduction of deferred lease credits - (49,757)
Issuance of stock, net of related costs 1,239,741 1,686,605
Payment of dividends (48,000) -
--------- ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES 1,536,741 2,473,173
--------- ---------
Net increase (decrease) in cash (57,517) (73,425)
Cash and cash equivalents, beginning of period 139,240 98,757
--------- ---------
Cash and cash equivalents, end of period $ 81,723 $ 25,332
========= =========
See accompanying notes to condensed consolidated financial statements.
5
BALTIC INTERNATIONAL USA, INC.
Notes to Condensed Consolidated Financial Statements
The accompanying unaudited consolidated financial statements
have been prepared by Baltic International USA, Inc. (the
"Company") and include all adjustments which are, in the opinion
of management, necessary for a fair presentation of financial
results for the six months ended June 30, 1996 and 1995, pursuant
to the rules and regulations of the Securities and Exchange
Commission. All adjustments and provisions included in these
consolidated statements are of a normal recurring nature.
The information contained herein is condensed from that
which would appear in the annual financial statements;
accordingly, the financial statements included herein should be
reviewed in conjunction with the financial statements and related
notes thereto contained in the Annual Report on Form 10-KSB filed
by the Company with the Securities and Exchange Commission for
the fiscal year ended December 31, 1995. Accounting measurement
at interim dates inherently involve greater reliance on estimates
than at year end. The results of operations for the interim
period presented are not necessarily indicative of the results
which can be expected for the entire year.
NOTE 1 - OPERATIONS AND FINANCIAL CONDITION
The Company owns 49%, and assists in the management of
Baltic International Airlines ("BIA"), a joint venture registered
in the Republic of Latvia. The routes and passenger service
operations of BIA were transferred to a new Latvian carrier, Air
Baltic Corporation ("Air Baltic") effective October 1, 1995. The
Company owns an 8.02% interest in Air Baltic. The Company is
also engaged in providing services to Air Baltic and other
airlines through its 51% interest in Airo Catering Services, an
aviation catering company. The Company has a 50% interest in
Baltic Catering Services ("BCS"), a Riga, Latvia-based company.
The Company also serves as a cargo marketing and sales company to
Air Baltic and other airlines through Baltic World Air Freight
("BWAF"). American Distributing Company ("ADC"), a wholly owned
subsidiary, began operations on December 1, 1995 as a consumer
products distribution company.
The Company's financial statements include an investment in
BIA which has incurred losses of approximately $12,600,000 from
inception through June 30, 1996. The Company's future plans for
BIA are to continue operations as a charter and cargo service in
the Baltic region.
The Company requires substantial capital to pursue its
operating strategies. To date, the Company has relied upon net
cash provided by financing activities to fund its capital
requirements. There can be no assurance that the Company's
business interests will generate sufficient cash in future
periods to satisfy its capital requirements. These factors
historically have adversely affected the Company's capital
resources and liquidity and raise substantial doubt about the
Company's ability to continue as a going concern. The
accompanying financial statements do not include any adjustments
related to the recoverability and classification of recorded
assets or other adjustments should the Company be unable to
continue as a going concern.
NOTE 2 - CATERING OPERATIONS
In February 1996, the Company entered into an agreement with
TOPflight AB, a Swedish company, to create a joint operation,
Airo Catering Services ("ACS"), that plans to set up airline
catering facilities across Eastern Europe. The Company owns 51%
of ACS and TOPflight AB owns 49%. ACS has developed a detailed
business plan targeting specific airports in the former Soviet
Union for in-flight catering development. On April 2, 1996, the
catering operations of BCS were acquired by Riga Catering
Services ("RCS"), previously owned by TOPflight AB, in exchange
for shares in RCS. RCS is currently owned 35% by ACS, 23.5% by
the Company and 41.5% by the principals of the Company's partner
in BCS. The business of BCS after the transfer of the catering
business to RCS is the operation of a restaurant in the Riga
airport. The total assets of BCS remaining after the transfer of
the catering business is about $230,000. The Company has
accounted for the acquisition of its interest in RCS using the
purchase method of accounting.
6
NOTE 3 - JOINT OPERATIONS
The investment in and advances to joint operations are as
follows:
June 30, 1996 December 31, 1995
Air Baltic $1,608,474 $2,630,000
BIA 525,012 -
BCS 322,766 284,834
ACS 53,754 -
RCS 45,830 -
LAMCO 40,000 -
--------- ---------
Total $2,595,836 $2,914,834
========= =========
A condensed summary of the financial position (100% basis)
of the combined joint operations accounted for using the equity
method of accounting is as follows:
June 30, 1996 December 31,1995
Current assets $3,046,715 $ 630,658
Property and other assets, net 7,585,914 658,230
---------- ---------
Total assets $10,632,629 $1,288,888
========== =========
Current liabilities $2,129,571 $4,089,558
Other liabilities 5,071,964 2,783,006
Stockholders' equity 3,431,094 (5,583,676)
---------- ---------
Total liabilities and stockholders' equity $10,632,629 $1,288,888
========== =========
A summary of the results of operations of the combined joint
operations accounted for using the equity method of accounting is
as follows:
Combined 100% Basis:
Three months ended Six months ended
June 30, June 30,
1996 1995 1996 1995
Operating revenues $752,827 $3,934,396 $1,258,857 $ 6,612,120
Income from operations $392,201 $ 40,768 $507,870 $(1,254,959)
Earnings (loss) $388,963 $ (684,029) $ 396,711 $(2,328,061)
Company Percentage Interest:
Three months ended Six months ended
June 30, June 30,
1996 1995 1996 1995
Operating revenues $333,362 $1,935,036 $ 586,377 $ 3,251,327
Income from operations $176,315 $ 22,297 $ 234,649 $(611,868)
Earnings (loss) $174,696 $ (332,854) $ 180,149 $(1,137,688)
The above amounts for the periods ended June 30, 1995 include the
scheduled passenger carrier service operations of BIA which was
discontinued on October 1, 1995.
NOTE 4 - SHORT-TERM DEBT
On April 5, 1996, the Company entered into a convertible
note agreement in connection with a $250,000 loan to the Company
("Convertible Note"). Principal and interest at an annual rate
of 10% are due on October 5, 1996. The holder of the Convertible
Note may at any time on or after July 5, 1996 convert the
Convertible Note to shares of the Company's common stock at a
conversion price equal to the lesser of $1.50 or 70% of the
closing bid price per share of common stock on the trading date
immediately preceding the date of conversion. On July 11, 1996,
the holder of the convertible note converted principal of
$134,000 and accrued interest to 306,213 shares of common stock.
7
NOTE 5 - EQUITY TRANSACTIONS
During the three months ended June 30, 1996, shareholders
converted an aggregate of five shares of Series B Convertible
Redeemed Preferred Stock into 133,289 shares of the Company's
common stock.
NOTE 6 - EARNINGS/LOSS PER COMMON SHARE
The computations of earnings/loss per common share are
computed using 5,984,813 and 3,693,393 weighted average shares of
common stock for the three months ended June 30, 1996 and 1995,
respectively, and 5,921,828 and 3,314,219 weighted average shares
of common stock for the six months ended June 30, 1996 and 1995,
respectively. Stock warrants and options are considered to be
dilutive for earnings per share purposes if the average market
price during the three month period ending on the balance sheet
date exceeds the exercise price and the Company had earnings for
the period.
NOTE 7 - RELATED PARTY TRANSACTIONS
The Company earned commission income from BIA for services
to BIA as international promotional sales agent. Commissions are
based upon a percentage of passenger ticket and cargo revenue
earned on sales originating outside of Riga. The Company also
charged a management fee to BIA to cover certain administrative
costs and other expenses incurred by the Company on behalf of
BIA. The Company earned $0 and $43,122 in such commissions and
fees for the six months ended June 30, 1996 and 1995,
respectively.
The Company subleased two Boeing 727 aircraft to BIA for an
aggregate of $80,000 per month. For the six months ended June
30, 1995, the Company received $240,000 related to these
subleases. These aircraft were returned to the owner in 1996.
In May 1996, the Company borrowed $250,000 from an officer
and director of the Company. The loan bears an interest rate of
12% and matures on September 13, 1996. In connection with this
loan, the Company issued warrants to purchase 25,000 common
shares of the Company at a price of $1.00 per share.
8
BALTIC INTERNATIONAL USA, INC.
ITEM 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations
The Company's revenues are derived from its equity in the
net income of its joint operations and from revenue generated by
BWAF and ADC. Since 1994, the Company has elected to account for
its revenue earned from BIA on a cash basis.
Quarter Ended June 30, 1996 and 1995
For the quarter ended June 30, 1996, the Company had
revenues of $531,350 compared with $606,821 for the quarter ended
June 30, 1995. The 12% decrease is principally due to no
aircraft rental income from BIA for 1996 as compared to 1995
offset partially by food distribution revenue of $129,318 for
1996 with no such revenue for 1995.
The Company's operating expenses for the quarter ended June
30, 1996 were $606,003 compared to $663,880 for the same quarter
in 1995. Cost of revenue decreased by $122,230 primarily as the
result of no aircraft rental expense in 1996 as compared to
$150,000 in 1995. The Boeing aircraft were returned to the owner
in 1996. General and administrative expenses increased from
$206,337 in 1995 to $417,367 in the same quarter of 1996. This
increase was due primarily to increased consulting expenses
incurred in 1996 and the general and administrative expenses for
ADC which began operations in December 1995.
Interest expense decreased 79% from $67,420 in the second
quarter of 1995 to $14,122 in 1996, reflecting the conversion of
$1,288,137 of notes payable to equity during the second and third
quarters of 1995 and reduced borrowings incurred through June 30,
1996. Interest income decreased from $85,271 for 1995 to $2,708
for 1996. This decrease is attributable to interest paid by BIA
on outstanding debt to the Company in 1995 with no such income
for 1996.
Six Months Ended June 30, 1996 and 1995
For the six months ended June 30, 1996, revenues were
$677,480 compared to $840,250 for the six months ended June 30,
1995. Year-to-date revenues were impacted by the same factors
that affected the second quarter results.
Year-to-date operating expenses decreased 12% from
$1,862,209 for 1995 to $1,633,303 for 1996 Such decrease is
attributable to the same factors affecting the second quarter
operating expenses.
Interest expense decreased from $134,458 for 1995 to $27,362
for 1996. Interest income decreased from $115,775 for 1995 to
$2,723 for `1996. Such decreases are attributable to the same
factors affecting the second quarter. The Company recorded a
gain of $297,200 on the sale of the 12% Air Baltic stock to
Scandinavian Airline Systems Sweden-Norway-Denmark during the six
months ended June 30, 1996. No such gain was recorded in 1995.
The Company's consolidated financial statements included
elsewhere herein present the Company's share of the joint
operations other than Air Baltic using the equity method of
accounting in accordance with generally accepted accounting
principles. The Company's interest in Air Baltic is accounted
for using the cost method. The following table presents a
proforma condensed combined statement of operations of the
Company assuming its proportionate share of the joint operations
accounted for using the equity method is combined with the
Company. Management believes this presentation is informative of
the Company's results of operations given that a significant
portion of the Company's business is conducted through the joint
operations.
Proforma Condensed Combined Statement of Operations
For the Six Months Ended June 30, 1996
<TABLE>
<CAPTION>
Proportionate
Share of Combined
Company Joint Operations Eliminations Company
<S> <C> <C> <C> <C>
Operating revenues $ 677,480 $ 586,377 $(257,516) $1,006,341
Operating expenses 1,633,303 351,728 (77,367) 1,907,664
--------- -------- -------- ---------
Income (loss) from operations (955,823) 234,649 (180,149) (901,323)
Other income (expense) 272,561 (12,850) - 259,711
--------- -------- -------- ---------
Income (loss) before income taxes (683,262) 221,799 (180,149) (641,612)
Provision for income taxes 27,904 - - 27,904
Discontinued operations - (41,650) - (41,650)
--------- -------- -------- ---------
Net income (loss) $(711,166) $ 180,149 $(180,149) $ (711,166)
========= ======== ======== =========
</TABLE>
9
Liquidity and Capital Resources
The Company had $81,723 in cash and cash equivalents at June
30, 1996, compared to $139,240 at December 31, 1995.
At June 30, 1996, the Company had a working capital deficit
of $1,071,386 as compared to $2,129,236 at December 31, 1995.
The decrease in the working capital deficit is due primarily to
an increase in accounts receivable of $670,552, a decrease in
accounts payable and accrued liabilities of $480,948, a decrease
in commitments for guarantees on BIA liabilities of $374,586,
partially offset by a decrease in cash of $57,517, and an
increase in short-term debt of $345,157.
Net cash used in operating activities for the six months
ended June 30, 1996 was $900,056 as compared to $1,053,364 for
the same period of 1995. Such decrease primarily was due to the
decrease in charges to BIA reflected as increases in advances to
the joint operation. Net cash used in investing activities was
$694,202 for the six months ended June 30, 1996 compared to
$1,493,234 for the six months ended June 30, 1995. The decrease
was due primarily to the proceeds from the sale of the Air Baltic
stock to SAS. Net cash provided by financing activities was
$1,536,741 for the six months ended June 30, 1996 compared to
$2,473,173 for the six months ended June 30, 1995.
The Company's consolidated balance sheet included elsewhere
herein presents the Company's share of the joint operations using
the equity method of accounting in accordance with generally
accepted accounting principles. The Company's interest in Air
Baltic is accounted for using the cost method. The following
table presents a proforma condensed combined balance sheet of the
Company assuming its proportionate share of the joint operations
accounted for using the equity method is combined with the
Company. Management believes this presentation is informative of
the Company's financial condition since the majority of the
Company's underlying investment in its joint operations consists
of net current assets.
Proforma Condensed Combined Balance Sheet
as of June 30, 1996
<TABLE>
<CAPTION>
Proportionate
Share of Combined
Company Joint Operations Eliminations Company
<S> <C> <C> <C> <C>
Current assets $ 941,652 $ 754,211 $ - $1,695,863
Investments in joint operations 2,595,836 - (2,595,836) -
Property and other assets, net 289,292 3,175,739 (296,207) 3,168,824
--------- --------- ---------- ---------
$3,826,780 $3,929,950 $(2,892,043) $4,864,687
========= ========= ========== =========
Current liabilities $2,013,038 $1,037,907 $ - $3,050,945
Other liabilities - 2,485,262 (2,485,262) -
Stockholders' and partners' equity 1,813,742 406,781 (406,781) 1,813,742
--------- --------- ---------- ---------
$3,826,780 $3,929,950 $(2,892,043) $4,864,687
========= ========= ========== =========
</TABLE>
The Company requires substantial capital to pursue its
operating strategies. To date, the Company has relied upon net
cash provided by financing activities to fund its capital
requirements. The Company has no firm commitments for external
sources of financing upon which the Company will rely for the
near future.
10
BALTIC INTERNATIONAL USA, INC.
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) Exhibits, None
(b) No reports on Form 8-K were filed during the
quarter ended June 30, 1996.
11
BALTIC INTERNATIONAL USA, INC.
SIGNATURES
In accordance with the requirements of the Exchange Act,
the registrant has caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
BALTIC INTERNATIONAL USA, INC.
(Registrant)
Date: August 16, 1996 BY: /s/ Robert L. Knauss
Robert L. Knauss,
Chairman of the Board and
Chief Executive Officer
Date: August 16, 1996 BY: /s/ James W. Goodchild
James W. Goodchild,
Chief Operating and Financial Officer
12
[ARTICLE] 5
<TABLE>
<S> <C> <C>
[PERIOD-TYPE] 3-MOS 6-MOS
[FISCAL-YEAR-END] DEC-31-1996 DEC-31-1996
[PERIOD-END] JUN-30-1996 JUN-30-1996
[CASH] 81,723 81,723
[SECURITIES] 0 0
[RECEIVABLES] 764,242 764,242
[ALLOWANCES] 0 0
[INVENTORY] 69,687 69,687
[CURRENT-ASSETS] 941,652 941,652
[PP&E] 14,422 14,422
[DEPRECIATION] 0 0
[TOTAL-ASSETS] 3,826,780 3,826,780
[CURRENT-LIABILITIES] 2,013,038 2,013,038
[BONDS] 0 0
[PREFERRED-MANDATORY] 0 0
[PREFERRED] 2,355,000 2,355,000
[COMMON] 63,135 63,135
[OTHER-SE] (604,393) (604,393)
[TOTAL-LIABILITY-AND-EQUITY] 3,826,780 3,826,780
[SALES] 334,655 397,964
[TOTAL-REVENUES] 531,350 677,480
[CGS] 188,636 216,302
[TOTAL-COSTS] 606,003 1,633,303
[OTHER-EXPENSES] 0 0
[LOSS-PROVISION] 0 0
[INTEREST-EXPENSE] 14,122 27,362
[INCOME-PRETAX] (86,067) (683,262)
[INCOME-TAX] 27,904 27,904
[INCOME-CONTINUING] (113,971) (711,166)
[DISCONTINUED] 0 0
[EXTRAORDINARY] 0 0
[CHANGES] 0 0
[NET-INCOME] (113,971) (711,166)
[EPS-PRIMARY] (0.02) (0.13)
[EPS-DILUTED] (0.02) (0.13)
<FN>
<F1>
</FN>
</TABLE>