<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10Q
(Mark One)
[X] 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 0-26368
TRANSMEDIA ASIA PACIFIC, INC.
----------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 13-3760219
--------------------------------- --------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
11 ST. JAMES'S SQUARE, LONDON SW1Y 4LB, ENGLAND
----------------------------------------------------------------
(Address of principal executive offices) (zip code)
U.K. 011-44-171-930-0706
--------------------------------------
(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
--- ---
The number of Shares outstanding of the issuer's common stock, $.00001 par
value, as of May 10, 1996: 12,469,590
<PAGE> 2
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
PART I : CONDENSED FINANCIAL INFORMATION
ITEM 1 .............................................................. Pages 1-8
Financial Statements
Consolidated Statements of Operations for the three months ended March 31, 1996
(unaudited) and the six months ended March 31, 1996 (unaudited) and March 31,
1995 (unaudited)
Condensed Consolidated Balance Sheets as at:
- - September 30, 1995
- - March 31, 1996 (unaudited)
Consolidated Statements of Cash Flows for the six months ended March 31, 1995
(unaudited) and March 31, 1996 (unaudited)
Consolidated Statement of Stockholders Equity for the three month periods ended
March 31, 1996 and December 31,1995 (unaudited)
Notes
ITEM 2 .............................................................. Pages 9-11
Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II: OTHER INFORMATION............................................. Page 12
SIGNATURES ............................................................. Page 13
<PAGE> 3
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
PART I: CONDENSED FINANCIAL INFORMATION
The condensed consolidated financial statements included herein have been
prepared in conformity with generally accepted accounting principles in the
United States and should be read in conjunction with the September 30, 1995 Form
10-K filing. The statements are unaudited but reflect all adjustments
(consisting only of normal recurring accruals) which, in the opinion of
management, are necessary for a fair presentation of the company's financial
position and the results of operations. The results for the six months and three
months ended March 31, 1996 are not necessarily indicative of the results to be
expected for the full year.
<PAGE> 4
PART 1: FINANCIAL INFORMATION
ITEM 1
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three months Six months Six months
ended ended ended
March 31, March 31, March 31,
1996 1995 1996
(unaudited) (unaudited) (unaudited)
-------------- -------------- --------------
<S> <C> <C> <C>
Revenues $ 473,560 $ 471,276 $ 842,147
Membership fees 41,475 - 80,850
-------------- -------------- --------------
Total revenues and fees 515,035 471,276 922,997
Cost of sales (313,981) (314,068) (557,406)
-------------- -------------- --------------
Gross profit 201,054 157,208 365,591
Selling, general and
administrative expenses (697,342) (1,121,142) (1,432,991)
-------------- -------------- --------------
Loss from operations (496,288) (963,934) (1,067,400)
Interest income 2,168 30,461 8,655
-------------- -------------- --------------
Loss before income taxes (494,120) (933,743) (1,058,745)
Income taxes - - -
-------------- -------------- --------------
Net loss (494,120) (933,743) (1,058,745)
============== ============== ==============
Loss per common and
common equivalent share $ (0.04) $ (0.09) $ (0.08)
Weighted average number of
common and common
equivalent shares outstanding 12,469,590 10,827,193 12,469,590
============== ============== ==============
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
2
<PAGE> 5
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, March 31
1995 1996
(unaudited)
----------- ----------
ASSETS
<S> <C> <C>
Current assets
Cash and cash equivalents $ 941,098 $ 130,095
Restaurant credits 593,418 563,742
Sundry debtors 77,289 79,193
Amounts due from related parties (note 2) 619,277 590,832
Other current assets 70,748 20,750
-------------- -------------
2,301,830 1,384,612
Total current assets
Property and equipment, (net of accumulated
depreciation $40,056 at September 30, 1995 and
$ 54,994 at March 31, 1996) 141,775 144,476
Intangible assets, (net of accumulated
amortisation of $122,720 at September 30, 1995
and $ 184,080 at March 31, 1996) 1,868,855 1,807,515
-------------- -------------
TOTAL ASSETS $ 4,312,460 $ 3,336,603
============== =============
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
3
<PAGE> 6
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, March ,31
1995 1996
(unaudited)
-------------- -------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Bank overdraft $ 126,148 $ -
Trade accounts payable 116,918 182,645
Deferred membership fee income 128,990 76,024
Accrued liabilities 246,236 277,400
Amount due to related parties 9,524 -
-------------- -------------
Total Current Liabilities $ 627,816 $ 536,069
-------------- -------------
STOCKHOLDERS' EQUITY
Preferred stock, $0.01 par value per share
Authorised 5,000,000 shares; none issued - -
Common stock, $0.00001 par value per share Authorised 20,000,000 shares;
(12,469,590 issued and outstanding at September 30, 1995
and at March 31, 1996) 125 125
Additional paid in capital 6,235,758 6,235,758
Cumulative foreign currency translation
adjustment 949 25,584
Unearned compensation (212,250) (62,250)
Accumulated deficit (2,339,938) (3,398,683)
-------------- -------------
Total Stockholders' Equity $ 3,684,644 $ 2,800,534
-------------- -------------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 4,312,460 $ 3,336,603
============== =============
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
4
<PAGE> 7
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
Six months Six months
ended ended
March 31, March 31,
1995 1996
(unaudited) (unaudited)
----------- -----------
<S> <C> <C>
Cash flows from Operating Activities:
- Net loss $ (933,473) $(1,058,745)
Adjustment to reconcile net loss
to net cash used in operating activities
- Depreciation 13,595 14,938
- Amortisation of licence 61,360 61,360
- Provision for irrecoverable restaurant credits -- 7,700
- Deferred membership fees -- (55,546)
- Amortisation of deferred compensation -- 150,000
Changes in assets and liabilities:
- Trade accounts payable -- 63,388
- Accrued liabilities 191,620 21,640
- Restaurant credits (278,467) 33,844
- Other current assets (11,183) 50,000
- Sundry debts (49,774) (1,903)
----------- -----------
Net cash used in operating activities (1,006,322) (713,324)
----------- -----------
Cash flows from investing activities:
- Loans to related parties (61,118) (310,000)
- Repayment of related party loans -- 338,551
- Receipts from related parties 13,430 --
- Purchase of property and equipment (95,782) (14,804)
----------- -----------
Net cash (used in)/from investing activities (143,470) 13,747
----------- -----------
Cash flows from financing activities:
- Bank overdraft -- (126,148)
- Purchase of Treasury Stock (20,000) --
----------- -----------
Net cash used in financing activities (20,000) (126,148)
----------- -----------
Net derease in cash and
cash equivalents (1,169,792) (825,725)
----------- -----------
Cash and cash equivalents at
beginning of period 1,911,810 941,098
Effects of foreign currency translation (2,886) 14,722
----------- -----------
Cash and cash equivalents $ 739,132 $ 130,095
=========== ===========
</TABLE>
Supplemental disclosures of cash flow information:
No amounts of cash were paid for interest or income taxes for each of the
periods presented
5
<PAGE> 8
TRANSMEDIA ASIA PACIFIC INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Number of Common Additional Cumulative Accumulated Unearned Total
shares stock capital currency deficit compensation
translation
adjustment
----------- ----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, September 30, 1995 12,469,590 $ 125 $ 6,235,758 $ 949 $(2,339,938) $ (212,250) $ 3,684,644
Net loss (unaudited) -- -- -- -- (564,625) -- (564,625)
Unearned compensation -- -- -- -- -- 75,000 75,000
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance, December 31, 1995
(unaudited) 12,469,590 $ 125 $ 6,235,758 $ 949 $(2,904,563) $ (137,250) $ 3,195,019
Net loss (unaudited) -- -- -- -- (494,120) -- (494,120)
Unearned compensation -- -- -- -- -- 75,000 75,000
Effect of foreign currency
translation -- -- -- 24,635 -- -- 24,635
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance, March 31, 1996
(unaudited) 12,469,590 $ 125 $ 6,235,758 $ 25,584 $(3,398,683) $ (62,250) $ 2,800,534
=========== =========== =========== =========== =========== =========== ===========
</TABLE>
6
<PAGE> 9
TRANSMEDIA ASIA PACIFIC, INC.
Notes to the Condensed Consolidated Financial Statements
1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of Presentation
The balance sheet as of September 30, 1995 was derived from the
Company's audited financial statements.
The information presented in the unaudited condensed consolidated
financial statements, in the opinion of management, reflects all
adjustments (consisting of normal recurring accruals) necessary for a
fair presentation of the results for all interim periods. The results
for the three months and six months ended March 31, 1996 are not
necessarily indicative of the results to be expected for the full year.
The Company filed a registration statement with the Securities and
Exchange Commission that was declared effective on August 4, 1995.
(b) Description of business
Transmedia Asia Pacific, Inc. was incorporated in Delaware on March 10,
1994.
The Company's main business activity is to make "cash advances" to
restaurants in exchange for food and beverage credits, which are then
recovered as the Company's cardholders utilise their restaurant charge
cards. Presently, the Company has operations in Australia.
The Company has been granted a license, (the "Transmedia License"), to
operate a specialised restaurant charge card business in Asia and the
Pacific Rim (the "Licensed Territories") by Transmedia Network Inc.
('Network') a corporation which is incorporated in the United States of
America.
As of March 31, 1996, Transmedia Asia Pacific, Inc, has equity interests
in the following companies:
<TABLE>
<CAPTION>
Name Country of Incorporation % Owned
<S> <C> <C>
Transmedia Asia Pacific plc Australia 100%
</TABLE>
(c) Restaurant Credits
Restaurant credits represent the total advances made to participating
restaurants in exchange for credits less the amount by which these
credits are recouped by the Company as a result of Company cardholders
utilising their cards at participating restaurants. The amount by which
such credits are recouped amounts to approximately 50% of the retail
value of food and beverages consumed by cardholders. The Company
reviews recoverability of credits and establishes an allowance for
credits to restaurants that have ceased operations or whose credits may
not be utilised by cardholders.
The amount of funds advanced to participating restaurants are generally
unsecured and are recoverable as cardholders utilise their restaurant
charge card at the respective restaurant. In certain cases, the Company
may request a personal guarantee from the owner of a restaurant with
respect of the recoverability of the advance if the restaurant ceases
operations or ceases to be a participating restaurant. Generally, no
other forms of collateral or security are obtained from the restaurant
owners.
(d) Membership Fees
Membership fees collected are deferred and are recognized as revenue in
equal monthly instalments.
(e) License Cost
The Company evaluates the carrying value of its investment in License
Costs for impairment based on an estimate of future undiscounted net
cash flows that are expected to be generated and are directly
attributable to the Transmedia License. If the sum of those estimated
future undiscounted cash flows is less than the carrying value of the
license costs, it is the policy of the Company to measure impairment on
the basis of the fair value of
7
<PAGE> 10
TRANSMEDIA ASIA PACIFIC, INC.
Notes to the Condensed Consolidated Financial Statements
the license costs, using a discounted cash flow technique. In the
opinion of management, there was no permanent impairment in the carrying
value of the license costs at September 30, 1995 or at March 31, 1996.
2. RELATED PARTIES
Amounts due from related parties consist of the following:
<TABLE>
<CAPTION>
September 30, March 31,
1995 1996
---- ----
<S> <C> <C>
E Guinan III $ 43,891 $ 7,891
Conestoga Partners Inc. 155,169 80,169
Transmedia Europe Inc. 416,280 498,729
Paul Harrison 3,937 4,043
-------- --------
$619,277 $590,832
======== ========
</TABLE>
Information regarding the activity with respect to the amounts due from
related parties is as follows
<TABLE>
<CAPTION>
Conestoga Transmedia
E Guinan III Partners Inc. Europe Inc. P Harrison
<S> <C> <C> <C> <C>
Balance September 30, 1995 $ 43,891 $ 155,169 $ 416,280 $ 3,937
Additions 60,000 -- 250,000 --
Amounts Collected (96,000) (75,000) (167,551) --
Foreign Currency movement -- -- -- 106
--------- --------- --------- ---------
Balance March 31, 1996 $ 7,891 $ 80,169 $ 498,729 $ 4,043
========= ========= ========= =========
</TABLE>
The above loans are unsecured, non interest bearing, and repayable on
demand.
3. UNEARNED COMPENSATION
On June 16, 1995 the Company entered into an agreement with Nomura,
Wasserstein, Perella Co. Ltd. to provide certain consulting services through
June 16, 1996. Pursuant to such agreement, the Company has issued 100,000
shares of common stock to Nomura, Wasserstein, Perella and Co. Ltd.
The restricted shares and an equal amount of unearned compensation have been
included in the balance sheet at the fair value of the shares at the date at
which they were issued, considered to be $3.00 per share, and compensation
expense for services rendered will be recorded on a periodic basis. In
addition a $100,000 retainer has been paid.
8
<PAGE> 11
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------
GENERAL
The Company was formed in Delaware in March 1994 to exploit the rights granted
to it under the License Agreement. The License Agreement enables the Company to
operate within the Licensed Territories, but the Company has, to date, operated
only in Australia. It is the Company's intention to consider possible expansion
of its operation into other Licensed Territories during the current fiscal year
through the granting of franchises or otherwise.
The Company commenced operations in Australia by launching in Sydney with The
Sydney Morning Herald newspaper in November 1994. In September 1995 the Company
launched with The Age newspaper in Melbourne. The results from these promotions
have been encouraging. The Company is now operating in Australia's two largest
cities and has well advanced plans to launch in Brisbane. The Company is
developing further marketing programmes, some of which may be substantial, to
increase the number of Company Cardholders. Association with The Sydney Morning
Herald and its sister newspaper The Age has provided both The Restaurant Card in
particular and the Company's business in general with an enhanced profile in the
Australian business and restaurant community. The nature of the Company's
business is such that there is a lead time before profitable operations can be
anticipated, but it is believed that this has been expedited by the newspaper
promotions, both in respect of the number of Company Cardholders and the number
of Company Participating Restaurants.
As of March 31, 1996 the Company had approximately 11,000 Company Cardholders
and 350 Company Participating Restaurants.
RESULTS OF OPERATIONS
3 MONTH PERIOD ENDED MARCH 31, 1996
The Company generated sales of $ 473,560 for the three month period ended March
31, 1996, excluding membership fees of $ 41,475. The significant increase in
both sales and membership during the previous quarter has been sustained,
evidencing the quality of the cardholders and restaurants acquired from the
September 1995 launch in Melbourne with The Age newspaper. The Company's success
in signing top award winning restaurants as Company Participating Restaurants
continues in Brisbane, in advance of the proposed Brisbane launch.
Cost of sales for the period amounted to $ 313,981and gross profit amounted to $
201,054.
Selling, general and administration expenses for the period totalled $ 697,342
(a reduction of 5 % over the previous quarter). The Company generated $2,168 of
interest income.
6 MONTH PERIOD ENDED MARCH 31, 1995
Revenues for the six months ended March 31, 1995 amounted to $ 471,276. The
Company began generating revenues from operations in November 1994 as management
began recruiting Company Participating Restaurants. Revenues increased
significantly on a monthly basis from November 1994 as the Company increased its
base of Company Cardholders as a result of the Sydney Morning Herald promotion
and also increased the number of Company Participating Restaurants.
Cost of sales for the six months ended March 31, 1995 amounted to $314,068 and
gross profit amounted to $157,208.
Selling, general and administration expenses for the period totalled $ 1,121,142
consisting primarily of salaries, rents, commissions, and other general overhead
costs. The Company generated $ 30,461 of interest income.
9
<PAGE> 12
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------
6 MONTH PERIOD ENDED MARCH 31, 1996
The Company generated sales of $ 842,147, for the six month period ended March
31, 1996, excluding membership fees of $ 80,850. There has been a significant
increase in both sales and membership during the period. This can be principally
attributed to the impact of the September 1995 launch in Melbourne with The Age
newspaper. The Company has also been well received by the Melbourne restaurant
community, having attracted a number of top award winning restaurants as Company
Participating Restaurants.
Cost of sales for the six months ended March 31, 1996 amounted to $ 557,406 and
gross profit amounted to $ 365,591.
Selling, general and administration expenses for the period totalled $ 1,432,991
of which approximately $ 240,000 relates to start up costs of the planned
Japanese operation. The Company generated $ 8,655 of interest income.
LIQUIDITY AND CAPITAL RESERVES
The Company was initially capitalized with 7,249,500 shares. On May 26, 1994,
the Company issued: (i) 450,000 shares of common stock to Conestoga for
$450,000; (ii) 590,790 shares were issued to Network as partial consideration
for the purchase of the License; and (iii) 3,525,000 shares were sold to private
investors in a private placement at an offering price of $1 per share. Of the
cash proceeds of $3,525,000, $1,000,000 was paid to Network for further
consideration (in addition to the $250,000 paid to Network by Conestoga and
reimbursed to Conestoga by the Company) for the purchase of the License from the
private placement of shares, leaving a balance, after costs, of $2,322,212
available to the Company for use as working capital in respect of the
utilization by the Company its rights under the License. Initially such
utlization has taken place in Australia through the Company's wholly owned
subsidiary, Transmedia Australia. In the future, the Company may expand
operations in other portions of the licensed territories through wholly-owned
subsidiaries or through unaffiliated sublicensees and franchisees.
In April 1995, the Company completed a second private placement of 573,790
shares of Common Stock at a price of $3 per share. The net proceeds of such
private placement are being used as working capital in respect of the
utilization by the Company of its rights under the License. The net cash to the
Company from the second private placement of shares in April 1995 was
$1,592,656.
On June 16, 1995 the Company entered into an agreement with Nomura, Wassertein,
Perella Co. Ltd. to provide certain consulting services through June 16, 1996.
Pursuant to such agreement, the Company has issued 100,000 shares of common
stock and paid a $100,000 retainer to Nomura, Wasserstein, Perella and Co. Ltd.
Net cash used in operating activities for the six months ended March 31, 1996
and 1995 was $ 713,324 and $ 1,006,322 respectively of which $ 33,844 and $
(278,467) respectively represents the net cash inflow/(outflow) for advances to
Company Participating Restaurants.
The most significant investing activities for the six months ended March 31,
1996 and 1995 were loans to related parties of $ 310,000 and $ 61,118
respectively of which $ 338,551 and $ nil respectively was repaid.
Based upon projected promotions by the Company, it is anticipated that
additional funds will be required in order to support a higher level of
restaurant advances. This higher level will be required in connection with the
anticipated substantial increase in fiscal year 1996 in the number of Company
Cardholders and Company Participating Restaurants. Additional funds will have to
be obtained by the Company from one or more sources including bank loans or
other debt financings, equity financings, or the sale of sublicenses or
franchises. While there can be no assurance of any of such sources of funds or
the terms upon which they can be obtained, the Company is confident that
sufficient funds will be available to meet its anticipated business expansion
needs in fiscal 1996. In the immediate term funds will be obtained from
International Advance Inc., a related company. Mr Edward J Guinan III, the
Company's President, is the principal shareholder and an officer and director of
International Advance, Inc.
10
<PAGE> 13
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
- --------------------------------------------------------------------------------
INFLATION AND SEASONALITY
The Company does not believe that its operations will be influenced by inflation
in the foreseeable future. The business of individual Company Participating
Restaurants may be seasonal depending on their location and the type of food and
beverages served. However, the Company at this time has no basis on which to
project seasonal effects, if any, to its business as a whole.
11
<PAGE> 14
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
- --------------------------------------------------------------------------------
PART II: OTHER INFORMATION
Item 1 2, 3, 4 and 5
Item 1, 2, 3, 4 and 5 of Part II are either not applicable or are answered in
the negative and are omitted pursuant to the instructions to Part II.
Item 6: Exhibit and Reports on Form 8K
Reports on Form 8K - no reports on Form 8K were filed for the quarter ended
March 31, 1996.
12
<PAGE> 15
TRANSMEDIA ASIA PACIFIC INC. AND SUBSIDIARIES
- --------------------------------------------------------------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused their Report to be signed on its behalf by the
undersigned thereunto duly authorised.
TRANSMEDIA ASIA PACIFIC INC.
/s/EDWARD J GUINAN III
- --------------------------
EDWARD J GUINAN III
Chairman and Chief Executive Officer
May 10, 1996
<PAGE> 16
EXHIBIT INDEX
-------------
Exhibit 27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 1
<CASH> 130,095
<SECURITIES> 0
<RECEIVABLES> 79,193
<ALLOWANCES> 0
<INVENTORY> 563,742
<CURRENT-ASSETS> 1,384,612
<PP&E> 199,470
<DEPRECIATION> 54,994
<TOTAL-ASSETS> 3,336,603
<CURRENT-LIABILITIES> 536,069
<BONDS> 0
0
0
<COMMON> 125
<OTHER-SE> 2,800,409
<TOTAL-LIABILITY-AND-EQUITY> 3,336,603
<SALES> 515,035
<TOTAL-REVENUES> 515,035
<CGS> 313,877
<TOTAL-COSTS> 1,011,233
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (494,120)
<INCOME-TAX> 0
<INCOME-CONTINUING> (496,288)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (494,120)
<EPS-PRIMARY> (0.04)
<EPS-DILUTED> (0.04)
</TABLE>
