Form 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
/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
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________________________ to ___________________
For Quarter Ended March 31, 1996 Commission File Number 0-24928
-------------- -------
The Solomon-Page Group Ltd.
- - --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 51-0353012
- - --------------------------------------------- --------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
1140 Avenue of the Americas, New York, NY 10036
- - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 764-9200
--------------
N/A
- - --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 of 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 / /
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: At May 8, 1996, there were
outstanding 5,933,429 shares of the Registrant's Common Stock, $.001 par value
(which number of shares includes an aggregate of 794,136 shares subject to
escrow under compensation arrangements with certain officers of the Registrant).
Transitional Small Business Disclosure Format:
Yes / / No /X/
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
FORM 10-QSB
QUARTERLY REPORT
For the Six Months Ended March 31, 1996
INDEX
Part I: FINANCIAL INFORMATION
Item 1: Financial Statements
PAGE NUMBER
Consolidated Balance Sheet as of March 31, 1996
[Unaudited]..................................................1.......2
Consolidated Statements of Operations for the three months
and six months ended March 31, 1996 and 1995
[Unaudited]..................................................3........
Consolidated Statements of Cash Flows for the six months
ended March 31, 1996 and 1995 [Unaudited]....................4.......5
Notes to Consolidated Financial Statements [Unaudited].......6........
Item 2: Management's Discussion and Analysis or
Plan of Operation....................................7......10
Part II: OTHER INFORMATION...........................................11........
SIGNATURES...........................................................12........
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 1996 [UNAUDITED]
ASSETS:
Current Assets:
Cash and Cash Equivalents $1,073,867
Accounts Receivable - [Net of Allowance for
Doubtful Accounts of $33,500] 2,959,025
Due from Related Parties 146,882
Restricted Investment 95,324
Investments 1,071,835
Other Current Assets 224,153
----------
Total Current Assets 5,571,086
----------
Property and Equipment [Net of Accumulated
Depreciation and Amortization of $305,285 ] 880,859
----------
Other Assets:
Restricted Investment 34,466
Intangible Assets - [Net of Accumulated
Amortization of $25,500] 394,500
Investments 1,034,674
Security Deposits 83,325
----------
Total Other Assets 1,546,965
----------
Total Assets $7,998,910
==========
See Notes to Consolidated Financial Statements.
1
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 1996 [UNAUDITED]
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current Liabilities:
Accounts Payable and Accrued Expenses $ 435,466
Accrued Salaries and Commissions 680,419
Current Portion of Obligations Under Capital Leases 119,262
Other Current Liabilities 88,719
----------
Total Current Liabilities 1,323,866
----------
Long-Term Liabilities:
Obligations Under Capital Leases 158,734
Deferred Credit 215,299
----------
Total Long-Term Liabilities 374,033
----------
Stockholders' Equity:
Preferred Stock - Par Value $.001 Per Share; Authorized
2,000,000 Shares. None Issued or Outstanding --
Common Stock - Par Value $.001 Per Share;
Authorized 20,000,000 Shares. Issued and
Outstanding 5,139,285 Shares [Excluding 794,136
Escrow Shares] 5,139
Additional Paid-in Capital 8,488,247
Accumulated [Deficit] (2,192,375)
-----------
Total Stockholders' Equity 6,301,011
-----------
Total Liabilities and Stockholders' Equity $7,998,910
===========
See Notes to Consolidated Financial Statements.
2
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
[UNAUDITED]
<TABLE>
<CAPTION>
Three Months ended Six months ended
------------------ ----------------
March 31, March 31,
--------- ---------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenue $3,472,717 $1,625,354 $6,472,382 $3,077,368
---------- ---------- ---------- ----------
Selling Expenses 2,570,403 1,350,258 4,757,650 2,471,465
General and Administrative 835,351 713,441 1,807,426 1,163,183
Depreciation and Amortization 58,381 39,098 112,896 63,845
--------- --------- --------- ---------
Total Operating Expenses 3,464,135 2,102,797 6,677,972 3,698,493
--------- --------- --------- ---------
Income [Loss] from Operations 8,582 (477,443) (205,590) (621,125)
--------- ---------- ---------- ----------
Other Income [Expenses]
Interest Income 36,454 77,968 75,624 120,062
Interest Expense (13,244) (22,532) (27,087) (43,551)
Realized Gain on Sale of Investments 53,808 -- 88,167 --
Unrealized Gain [Loss] on
Investments (4,417) -- 14,873 --
Amortization of Deferred Financing Costs -- -- -- (60,000)
---------- ---------- ---------- --------
Total Other Income [Expenses] 72,601 55,436 151,577 16,511
---------- ---------- ---------- --------
Income [Loss] Before Income Taxes 81,183 (422,007) (54,013) (604,614)
Income Tax [Benefit] Expense -- (20,391) -- (30,636)
---------- --------- ---------- ---------
Net Income [Loss] $81,183 ($401,616) ($54,013) ($573,978)
======= ========== ========= ==========
Income [Loss] Per Common Share $0.02 ($0.09) ($0.01) ($0.12)
========= ========= ========= ==========
Weighted Average Number of Common 5,139,285 4,657,830 5,139,285 4,657,830
Shares Outstanding ========= ========= ========= =========
</TABLE>
See Notes to Consolidated Statements.
3
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
[UNAUDITED]
<TABLE>
<CAPTION>
Six months ended
----------------
March 31,
---------
1996 1995
---- ----
<S> <C> <C>
Operating Activities:
Net [Loss] ($54,013) ($573,978)
--------- ----------
Adjustments to Reconcile Net [Loss] to Net Cash
[Used for] Operating Activities:
Depreciation and Amortization 112,896 63,845
Provision for losses on Accounts Receivable 2,500 --
Deferred Taxes -- (30,448)
Amortization of Deferred Financing Costs -- 60,000
Deferred Credit 1,446 1,446
Change in Assets and Liabilities:
[Increase] Decrease in:
Accounts Receivable (1,511,121) (337,558)
Other Current Assets (103,224) (14,438)
Security Deposits (5,578) (71,494)
Increase [Decrease] in:
Accounts Payable and Accrued Expenses 406,125 (338,320)
Income Tax Payable -- (2,589)
Other Current Liabilities 58,355 --
------------ -------------
Total Adjustments ($1,038,601) ($669,556)
------------ -------------
Net Cash - Operating Activities - Forward ($1,092,614) ($1,243,534)
------------ ------------
Investing Activities:
Capital Expenditures (113,753) (90,212)
Purchase of Investments (2,106,509) (5,878,926)
Advances to Related Parties (3,487) (61,096)
Transfer to Restricted Investment (5,281) (5,085)
------------ ------------
Net Cash - Investing Activities - Forward ($2,229,030) ($6,035,319)
------------ ------------
</TABLE>
See Notes to Consolidated Financial Statements.
4
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENT OF CASH FLOWS
[UNAUDITED]
<TABLE>
<CAPTION>
Six months ended
----------------
March 31,
---------
1996 1995
---- ----
<S> <C> <C>
Net Cash - Operating Activities - Forward ($1,092,614) ($1,243,534)
------------ ------------
Net Cash - Investing Activities - Forward ($2,229,030) ($6,035,319)
------------ ------------
Financing Activities:
Principal Payments Under Capital Lease
Obligations (54,650) (50,336)
Net Proceeds from Public Offering -- 7,925,814
Repayment of Bridge Loans -- (400,000)
Cash Paid to Related Parties -- (54,201)
Payments from Related Parties 5,000 --
----------- -------------
Net Cash - Financing Activities ($49,650) $7,421,277
--------- -----------
Net [Decrease] Increase in Cash (3,371,294) 142,424
Cash and Cash Equivalents - Beginning of
Periods 4,445,161 35,789
---------- -----------
Cash and Cash Equivalents - End of Periods $1,073,867 $178,213
========== ===========
Supplemental Disclosures for Cash Flow
Information:
Cash paid during the periods for
Interest $27,087 $43,551
Income Taxes -- --
</TABLE>
See Notes to Consolidated Financial Statements.
5
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
[UNAUDITED]
[1] BASIS OF REPORTING
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Item 310(b)
of Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.
In the opinion of management, such statements include all adjustments
[consisting only of normal recurring items] which are considered necessary for a
fair presentation of the financial position of the Company at March 31, 1996 and
the results of its operations for the six month period then ended and cash flow
for six month period then ended. The results of operations for the periods
presented are not necessarily indicative of the results to be expected for the
full year.
The accompanying unaudited consolidated financial statements include the
accounts of The Solomon-Page Group Ltd. and its wholly-owned subsidiary. All
significant intercompany balances and transactions have been eliminated in
consolidation.
It is suggested that these financial statements be read in conjunction with the
financial statements and notes for the period ended September 30, 1995 included
in The Solomon-Page Group Ltd. Form 10-KSB.
[2] INCOME [LOSS] PER SHARE
Income [Loss] per share of common stock is based on the weighted average number
of common shares outstanding for each period presented. Common Stock equivalents
are included if dilutive. The 794,136 escrow shares are excluded from the
calculation as they are antidilutive. [See Management's Discussion and Analysis]
[3] RECLASSIFICATION
Certain prior period figures have been reclassified to conform with the current
period presentation.
6
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
OVERVIEW
The Company is primarily engaged in the business of providing personnel
placement services in three sectors: executive search, contingency recruitment
and professional temporary staffing. Executive search services are furnished in
three industry-specific categories in the publishing, capital markets and
managed health care markets. The contingency recruitment sector of the Company's
business consists of four functional and one industry-specific practices. The
functional practices provide contingency recruitment services to all companies
seeking personnel in the legal, human resources, information systems and
accounting areas. The industry-specific practice provides contingency
recruitment services to the apparel industry. Professional temporary staffing
services are provided to the information systems and technology marketplace by
Information Technology Partners, Inc. (ITP), a wholly-owned subsidiary of the
Company.
The following is a summary of the Company's consolidated financial and
operating data.
Three Months Ended Six Months Ended
------------------ ----------------
March 31, March 31,
--------- ---------
STATEMENT OF OPERATIONS DATA: 1996 1995 1996 1995
---- ---- ---- ----
Revenue $3,472,717 $1,625,354 $6,472,382 $3,077,368
Income [Loss] from Operations 8,582 (477,443) (205,590) (621,125)
Net Income [Loss] 81,183 (401,616) (54,013) (573,978)
Income [Loss] Per Common Share $0.02 ($0.09) ($0.01) ($0.12)
BALANCE SHEET DATA: March 31, 1996
--------------
Working Capital $4,247,220
Total Assets 7,998,910
Long-term Debt, Net of Current Maturities 158,734
Stockholders' Equity 6,301,011
RESULTS OF OPERATIONS
The following discussion of the Company's financial condition and results of
operations should be read in conjunction with the financial statements and notes
thereto appearing elsewhere in this document.
Revenue increased to approximately $3,473,000 for the three month period
ended March 31, 1996 from approximately $1,625,000 for the three month period
ended March 31, 1995, an increase of approximately $1,848,000 or 114%. Revenues
from the Company's executive search and contingency recruitment business were
approximately $2,398,000 for the three month period ended March 31, 1996
compared to approximately $1,299,000 for the same period in 1995 and revenues
from the professional temporary staffing business were approximately $1,074,000
for the three month period ended March 31, 1996 compared to approximately
$326,000 for the same period in 1995. Revenue increased to approximately
$6,472,000 for the six month period ended March 31, 1996 from approximately
$3,077,000 for the six month period ended March 31, 1995, an increase of
approximately $3,395,000 or 110%. Revenues from the Company's executive search
and contingency recruitment business were approximately $4,585,000 for the six
month period ended March 31, 1996 compared to approximately $2,678,000 for the
same period in 1995 and revenues from the professional temporary staffing
business were approximately $1,887,000 for the six month period ended March 31,
1996 compared to approximately $399,000 for the same period in 1995.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION [Continued]
The increase in revenues for the three and six month periods ended March
31, 1996 compared to the three and six month periods ended March 31, 1995 for
the Company's executive search and contingency recruitment sector can be
attributed to the expansion of its client base, increased revenues from existing
clients and hiring of additional experienced counselors. In addition, during
1995 the Company expanded into providing executive search to clients in the
publishing industry and augmented its presence in the managed health care area
through the expansion of executive search services to managed health care
clients on the West Coast. These expanded operations also contributed to the
increase in revenues for the three and six month period ended March 31, 1996.
The Company's professional temporary staffing business commenced operations in
November, 1994, therefore revenues increased for the three and six months ended
March 31, 1996 compared to the same periods in 1995. In addition, the Company
hired experienced sales and recruiting personnel and has developed various
customer relationships within ITP.
Selling expenses for the three month period ended March 31, 1996 totaled
approximately $2,570,000 (74% of revenues) compared with approximately
$1,350,000 (83% of revenues) for the three month period ended March 31, 1995.
Selling expenses for the six month period ended March 31, 1996 totaled
approximately $4,758,000 (73.5% of revenues) compared with approximately
$2,471,000 (80% of revenues) for the six month period ended March 31, 1995. The
improvements as a percentage of revenues relates to the economies of scale
associated with increased revenues. The increase in selling expenses is directly
related to the Company's subsidiary ITP which contributed approximately
$1,023,000 and $1,800,000 of the increased costs for the three and six month
periods ended March 31, 1996, respectively. The Company anticipates that the
revenue growth in ITP will further offset the increase in selling expenses. Such
costs consist primarily of payroll relating to temporary staffing requirements,
salaries and commissions of sales and recruiting personnel, employee benefits,
advertising, public relations and various other costs.
General and Administrative expenses increased to approximately $835,000
(24% of revenues) and $1,807,000 (28% of revenues)for the three and six month
periods ended March 31, 1996 from approximately $713,000 (44% of revenues ) and
$1,163,000 (38% of revenues) for the three and six month period ended March 31,
1995. The increase in general and administrative expenses is primarily a result
of the Company's planned business expansion through the retention of additional
administrative personnel, leasing additional office space and, professional
fees.
Depreciation and Amortization for the three and six month periods ended
March 31, 1996 totaled approximately $58,000 and $113,000 compared to
approximately $39,000 and $64,000 for same periods in 1995. The increase is due
to amortization of intangible assets related to the acquisition of trade names
along with the acquisition of capital assets, such as computer equipment,
furniture and fixtures and leasehold improvements.
Due to the factors mentioned above net income was approximately $81,000 for
the three month period ended March 31, 1996 compared to a net loss of
approximately $402,000 for the three month period ended March 31, 1995. The net
loss was approximately $54,000 for the six month period ended March 31, 1996
compared to a net loss of approximately $574,000 for the six month period ended
March 31, 1995.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION [Continued]
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1996, the Company had working capital of approximately
$4,247,000 a decrease of approximately $1,155,000 compared to September 30,
1995. The decrease is primarily due to investing cash and cash equivalents in
long-term investments.
Cash flows used in operating activities were approximately $1,093,000 for
the six months ended March 31, 1996. The primary use of cash for operating
activities was to fund the increase in accounts receivable related to higher
revenues. Accounts receivable increased approximately $1,511,000 compared to
September 30, 1995. Cash used in investing activities for the six months ended
March 31, 1996 totaled approximately $2,229,000, most of which was used for the
purchase of investments.
The Company anticipates that it may incur a charge to earnings in one or
more of the fiscal years ending on or prior to September 30, 1999 in connection
with the possible release from escrow of shares of Common Stock to the Company's
principal executive officers pursuant to the terms of their employment
agreements with the Company. Three officers of the Company have placed an
aggregate of 794,136 shares of Common Stock of the Company in escrow pending the
Company's attainment of certain minimum earnings thresholds. In the event the
Company attains any of theearnings thresholds required for the release of the
escrowed shares, the release of the escrowed shares to the officers of the
Company (an aggregate of 794,136 shares) will be deemed additional compensation
expense to the Company. The criteria for releasing such shares from escrow is as
follows: (i) if pre-tax net income for any fiscal year ending on or prior to
September 30, 1999 equals or exceeds $1,000,000, 264,712 shares of Common Stock
shall be released to such officers; (ii) if pre-tax net income for any fiscal
year ending on or prior to September 30, 1999 equals or exceeds $2,000,000,
264,712 shares of Common Stock shall be released to such officers (iii) if
pre-tax net income for any fiscal year ending on or prior to September 30, 1999
equals or exceeds $3,000,000, 264,712 shares of Common Stock shall be released
to such officers. For purposes of determining satisfaction of the above
criteria, each of such criteria may only be satisfied in one of the measuring
years and only one of such criteria may be satisfied in any year. Pre-tax net
income for each year shall be determined, and the right to receive shares shall
vest, on the December 31 following each fiscal year. In computing pre-tax net
income for purposes of determining whether the above criteria have been
satisfied, any charges to earnings arising solely as a result of the release of
escrowed shares shall be excluded. Because of the compensatory nature of the
arrangement, each release of escrowed shares pursuant to such arrangement will
result in a non-cash charge to the Company's earnings. The amount of such
compensation charge will be equal to the fair market value of the shares
released from escrow at the date of release. While the amount of such future
charges to earnings, if any, and the timing of such charges cannot be estimated
at this time due to the uncertainty as to the future satisfaction of the
earnings criteria and the future value of the Common Stock, any such future
charge to earnings can be expected to be substantial.
As of March 31, 1996 the Company had approximately $2,241,000 in cash and
cash equivalents and short-term investments as well as approximately $1,069,000
in long-term investments. The Company's $500,000 revolving credit facility
expired in December, 1995. The Company is in the process of investigating other
credit facilities. Management believes that its current cash position and
investment balances will be sufficient to support current working capital
requirements and planned expansion through at least the next 12 months.
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION [Continued]
NEW AUTHORITATIVE ACCOUNTING PRONOUNCEMENTS
The Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standards [SFAS] No. 121 "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to Be Disposed Of" in March of 1995
[SFAS] No. 121 establishes accounting standards for the impairment of long lived
assets, certain identifiable intangibles, and goodwill related to those assets
to be held and used, and for long-lived assets and certain identifiable
intangibles to be disposed of. [SFAS] No. 121 is effective for financial
statements issued for fiscal years beginning after December 15, 1995. Adoption
of SFAS No. 121 is not expected to have a material impact on the Company's
financial statements.
The FASB has also issued SFAS No. 123, "Accounting for Stock-Based
Compensation," in October of 1995. SFAS No. 123 uses a fair value based method
of accounting for stock options and similar equity instruments as contrasted to
the intrinsic valued based method of accounting prescribed by Accounting
Principles Board [APB] Opinion No. 25, Accounting for Stock Issued to Employees.
The Company has not decided if it will adopt SFAS No. 123 or continue to apply
APB Opinion No. 25 for financial reporting purposes. SFAS No. 123 will have to
be adopted for financial note disclosure purposes in any event. The accounting
requirements of SFAS No. 123 are effective for transactions entered into in
fiscal years that begin after December 15, 1995; the disclosure requirements of
SFAS No. 123 are effective for financial statement for fiscal year beginning
after December 15, 1995.
On December 30, 1994, the American Institute of Certified Public
Accountants issued Statement of Position [SOP] 94-6, Disclosure of Certain
Significant Risks and Uncertainties, the provisions of which are effective for
financial statements issued for fiscal years ending after December 15, 1995. In
general, [SOP] 94-6 requires disclosures about the nature of a company's
operations and the use of estimates in the preparation of financial statements.
The Company does not anticipate a significant expansion of its financial
statement note disclosure as a result of SOP 94-6.
10
Part II: OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of Stockholders of the Corporation was held
on March 20, 1996. Votes were cast with respect to the election of two
directors to Class III of the Board of Directors to serve until the
1999 Annual Meeting of Stockholders as follows:
Number of Shares of Common
Number of Shares of Common Stock Stock as to Which Authority
Nominees Voted in Favor to Vote was Withheld
Scott Page 5,506,434 102,209
Edward Ehrenberg 5,491,052 102,209
The Stockholders also ratified the appointment of Mortenson &
Associates, P.C. as the independent public accountants for the
Corporation for the fiscal year ending September 30, 1996 by a vote of
5,522,566 shares in favor, 80,583 shares against, the holders of 5,494
shares abstaining from voting.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS: NONE
27 - Financial Data Schedule
(B) REPORTS ON FORM 8-K: NONE
11
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
The Solomon-Page Group Ltd.
---------------------------
(Registrant)
Date: May 10, 1996 /s/ Lloyd B. Solomon
-----------------------------------------
Lloyd B. Solomon, Chief Executive Officer
Date: May 10, 1996 /s/ Eric M. Davis
----------------------------------------
Eric M. Davis, Vice President - Finance
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's Form 10-Q for the period ended March 31, 1996 and is qualified
in its entirety by reference to such Financial Statements and Notes, thereto.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-END> MAR-31-1996
<CASH> 1,073,867
<SECURITIES> 2,106,509
<RECEIVABLES> 2,992,525
<ALLOWANCES> 33,500
<INVENTORY> 0
<CURRENT-ASSETS> 5,571,086
<PP&E> 880,859
<DEPRECIATION> 112,896
<TOTAL-ASSETS> 7,998,910
<CURRENT-LIABILITIES> 1,323,866
<BONDS> 0
0
0
<COMMON> 5,139
<OTHER-SE> 8,488,247
<TOTAL-LIABILITY-AND-EQUITY> 7,998,910
<SALES> 6,472,382
<TOTAL-REVENUES> 6,472,382
<CGS> 4,757,650
<TOTAL-COSTS> 6,677,972
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 27,087
<INCOME-PRETAX> (54,013)
<INCOME-TAX> 0
<INCOME-CONTINUING> (205,590)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (54,013)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
