U. S. Securities and Exchange Commission
Washington, D.C., 20549
Form 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
[ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ________
Commission file number 000-22729
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D.H. MARKETING & CONSULTING, INC.
(Exact name of small business issuer as specified in its charter)
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Nevada
(State or other jurisdiction of incorporation or organization)
88-0330263
(IRS Employer Identification No.)
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300 Keystone Street, Hawley, PA 18428
(Address of principal executive offices)
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(570) 226-8515
(Issuer's telephone number)
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Former area code (717)
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: As of May 3, 1999 the
issuer had 8,419,964 shares of common stock outstanding.
Transitional Small Business Disclosure Format (Check one);
Yes [ ] No [X]
<PAGE>
PART I- FINANCIAL INFORMATION
Item 1. Financial Statements.
See attached Financial Statements for the quarter ending March 31,
1999.
<PAGE>
D H Marketing & Consulting, Inc.
And Subsidiaries
Consolidated Financial Statements
March 31, 1999 (unaudited)
and
December 31, 1998
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors and Stockholders of
D H Marketing and Consulting, Inc.
Hawley, Pennsylvania
The accompanying balance sheets as of March 31, 1999 and the related statements
of operations, and cash flows for the three months ended March 31, 1999 and
1998 were not audited by us and, accordingly, we do not express an opinion on
them.
The accompanying balance sheet as of December 31, 1998 was audited by us and we
expressed an unqualified opinion on it in our report dated February 12, 1999.
/s/ CROUCH, BIERWOLF & CHISHOLM
Crouch, Bierwolf & Chisholm
Salt Lake City, Utah
May 7, 1999
<PAGE>
D H Marketing & Consulting, Inc.
Consolidated Balance Sheets
ASSETS
------
March 31 December 31
1999 1998
------------ ------------
CURRENT ASSETS (unaudited)
Cash and Cash Equivalents $ 333,093 $ 308,838
Accounts receivable, Net of Allowance
1998 $0; 1999 $0 1,301 1,301
Other Receivables 6,603 4,634
Inventory 5,358,169 5,261,290
------------ -----------
Total Current Assets 5,699,166 5,576,063
------------ -----------
INVESTMENTS
Investments - Other 46,947 46,948
------------ -----------
Total Investments 46,947 46,948
------------ -----------
PROPERTY & EQUIPMENT
Office Furniture and Fixtures 20,185 20,184
Equipment 187,857 182,561
Leasehold Improvements 17,668 17,668
Building 200,000 200,000
Land 197,996 197,996
Accumulated Depreciation (140,399) (129,631)
------------ -----------
Net Property & Equipment 483,307 488,778
------------ -----------
OTHER ASSETS
Organization Costs 71,429 71,429
Client Lists 10,000 10,000
------------ -----------
81,429 81,429
Less Accumulated Amortization (79,096) (79,096)
------------ -----------
2,333 2,333
Deferred Tax Assets - -
Deposits and Other Assets 6,450 6,450
Goodwill - -
------------ -----------
Net Other Assets 8,783 8,783
------------ -----------
TOTAL ASSETS $ 6,238,203 $ 6,120,572
============ ===========
The accompanying notes are an integral part of these financial statements.
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<PAGE>
D H Marketing & Consulting, Inc.
Consolidated Balance Sheets continued
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
March 31 December 31
CURRENT LIABILITIES 1999 1998
------------ -----------
(unaudited)
Accounts payable $ 200,277 $ 90,682
Sales Tax Payable 801 114,268
Accrued Wages 5,270 11,549
Accrued and Withheld Payroll Taxes 2,659 2,777
Deferred tax liability 5,974 5,974
Current Obligations Under Capital Lease 2,700 3,326
Current portion of Notes Payable 14,689 14,689
------------ -----------
Total Current Liabilities 232,370 243,265
------------ -----------
LONG-TERM DEBT
Mortgage payable 201,807 201,807
Obligation Under Capital Lease 5,111 5,476
------------ -----------
Total Long-Term Debt 206,918 207,283
------------ -----------
Total Liabilities 439,288 450,548
------------ -----------
STOCKHOLDERS' EQUITY
Common stock, $.001 Par Value, Authorized
75,000,000 Shares; issued and
outstanding 8,419,964 shares 2,526 2,526
Additional Paid-In Capital 9,995,794 9,995,794
Treasury Stock (814,766) (814,766)
Stock subscription receivable (323,928) (700,000)
Retained earnings (3,060,711) (2,813,530)
------------ -----------
Total Stockholders' Equity 5,798,915 5,670,024
------------ -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 6,238,203 $ 6,120,572
============ ===========
The accompanying notes are an integral part of these financial statements.
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<PAGE>
D H Marketing & Consulting, Inc.
Consolidated Statements of Operations
For the three For the three
months ended months ended
March 31 March 31
1999 1998
-------------- ------------
SALES $ 343,323 $ 950,339
COST OF GOODS SOLD 249,809 505,259
-------------- ------------
GROSS PROFIT 93,514 445,080
-------------- ------------
OPERATING EXPENSES
General And Administrative Expenses 344,413 557,293
-------------- ------------
TOTAL OPERATING EXPENSES 344,413 557,293
-------------- ------------
OPERATING INCOME (LOSS) (250,899) (112,213)
-------------- ------------
OTHER INCOME AND (EXPENSES)
Interest Expense (247) -
Other Income 3,645 18,563
Gain on Sale of Investments 320 108,625
-------------- ------------
Total Other Income and (Expenses) 3,718 127,188
-------------- ------------
INCOME BEFORE INCOME TAXES AND MINORITY
INTEREST (247,181) 14,975
-------------- ------------
PROVISION FOR INCOME TAXES
Federal - 3,600
State - 960
-------------- ------------
Total Income Taxes - 4,560
-------------- ------------
NET INCOME $ (247,181) $ 10,415
-------------- ------------
NET INCOME PER SHARE $ (.03) $ .002
-------------- ------------
WEIGHTED AVERAGE NUMBER OF COMMON SHARES 8,419,964 6,005,464
============== ============
The accompanying notes are an integral part of these financial statements.
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<PAGE>
D H Marketing & Consulting, Inc.
Consolidated Statements of Cash Flows
For the three For the three
months ended months ended
March 31 March 31
1999 1998
-------------- ------------
Cash Flows From Operating Activities
Net income (loss) $ (247,181) $ 10,415
Adjustments to Reconcile Net Income (Loss) to
Net Cash Used in Operating Activities:
Depreciation 10,767 1,214
Amortization - 4,021
Receivables satisfied with return of
treasury stock - (316,406)
Gain on Sale of Investments - (108,625)
Change in Assets and Liabilities (Net of
effects of sale of QCI)
(Increase) Decrease in:
Accounts Receivable - (106,345)
Other Receivables (1,969) (36,006)
Inventory (96,879) 126,767
Prepaid Expenses - 27
Deposits - (4,000)
Increase/(decrease) in:
Accounts Payable 109,595 2,093
Accrued Expenses (119,864) 228
-------------- ------------
Net Cash Provided (Used) by
Operating Activities (345,531) (426,617)
-------------- ------------
Cash Flows from Investing Activities
Purchase of short-term Investments
Purchase of Property and Equipment (5,296) -
Cash from sale of investments - 185,000
Cash acquired/(spun out) in subsidiaries - (174,641)
-------------- ------------
Net Cash Provided (Used) by
Investing Activities (5,296) 10,359
-------------- ------------
Cash Flows from Financing Activities
Proceeds from debt financing - -
Net Proceeds from Issuance of Common Stock - -
Principal payments on debt financing - -
Principal Payments on Capital Lease
Obligations (990) (673)
Proceeds from stock subscriptions 376,072 -
-------------- ------------
Net Cash Provided (Used) by
Financing Activities 375,082 (673)
-------------- ------------
Net Increase (Decrease) in Cash and
Cash Equivalents (Forwarded) 24,255 (416,931)
-------------- ------------
The accompanying notes are an integral part of these financial statements.
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<PAGE>
D H Marketing & Consulting, Inc.
Consolidated Statements of Cash Flows
(Continued)
For the three For the three
months ended months ended
March 31 March 31
1999 1998
-------------- ------------
Net Increase (Decrease) in Cash
and Cash Equivalents (Forwarded) 24,255 (416,931)
-------------- ------------
Cash and Cash Equivalents
Beginning 308,838 706,609
-------------- ------------
Ending $ 333,093 $ 289,678
============== ============
Supplemental Disclosures of Cash
Flow Information:
Cash payments for interest $ 247 $ 2,338
============== ============
Cash payments for income taxes $ - $ 7,525
============== ============
Supplemental Schedule of Noncash
Investing and Financing Activities
Purchase of Inventory through Issuance
of Company Stock $ - $ -
============== ============
Satisfaction of Receivables through
return of Treasury Stock $ - $ 316,406
============== ============
The accompanying notes are an integral part of these financial statements.
-7-
<PAGE>
D H MARKETING & CONSULTING, INC.
December 31, 1998 and March 31, 1999
NOTES TO FINANCIAL STATEMENTS
D H Marketing & Consulting, Inc. (the "Company") has elected to omit
substantially all footnotes to the financial statements for the three
months ended March 31, 1999, since there have been no material changes
(other than indicated in other footnotes) to the information previously
reported by the Company in their Annual Report filed on Form 10-KSB
for the Fiscal year ended December 31, 1998.
UNAUDITED INFORMATION
The information furnished herein was taken from the books and records of
the Company without audit. However, such information reflects all
adjustments which are, in the opinion of management, necessary to
properly reflect the results of the period presented. The information
presented is not necessarily indicative of the results from operations
expected for the full fiscal year.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION.
Overview
D. H. Marketing & Consulting, Inc.'s (the "Company") Initial Public Offering
became effective with the Securities Exchange Commission on August 11, 1995.
The Company completed its Initial Public Offering October 11, 1995, having
sold 119,000 shares and received net proceeds of $537,990.
The proceeds of the Initial Public Offering significantly increased the
Company's working capital, cash availability, inventory and general business
capabilities. Shares first traded on the OTC Bulletin Board on January 4, 1996
at $5 per share under the symbol "DHMK."
On February 25, 1997, the Company undertook a three for one forward split of
its common stock and, as a result of the stock split, is now traded under the
symbol "DHMG." At the close of business March 31, 1999, ending the first
quarter of 1999, shares were traded at the closing price of 1 1/8.
The Company was previously segmented into four distinct operations: Network
Marketing Division, the Collectible Division, the Burn Cleansing Solution
Division and the Acquisitions & Consulting Division. In the first quarter of
1998, the Company divested itself of all business activities that do not relate
to the Company's primary business, the sale of tangible asset collectibles,
especially as to how that business focus relates to the Company's wholly owned
subsidiary Universal Network of America, Inc. and that company's operating
subsidiary Universal Network, Inc.
At December 31,1995, the Company's headquarters were located in Tarrytown, New
York, with regional offices in Vancouver, British Columbia, Canada and Hawley,
Pennsylvania. As of February 1, 1996, the Company relocated its headquarters
from Tarrytown, New York, to Milford, Pennsylvania. During the fourth quarter
of 1996, the Company opened a West Coast Relations Office in Las Vegas, Nevada
and, in the early part of the second quarter of 1997, reopened its regional
office in Vancouver, British Columbia. The Company closed its West Coast
Relations Office in Las Vegas, Nevada in December, 1997 and relocated
the headquarters from Milford, Pennsylvania to Hawley, Pennsylvania
on February 1, 1998.
The Company was, until February 5, 1998, a 97% equity owner of
Qualtronics Corporation, Inc. ("QCI"), a contract manufacturer of
electronic and electromechanical assemblies based in Allentown,
Pennsylvania.
The Company is also a 100% equity owner of Universal Network of
America, Inc. ("UNAI"), a direct sales organization distributing various
tangible asset collectibles and a new healthcare and dietary supplement line
through Independent Distributors. UNAI is based in Sarasota, Florida
and operates through its subsidiary Universal Network, Inc.
Selected Financial Data
for 3 mos for 3 mos
ended ended
03/31/99 03/31/98
Sales $ 343,323 $ 950,339
Cost of Goods Sold 249,809 505,259
Net Income(Loss) $ (247,181) 10,415
Net Income(Loss) Per Share (.03) .002
Weighted Average # Common Shares 8,419,964 6,005,464
Liquidity
During 1995 and 1994, the first two years of operation, the Company
invested significant amounts of capital in formulating its business
plan, establishing market penetration and presence and preparing and
completing its Initial Public Offering. During this two-year period,
the Company experienced insufficient levels of sales to meet
operating needs. This resulted in operating losses for 1994 and 1995
of $183,657 and $192,852, respectively. The Company supplemented cash
availability by issuing stock in 1994 through a private placement and
in 1995 through the Initial Public Offering. Management believes that
as a result of the Initial Public Offering and continuing business
operations, the Company now has adequate cash availability and income
to satisfy present operating needs, although short term capital may
be required to finance restructuring and expansion operations.
The Company has posted a net loss of $247,181 in the first quarter of
1999. The loss stated here consists of increased expenses with regard
to new product introduction including but not limited to marketing,
research and development and legal and professional fees totaling
approximately $2,000,000.
The company has recorded Total Current Assets of $5,699,166 for the
first quarter of 1999 and the Total Stockholders' Equity at March 31,
1999 was $5,798,915.
Capital Resources
On March 31, 1999, the Company had recorded Total Current Assets of
$5,699,166 of which $333,093 was held in cash and cash equivalents
and $5,358,169 was held in inventory at cost. Approximate Total
Current Assets at March 31, 1998 was $6,229,678 of which $289,678 was
held in cash and cash equivalents.
Cash Expenditures
Total general and administrative expenses decreased from $557,293 on
March 31, 1998 to $344,413 on March 31, 1999. The decreases are a
direct reflection of the completion of the Company's divestiture from
all of its interests with the exception of the interests held by the
Company's wholly-owned subsidiary, Universal Network of America, Inc.
Universal Network of America, Inc.'s expansion into the skincare and
dietary supplement markets originally created significant
introductory expenses in the first quarter of 1998, which is reflected by
the decreased expenses in the first quarter of 1999.
Long-Term Debt/Current Liabilities
The Company had satisfactorily retired all Long-Term Debt with the
exception of two (2) Capital Leases for Office Equipment that totaled
approximately $8,951 in current and long-term debt. In January, 1999,
the Company purchased the property location in Sarasota, Florida.
This property was being leased by Universal Network of America, Inc.
The current 30 year mortgage is valued at $216,000.
Revenue
Total revenue, less sales discounts, decreased from March 31, 1998 to
March 31, 1999 from $950,339 to $343,323. Management of the Company
points to the refocusing of sales into the skincare and dietary
supplement markets as the reason for the reduction in sales.
Management anticipates that sales for the 2nd and 3rd quarters of 1999 will
significantly exceed last year's results.
Universal Network, Inc. introduced 2 new product lines in the past
year. The first was a consumable line of health and beauty products
for both men and women. The "Universal Collection" contains 24k gold
flakes within the aloe vera based products. The second product line
was introduced late in the 4th quarter of 1998. It is a new, all
natural dietary supplement called hGH Unitropin Plus.
PART II- OTHER INFORMATION
Item 1. Legal Proceedings
The United States Securities and Exchange Commission is conducting a formal
investigation of the Company, with which the Company's management is
cooperating. The outcome of such investigation is not known at this time. The
Company is not a party to any material pending legal proceedings
and, to the best of its knowledge, no such action by or against the
Company has been threatened.
Item 2. Changes in Securities
The Company has not sold any securities during the first quarter of 1999 that
have not been registered under the Securities Act.
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to the security holders for voting purposes during
the quarter ended March 31, 1999.
Item 5. Other Information.
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. The following exhibits are filed with or incorporated by
reference in this report.
Exhibit Description and Method of Filing
No.
2.0 The Merger Agreement entered into by and between D.H. Marketing
& Consulting, Inc. a New York Corporation, and the Registrant,
dated September 29, 1994, filed with the Nevada Secretary of
State, November 10, 1994. (Filed with SEC on April 14, 1995, in
Registration Statement.)
3.0 Certificate of Incorporation of the Registrant, consisting of
Articles of Incorporation filed with the Secretary of State of
the State of Nevada on September 8, 1994. (Filed with SEC on
April 14, 1995, in Registration Statement.)
3.1 By-Laws of the Registrant, dated September 8, 1994. (Filed with
SEC on April 14, 1995, in Registration Statement.)
3.2 Articles of Incorporation for FCS Financial Communication
Services Inc., filed in the Province of British Columbia, dated
October 12, 1994. (Filed with SEC on April 14, 1995, in
Registration Statement.)
10.0 Engagement Letter between D.H. Marketing & Consulting, Inc., a
Nevada Corporation, and Max C. Tanner, Esquire, dated July 18,
1994. (Filed with SEC on April 14, 1995, in Registration
Statement.)
10.1 Stock Redemption Agreement between D.H. Marketing & Consulting,
Inc., a Nevada Corporation, and David D. Hagen, dated October 24,
1994. (Filed with SEC on April 14, 1995, in Registration
Statement.)
10.2 Distribution Agent Agreement between D.H. Marketing & Consulting,
Inc., a Nevada Corporation, and All Safety and Supply, dated
August 17, 1994. (Filed with SEC on April 14, 1995, in
Registration Statement.)
10.3 Sales Agent Agreement between D.H. Marketing & Consulting, Inc.,
a Nevada Corporation, and Jack Yee, dated July 6, 1994. (Filed
with SEC on April 14, 1995, in Registration Statement.)
10.4 Regional Sales Manager Agreement for the Western Territory
between D.H. Marketing & Consulting, Inc., a Nevada Corporation,
and Billy J. Richardson, dated June 24, 1994. (Filed with SEC on
April 14, 1995, in Registration Statement.)
10.5 Regional Sales Manager Agreement for the Northwest Territory
between D.H. Marketing & Consulting, Inc., a Nevada Corporation,
and David J. Miller, dated August 8, 1994. (Filed with SEC on
April 14, 1995, in Registration Statement.)
10.6 Marketing Agent Agreement between D.H. Marketing & Consulting,
Inc., a Nevada Corporation, and Leon Barnett & Associates. (Filed
with SEC on April 14, 1995, in Registration Statement.)
10.7 Distribution Agent Agreement between D.H. Marketing & Consulting,
Inc., a Nevada Corporation, and Demoore Products & Services.
(Filed with SEC on April 14, 1995, in Registration Statement.)
10.8 Promissory Note for the amount of $87,500.00 between D.H.
Marketing & Consulting, Inc., a Nevada Corporation, and David D.
Hagen, dated February 9, 1995. (Filed with SEC on April 14, 1995,
in Registration Statement.)
10.9 Distribution Agent Agreement between D.H. Marketing & Consulting,
Inc., a Nevada Corporation, and Hazmat Medical Associates, LTD.,
dated July 26, 1994. (Filed with SEC on April 14, 1995, in
Registration Statement.)
10.10 Regional Sales Manager Agreement for the Northeast Territory
between D.H. Marketing & Consulting, Inc., a Nevada Corporation
and David J. Miller, dated August 8, 1994. (Filed with SEC on
April 14, 1995, in Registration Statement.)
10.11 Employment Contract Agreement between D.H. Marketing &
Consulting, Inc., a Nevada Corporation, and Steven Olivieri.
(Filed with SEC on April 14, 1995, in Registration Statement.)
10.12 Independent Contractor Agreement between D.H. Marketing &
Consulting, Inc., a Nevada Corporation and Stevie Holland. (Filed
with SEC on April 14, 1995, in Registration Statement.)
10.13 Installation and Support of Accounting System Contract and
Managerial Support Contract between D.H. Marketing & Consulting,
Inc., a Nevada Corporation, and Runes Corporation, a Pennsylvania
Corporation, dated December 8, 1994. (Filed with SEC on April
14, 1995, in Registration Statement.)
10.14 Amended Regional Sales Manager Agreement for the Western
Territory between D.H. Marketing & Consulting, Inc., a Nevada
Corporation, and Billy J. Richardson, dated February 21, 1995.
(Filed with SEC on April 14, 1995, in Registration Statement.)
10.15 Fund Escrow Agreement between Brighton Bank, and D.H. Marketing
& Consulting, Inc., a Nevada Corporation, dated May 1995. (Filed
in Amendment No. 1 to Registration Statement.)
10.16 Selected Dealer Agreement. (Filed in Amendment No. 1 to
Registration Statement.)
10.17 Selected Dealer Agreement - Revised. (Filed in Amendment No. 2
to Registration Statement.)
21.0 Subsidiaries of the Registrant: Financial Communication Services
Inc. (FCS) a corporation organized in the Province of British
Columbia, Canada. (Filed with the SEC on March 27, 1997 in Form
10-KSB.)
23.1 Consent of Accountants, Niessen, Dunlap & Pritchard, P.C., dated
May 19, 1995, to the publication of their report, dated May 19,
1995. (Filed in Amendment No. 1 to Registration Statement.)
23.2 Consent of Accountants, Niessen, Dunlap & Pritchard, P.C., dated
May 19, 1995 to the publication of their report, dated May 19,
1995. (Filed in Amendment No. 1 to Registration Statement.)
23.3 Consent of Accountants, Niessen, Dunlap & Pritchard, P.C., dated
June 30, 1995, to the publication of their report, dated December
31, 1994. (Filed in Amendment No. 2 to the Registration
Statement.)
23.4 Consent of Accountants, Niessen, Dunlap & Pritchard, P.C., dated
August 3, 1995, to the publication of their report, dated
December 31, 1994, and March 31, 1995 and 1994. (Filed with
Amendment No. 3 to the Registration Statement.)
23.5 Consent of the Accountants, Niessen, Dunlap & Pritchard, P.C.,
dated August 8, 1995, to the publications of their report, dated
December 31, 1994, and March 31, 1995 & 1994. (Filed with
Amendment No. 4 to the Registration Statement.)
23.6 Consent of the Accountants, Niessen, Dunlap & Pritchard, P.C.,
dated March 15, 1996 to the publications of their report, dated
February 26, 1996 and December 31, 1995 & 1994. (Filed with SEC
on April 1, 1996 Form 10-KSB.)
23.7 Consent, dated April 26, 1996, of the Accountants, Niessen,
Dunlap & Pritchard, P.C., to the publication of their report,
dated April 4, 1996. (Filed with SEC on May 1, 1996 Form
10-QSB.)
23.8 Consent, dated July 30, 1996, of the Accountants, Niessen, Dunlap
& Pritchard, P.C., to the publication of their report, dated July
8, 1996. (Filed with SEC on August 7, 1996 Form 10-QSB and on
October 16, 1996 Form 10-QSB/A.)
23.9 Consent, dated October 21, 1996, of the Accountants, Niessen,
Dunlap & Pritchard, P.C., to the publication of their report,
dated October 3, 1996. (Filed with the SEC on November 6, 1996 in
Form 10-QSB.)
23.10 Consent, dated March 12, 1997, of the Accountants, Niessen,
Dunlap & Pritchard, P.C., to the publication of their report,
dated January 29, 1997. (Filed with the SEC on March 27, 1997 in
Form 10-KSB.)
23.11 Consent, dated April 30, 1997, of the Accountants, Niessen,
Dunlap & Pritchard, P.C., to the publication of their report,
dated April 9, 1997. (Filed with the SEC on May 27, 1997 in Form
10-QSB/A.)
23.12 Consent, dated July 28, 1997, of the Accountants, Niessen, Dunlap
& Pritchard, P.C., to the publication of their report, dated
July 7, 1997. (Filed with the SEC on August 7, 1997 in Form
10-QSB.)
23.13 Consent, dated December 1, 1997, of the Accountants, Niessen,
Dunlap & Pritchard, P.C., to the publication of their report,
dated November 3, 1997. (Filed with the SEC on December 3, 1997
in Form 10-QSB.)
23.14 Consent, dated April 14, 1998, of the Accountants, Crouch,
Bierwolf & Chisholm, to the publication of their report, dated
February 13, 1998. (Filed with the SEC on April 15, 1998 in
Form 10-KSB.)
23.15 Consent, dated May 28, 1998, of the Accountants, Crouch, Bierwolf
& Chisholm, to the publication of their report, dated May 19,
1998. (Filed with the SEC on May 29, 1998 in Form 10-QSB.)
23.16 Consent, dated August 11, 1998, of the Accountants, Crouch,
Bierwolf & Chisholm, to the publication of their report, dated
August 4, 1998. (Filed with the SEC on August 14, 1998 in Form
10-QSB.)
23.17 Consent, dated November 10, 1998, of the Accountants, Crouch,
Bierwold & Chisholm, to the publication of their report, dated
November 9, 1998. (Filed with the SEC on Form 10-QSB.)
23.18 Consent, dated March 25, 1999 of the Accountants, Crouch, Bierwolf
& Chisholm, to the publication of their report, dated
February 12, 1999. (Filed with the SEC on April 12, 1999 in Form
10-KSB.)
23.19 Consent, dated May 7, 1999 of the Accountants, Crouch, Bierwolf
& Chisholm, to the publication of their report, dated
May 7, 1999. (Filed with the SEC in this Form 10-QSB.)
27.1 Financial Data Schedule for the 6-month period ending June 30,
1996. (Filed with the SEC on October 16, 1996 in Form 10-QSB/A.)
27.2 Financial Data Schedule for the 9-month period ending September
30, 1996. (Filed with the SEC on November 6, 1996 in Form
10-QSB.)
27.3 Financial Data Schedule for the 3-month period ending March 31,
1997. (Filed with the SEC on May 27, 1997 in Form 10-QSB/A.)
27.4 Financial Data Schedule for the 6-month period ending June 30,
1997. (Filed with the SEC on August 7, 1997 in Form 10-QSB.)
27.5 Financial Data Schedule for the 9-month period ending September
30, 1997. (Filed with the SEC on September 30, 1997 in Form
10-QSB.)
27.6 Financial Data Schedule for the year-ending December 31, 1997.
(Filed with the SEC on April 15, 1998 in Form 10-KSB.)
27.7 Financial Data Schedule for the 3-month period ending March 31,
1998. (Filed with the SEC on May 29, 1998 in Form 10-QSB.)
27.8 Financial Data Schedule for the 3-month period ending June 30,
1998. (Filed with the SEC on August 14, 1998 in Form 10-QSB.)
27.9 Financial Data Schedule for the 9-month period ending September
30, 1998. (Filed with the SEC on Form 10-QSB.)
27.10 Financial Data Schedule for the year ended December 31, 1998.
(Filed with the SEC on Form 10-KSB.)
27.11 Financial Data Schedule for the quarter ended March 31, 1999.
(Filed with the SEC in this Form 10-QSB.)
(b) REPORTS ON FORM 8-K.
There were no reports filed on Form 8-k during the quarter ended
March 31, 1999.
<PAGE>
SIGNATURES
In Accordance to the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
D.H. Marketing & Consulting, Inc.
A Nevada Corporation
May 13, 1999 By: /s/ DAVID D. HAGEN
Date David D. Hagen
President, Treasurer and
Chief Financial Officer
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We hereby consent to the use of our report, dated May 7,
1999, in this quarterly report on Form 10-QSB for D.H. Marketing &
Consulting, Inc.
/s/ CROUCH, BIERWOLF & CHISHOLM
Crouch, Bierwolf & Chisholm
Salt Lake City, Utah
May 7, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS DATED MARCH 31, 1999 (UNAUDITED) AND DECEMBER
31, 1998 (AUDITED) AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000933954
<NAME> D H MARKETING & CONSULTING INC
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 333
<SECURITIES> 0
<RECEIVABLES> 8
<ALLOWANCES> 0
<INVENTORY> 5358
<CURRENT-ASSETS> 5699
<PP&E> 623
<DEPRECIATION> 140
<TOTAL-ASSETS> 6238
<CURRENT-LIABILITIES> 232
<BONDS> 0
0
0
<COMMON> 2
<OTHER-SE> 6052
<TOTAL-LIABILITY-AND-EQUITY> 6286
<SALES> 343
<TOTAL-REVENUES> 343
<CGS> 250
<TOTAL-COSTS> 250
<OTHER-EXPENSES> 344
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (247)
<INCOME-TAX> 0
<INCOME-CONTINUING> (247)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (247)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> (.03)
</TABLE>
