U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 1996
Commission File Number 0-24634
TRACK DATA CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 22-3181095
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
56 PINE STREET
NEW YORK, NY 10005
(Address of principal executive offices)
(212) 422-4300
(Registrant's telephone number)
GLOBAL MARKET INFORMATION, INC.
(Former Name)
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 past 12 months (or 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: As of October 31, 1996 there
were 14,844,272 shares of common stock outstanding.
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
See pages 2-8
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
See pages 9-11
PART II. OTHER INFORMATION
See page 12
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
SEPTEMBER 30, DECEMBER 31,
1996 1995
--------------- --------------
ASSETS
CASH AND EQUIVALENTS $ 472,073 $ 2,004,827
ACCOUNTS RECEIVABLE - net 1,922,788 2,122,605
FIXED ASSETS - net 9,125,134 9,092,324
INVESTMENT IN AFFILIATE 2,739,492 2,705,155
MARKETABLE EQUITY SECURITIES (Note 1) - 324,979
DUE FROM RELATED PARTIES (Note 3) 952,247 2,609,078
EXCESS OF COST OVER NET ASSETS ACQUIRED 3,659,010 3,892,951
NET DEFERRED INCOME TAX ASSETS (Note 4) 1,450,748 1,037,419
OTHER ASSETS 2,630,139 2,461,026
-------------- -------------
TOTAL $ 22,951,631 $ 26,250,364
============== =============
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable and accrued expenses $ 4,709,755 $ 4,574,138
Note payable - bank 3,528,585 4,444,451
Notes payable - other 1,774,172 2,003,555
Capital lease obligations 3,780,216 4,528,312
Deferred compensation payable (Note 1) - 3,877,571
Other liabilities 900,747 915,123
-------------- -------------
14,693,475 20,343,150
-------------- -------------
STOCKHOLDERS' EQUITY (Notes 1, 3 and 5)
Common stock - $.01 par value; 30,000,000 shares authorized;
issued and outstanding - 14,855,372 shares in 1996 and
13,976,967 shares in 1995 148,554 139,770
Additional paid-in capital 14,021,810 9,958,640
Unrealized gain on available-for-sale securities (Note 4) - 174,801
Foreign currency translation adjustment 52,032 59,517
Deficit (5,964,240) (4,425,514)
-------------- -------------
Total stockholders' equity 8,258,156 5,907,214
-------------- -------------
TOTAL $ 22,951,631 $ 26,250,364
============== =============
<FN>
See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
1996 1995
----------- -----------
REVENUES $35,173,529 $33,629,978
OPERATING COSTS AND EXPENSES:
Direct operating costs 19,251,148 18,992,437
Selling and administrative expenses 14,982,603 16,955,247
Deferred compensation expense (Note 1) 294,894 (43,086)
Interest expense - net 638,997 593,669
----------- -----------
Total 35,167,642 36,498,267
----------- -----------
INCOME (LOSS) FROM OPERATIONS 5,887 (2,868,289)
----------- -----------
OTHER INCOME:
Gain on securities 288,418 235,710
Other - (2,400)
----------- -----------
288,418 233,310
----------- -----------
INCOME (LOSS) BEFORE INCOME TAX BENEFIT
AND EQUITY IN NET (LOSS) INCOME OF AFFILIATE 294,305 (2,634,979)
INCOME TAX BENEFIT (Note 4) (279,058) (449,762)
----------- -----------
INCOME (LOSS) BEFORE EQUITY IN NET (LOSS) INCOME
OF AFFILIATE 573,363 (2,185,217)
EQUITY IN NET (LOSS) INCOME OF AFFILIATE (23,391) 306,449
----------- -----------
NET INCOME (LOSS) $ 549,972 $(1,878,768)
=========== ===========
NET INCOME (LOSS) PER SHARE $.04 $(.13)
==== =====
WEIGHTED AVERAGE SHARES OUTSTANDING 14,574,000 13,977,000
=========== ===========
<FN>
See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
1996 1995
----------- -----------
REVENUES $11,778,620 $11,361,989
----------- -----------
OPERATING COSTS AND EXPENSES:
Direct operating costs 6,482,723 6,376,910
Selling and administrative expenses 4,887,464 6,155,139
Deferred compensation expense (Note 1) - 125,491
Interest expense - net 196,483 230,853
----------- -----------
Total 11,566,670 12,888,393
----------- -----------
INCOME (LOSS) FROM OPERATIONS 211,950 (1,526,404)
----------- -----------
OTHER INCOME:
Gain on securities - 11,966
Other - (5,219)
----------- -----------
- 6,747
----------- -----------
INCOME (LOSS) BEFORE INCOME TAXES (BENEFIT)
AND EQUITY IN NET INCOME OF AFFILIATE 211,950 (1,519,657)
INCOME TAXES (BENEFIT) (Note 4) 85,000 (81,437)
----------- -----------
INCOME (LOSS) BEFORE EQUITY IN NET (LOSS) INCOME
OF AFFILIATE 126,950 (1,438,220)
EQUITY IN NET (LOSS) INCOME OF AFFILIATE (115,973) 113,222
----------- -----------
NET INCOME (LOSS) $ 10,977 $(1,324,998)
=========== ===========
NET INCOME (LOSS) PER SHARE $ - $(.09)
==== =====
WEIGHTED AVERAGE SHARES OUTSTANDING 14,870,000 13,977,000
=========== ===========
<FN>
See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
NINE MONTHS ENDED SEPTEMBER 30, 1996
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
UNREALIZED
GAIN ON FOREIGN
ADDITIONAL AVAILABLE- CURRENCY
COMMON PAID-IN FOR-SALE TRANSLATION
STOCK CAPITAL SECURITIES ADJUSTMENT DEFICIT
-------- ----------- ----------- ------------ -----------
BALANCE, JANUARY 1, 1996 $139,770 $ 9,958,640 $ 174,801 $ 59,517 $(4,425,514)
Foreign currency translation adjustment (7,485)
Appreciation in investment in affiliate 27,078
Dividend paid to Track S corporation stockholder (2,088,698)
Gain on transfer of Innodata shares to Trust (174,801)
Issuance of common stock to Trust in satisfaction
of Track Phantom Stock Plan obligation 8,359 3,836,703
Issuance of common stock in satisfaction
of bonus obligation 624 233,377
Purchase and retirement of treasury stock (199) (33,988)
Net income 549,972
-------- ----------- ----------- ------------ -----------
BALANCE, SEPTEMBER 30, 1996 $148,554 $14,021,810 $ - $ 52,032 $(5,964,240)
======== =========== =========== ============ ===========
<FN>
See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
1996 1995
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 549,972 $(1,878,768)
Adjustments to reconcile net income (loss) to net cash provided
by operating activities:
Depreciation and amortization 2,535,234 3,277,116
Equity in net loss (income) of affiliate 23,391 (306,449)
Deferred compensation 294,893 (132,148)
Profit sharing and charitable contributions paid in stock of affiliates - 889,983
Gain on contributions of stock of affiliates - (95,851)
(Gain) loss on sale and transfer of marketable securities (335,340) (112,518)
Allowance for decline in market value of securities 46,922 (3,510)
Write-off of investment in Track Data Japan - 179,976
Allowance for doubtful accounts - 199,916
Deferred income taxes (413,329) (451,500)
Changes in operating assets and liabilities:
Accounts receivable 199,817 (327,885)
Other assets (181,687) 229,215
Accounts payable and accrued expenses 369,617 130,800
Other liabilities 9,110 217,762
----------- -----------
Net cash provided by operating activities 3,098,600 1,816,139
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of fixed assets (800,139) (1,649,993)
Repayment of related party loans 702,050 1,974,194
Loans to related parties (1,201,380) (2,061,873)
Loans (to) from others (24,450) 70,822
Purchase of marketable securities (76,931) -
Purchase of shares of affiliate (30,650) -
Proceeds from sale of marketable securities - 324,698
Acquisition costs - (2,175,582)
----------- -----------
Net cash used in investing activities (1,431,500) (3,517,734)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments under capital lease obligations (2,059,370) (1,751,744)
Net (payments) proceeds from note payable - bank (915,866) 422,393
Net proceeds from notes payable - other 25,579 107,833
Net (payments) proceeds on loans from employee savings program (18,195) 118,182
Purchase of treasury stock (34,187) (23,566)
Payments of acquisition notes (187,500) (187,500)
----------- -----------
Net cash used in financing activities (3,189,539) (1,314,402)
----------- -----------
EFFECT OF EXCHANGE RATE DIFFERENCES ON CASH (10,315) (51,797)
----------- -----------
NET DECREASE IN CASH (1,532,754) (3,067,794)
CASH AND EQUIVALENTS, BEGINNING OF PERIOD 2,004,827 5,155,132
----------- -----------
CASH AND EQUIVALENTS, END OF PERIOD $ 472,073 $ 2,087,338
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Interest $ 696,749 $ 735,771
Income taxes 22,450 117,704
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
AND FINANCING ACTIVITIES:
Equipment acquisitions financed by capital leases $ 1,311,274 $ 2,901,028
<FN>
See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(unaudited)
1. On March 31, 1996, Track Data Corporation ("Track"), a principal
stockholder of Global Market Information, Inc. ("Global"), merged into Global
and the name of Global was changed to Track Data Corporation (the "Company").
Pursuant to the merger (the "Merger"), Global issued 12,000,000 shares of its
common stock in exchange for all of the outstanding stock of Track. The
1,599,837 shares of Global common stock owned by Track prior to the Merger
were cancelled.
Global, as the surviving corporation, assumed all of Track's assets,
liabilities and obligations. Effective March 31, 1996, the Company issued
835,905 shares of its common stock and transferred 74,281 shares of Innodata
Corporation common stock to a Trust to be held by a bank trustee for the
benefit of certain key employees and consultants of Track to satisfy
obligations under a deferred compensation plan maintained by Track. Upon
issuance of the shares to the Trust, the liability for the deferred
compensation was satisfied. These shares will be released to the participants
upon termination of employment, or earlier with approval of the Board of
Directors.
Track provided "real-time" financial market data, financial and
historical databases and analytic services through a sophisticated private
data network to the professional trading and investment community prior to the
Merger. Track also provided database services to Global pursuant to a
facilities management agreement that was to expire in 2001.
For accounting purposes the Merger is treated as a combination of
entities under common control similar to a pooling-of-interests. Accordingly,
the financial statements for all current and prior periods include the results
of operations of Global and Track.
2. In the opinion of the Company, the accompanying unaudited condensed
consolidated financial statements contain all adjustments (consisting of only
normal recurring accruals) necessary to present fairly the financial position
as of September 30, 1996, and the results of operations for the three and nine
month periods ended September 30, 1996 and 1995 and of cash flows for the nine
months ended September 30, 1996 and 1995. The results of operations for the
nine months ended September 30, 1996 are not necessarily indicative of results
that may be expected for any other interim period or for the full year.
These financial statements should be read in conjunction with the
financial statements and notes thereto for the year ended December 31, 1995
included in the Company's Current Report on Form 8-K/A dated as of March 26,
1996. The accounting policies used in preparing these financial statements
are the same as those described in the December 31, 1995 Track financial
statements.
3. On March 26, 1996, in accordance with the Merger Agreement, a dividend
in the amount of $2,088,698 was paid to Track's sole stockholder, who is the
Company's Chairman of the Board, representing the undistributed earnings of
Track as an S corporation. The dividend was paid to the stockholder by
assigning amounts due from him or entities controlled by him.
4. Effective upon the Merger, deferred taxes which were previously
provided at state and local rates and which related to Track temporary
differences were recalculated based on the changed status to a C corporation.
This resulted in a recognition of additional deferred tax assets deemed
realizable by management of approximately $500,000 in the three months ended
March 31, 1996.
5. On April 23, 1996, the Company granted options to purchase 479,400
shares of the Company's common stock at $4.00 per share to employees ($3.75
market price at date of grant). On July 16, 1996, the Board of Directors
changed the option exercise price to $2.00 per share ($1.63 market price
at date of change). Further, the Company issued 62,400 shares of its common
stock (60,000 shares to its president) to satisfy certain bonus payments for
1995.
<PAGE>
TRACK DATA CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
GENERAL
The Company provides real-time financial market data, fundamental
research, charting and analytical services to both institutional and
individual investors. The Company also redistributes news and third party data
base information from more than 100 sources worldwide. The Company's lead
products include MarkeTrack MX and MarkeTrack NT, Dial/Data, Track OnLine and
InfoVest. Its AIQ Systems division provides expert systems software,
including artificial intelligence products for market timing and stock
selection.
THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
For the three months ended September 30, 1996 the Company's revenues were
$11,778,620, an increase of 4% over revenues for the similar period in 1995 of
$11,361,989. The increase in revenues is primarily attributable to an
increase in the subscriber base for the Company's Dial/Data division.
Direct operating costs were $6,482,723 for the third quarter of 1996 and
$6,376,910 for the similar period in 1995, a decrease of 2%. Direct operating
costs as a percentage of revenues was 55% in 1996 and 56% in 1995. Direct
operating costs include direct payroll, direct telecommunication costs,
computer supplies, depreciation and equipment lease expense and the
amortization of software development costs.
Selling and administrative expenses were $4,887,464 and $6,155,139 in the
1996 and 1995 periods, respectively, a decrease of 21% in the 1996 period from
the 1995 period. Selling and administrative expenses as a percentage of
revenues was 41% in 1996 and 54% in 1995. The dollar and percentage decrease
primarily reflects a contribution expense of approximately $600,000 in the
1995 period, a reduction of approximately $200,000 in salary expense for the
Company's Chairman in 1996 as compared to the 1995 period, and the write off
of approximately $200,000 in Track Data (Japan) during the third quarter of
1995.
The Company incurred no deferred compensation expense in 1996, while
recognizing an expense of $125,491 in 1995. These changes relate to the
Company's phantom stock plan which was discontinued as of March 31, 1996. The
underlying 835,905 shares of the Company's common stock and 74,281 shares of
Innodata Corporation common stock to which certain employees were vested have
been placed in a trust for the benefit of the participants. Accordingly,
future changes in the market price of the respective stocks will not be
reflected as changes in deferred compensation expense.
Interest expense decreased to $196,483 in the 1996 period compared to
$230,853 in 1995 due to decreased borrowings.
There was no other income in the three months ended September 30, 1996
and $6,747 for the three months ended September 30, 1995. The income in 1995
resulted principally from gains from Innodata Corporation common stock given
as charitable contributions in 1995. The gain represents the difference
between the carrying value of such securities and the market price at date of
disposition.
As a result of the above mentioned factors, the Company realized net
income of $10,977 in the 1996 period compared to a loss of $1,324,998 in 1995,
which included equity in net loss of an affiliate of $115,973 in 1996 and
equity in net income of an affiliate of $113,222 in 1995.
NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
For the nine months ended September 30, 1996 the Company's revenues were
$35,173,529, an increase of 5% over revenues for the similar period in 1995 of
$33,629,978. The increase in revenues is primarily attributable to an
increase in the subscriber base for the Company's Dial/Data division.
Direct operating costs were $19,251,148 for the first nine months of 1996
and $18,992,437 for the similar period in 1995, an increase of 1%. Direct
operating costs as a percentage of revenues was 55% in 1996 and 56% in 1995.
Selling and administrative expenses were $14,982,603 and $16,955,247 in
the 1996 and 1995 periods, respectively, a decrease of 12% in the 1996 period
from the 1995 period. Selling and administrative expenses as a percentage of
revenues was 43% in 1996 and 50% in 1995. The dollar and percentage decrease
primarily reflects a contribution expense of approximately $800,000 in the
1995 period, a reduction of approximately $700,000 in salary expense for the
Company's Chairman in 1996 as compared to the 1995 period, and the write off
of approximately $200,000 in Track Data (Japan) during the third quarter of
1995.
The Company incurred deferred compensation expense of $294,894 in 1996,
while recognizing a reduction in such expense of $43,086 in 1995. These
changes relate to the Company's phantom stock plan which was discontinued as
of March 31, 1996. The underlying 835,905 shares of the Company's common
stock and 74,281 shares of Innodata Corporation common stock to which certain
employees were vested have been placed in a trust for the benefit of the
participants. Accordingly, future changes in the market price of the
respective stocks will not be reflected as changes in deferred compensation
expense.
Interest expense increased to $638,997 in the 1996 period compared to
$593,669 in 1995 due to increased borrowings.
The Company realized net income from operations of $5,887 in the 1996
period compared to a loss from operations of $2,868,289 in 1995. The loss
from operations in the 1995 period was due principally to the higher selling
and administrative expenses described above.
Other income was $288,418 and $233,310 for the nine months ended
September 30, 1996 and 1995, respectively, principally from gains in each
period from Innodata Corporation common stock placed in a trust to satisfy
obligations to employees in 1996 and for charitable contributions in 1995. In
each period the gain represents the difference between the carrying value of
such securities and the market price at date of disposition.
The income tax benefit in the 1996 period of $279,058 is due to the
recognition of the anticipated realizable amount of tax benefits from a change
in tax status, effective upon the merger of Track at March 31, 1996, from an S
corporation, for which the majority of taxes were paid by the former sole
stockholder, to a C corporation.
As a result of the above mentioned factors, the Company realized net
income of $549,972 in the 1996 period compared to a loss of $1,878,768 in
1995.
LIQUIDITY AND CAPITAL RESOURCES
During the nine months ended September 30, 1996 and 1995 cash provided by
operating activities was $3,098,600 and $1,816,139, respectively. The
increase was due principally to profitable operations in 1996. Cash flows
used in investing activities was $1,431,500 and $3,517,734 for the nine months
ended September 30, 1996 and 1995, respectively. Purchases of fixed assets
decreased by approximately $850,000 in 1996 compared to 1995. The 1995 amount
also includes the acquisition of the All-Quotes business. Cash used in
financing activities was $3,189,539 and $1,314,402 for the nine months ended
September 30, 1996 and 1995, respectively. The increase in 1996 is primarily
due to a repayment of bank loans.
The Company has a line of credit with a bank. The line is collateralized
by the assets of the Company and is guaranteed by its principal stockholder.
Interest is charged at 1.75% above the bank's prime rate and is due on demand.
The Company may borrow up to 80% of eligible accounts receivable and is
required to maintain a compensating balance of 10% of the outstanding loans.
The Company did not meet this requirement from time to time prior to the
Merger. The line of credit is sufficient for the Company's cash requirements.
There are no major capital expenditures anticipated beyond the normal
replacement of equipment and additional equipment to meet increased customer
demand.
Prior to the Merger, Track paid a dividend to its sole stockholder, Mr.
Hertz, of approximately $2,100,000, equivalent to the previously taxed income
to Mr. Hertz as the sole stockholder of Track, a subchapter S corporation.
The dividend was paid by assigning to Mr. Hertz receivables from him or
entities controlled by him. Further, Mr. Hertz has agreed to reduce
compensation paid to him by the Company from approximately $1,500,000 in 1995
to $350,000 for each of 1996 and 1997.
INFLATION AND SEASONALITY
To date, inflation has not had a significant impact on the Company's
operations. The Company's revenues are not affected by seasonality.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. Not Applicable
Item 2. Changes in Securities. Not Applicable
Item 3. Defaults upon Senior Securities. Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders. Not
Applicable.
Item 5. Other Information. Not Applicable.
Item 6. (a) Exhibits. None.
(b) Reports on Form 8-K. None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
TRACK DATA CORPORATION
Date: 11/12/96 /s/
-------- ------------------
Barry Hertz
Chairman of the Board
Chief Executive Officer
Date: 11/12/96 /s/
-------- ------------------
Martin Kaye
V.P. Finance,
Principal Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit 27 - Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000922811
<NAME> TRACK DATA CORPORATION
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 472,073
<SECURITIES> 0
<RECEIVABLES> 1,922,788
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 9,125,134
<DEPRECIATION> 0
<TOTAL-ASSETS> 22,951,631
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 148,554
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 22,951,631
<SALES> 0
<TOTAL-REVENUES> 35,173,529
<CGS> 19,251,148
<TOTAL-COSTS> 35,167,642
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 638,997
<INCOME-PRETAX> 294,305
<INCOME-TAX> (279,058)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 549,972
<EPS-PRIMARY> .04
<EPS-DILUTED> 0
</TABLE>
