10QSB 1 qtrone.htm BAB, INC. 1ST QUARTER 10-QSB 10QSB 4 NASD 0000946713 vjww@j3v 05/28/2000 10QSB FORM 10-QSB U

FORM 10-QSB

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: February 25, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________________ to _________________

Commission file number: 0-31555

BAB, Inc.

(Name of small business issuer in its charter)

Delaware

36-4389547

(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

  8501 West Higgins Road, Suite 320, Chicago, Illinois 60631

(Address of principal executive offices) (Zip Code)

Issuer's telephone number (773) 380-6100

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 __

As of April 10, 2001, BAB, Inc. had : 2,237,640 shares of Common Stock outstanding.

 

TABLE OF CONTENTS

 

PART I
Item 1. Financial Information
Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operation
PART II
Item 1. Legal Proceedings
Item 2 Changes in Securities
Item 3 Defaults Upon Senior Securities
Item 4 Submission of Matters to a Vote of Security Holders
Item 5 Other Information
Item 6 Exhibits and Reports on Form 8-K
SIGNATURE

PART I 

ITEM 1. FINANCIAL INFORMATION

 

BAB, Inc. Condensed Consolidated Balance Sheet

February 25, 2001

(Unaudited)

ASSETS
  Current assets
     Cash and cash equivalents, including restricted cash of $ 127,284 $ 324,247
   Receivables 
     Accounts receivable, net of allowance for doubtful accounts of $714,161 836,093
     National Marketing Fund contributions receivable from franchisees and stores 272,089
     Notes receivable, net of allowance for doubtful accounts of $188,597  174,836
  Inventory 203,047
  Assets held for sale 377,031
  Prepaid and other current 240,497
  Deferred income taxes 488,366
--------------
          Total current assets 2,916,206
--------------
  Property and equipment, net of accumulated depreciation of $1,900,884 1,539,144
  Notes receivable 593,514
  Patents, trademarks and copyrights, net of accumulated amortization of $235,728 897,193
  Goodwill, net of accumulated amortization of $318,612 2,424,652
  Franchise contract rights, net of accumulated amortization of $397,187 1,686,778
  Other, net of accumulated amortization of $457,570 351,588
  Assets held for sale 160,000
----------------
          Total Assets $10,569,075
=========
LIABILITIES AND STOCKHOLDERS' EQUITY
  Current liabilities
     Accounts payable  $ 622,999
     Accrued liabilities 832,530
     Liability for store conversions 55,654
     Accrued professional and other services 141,323
     Unexpended National Marketing Fund contributions 402,039
     Current portion of long-term debt 182,061
     Deferred franchise fee revenue 157,000
--------------
         Total current liabilities 2,393,606
--------------
  Noncurrent liabilities
     Deferred revenue 149,693
     Deferred income taxes 308,366
     Long-term debt, net of portion included in current liabilities 2,429,691
--------------
          Total noncurrent liabilities 2,887,750
--------------
Stockholders' Equity
     Common stock 13,507,669
     Additional paid-in capital 1,187,800
     Treasury stock (43,963)
     Accumulated deficit (9,363,787)
----------------
          Total stockholders' equity 5,287,719
----------------
          Total Liabilities and Stockholders' Equity $ 10,569,075
=========

SEE ACCOMPANYING NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

BAB, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

3 months ended
February 25, 2001 February 27, 2000
REVENUES
     Net sales by Company-owned stores $ 1,722,654 $ 2,265,392
     Royalty fees from franchised stores 636,830 752,096
     Licensing fees and other income 229,528 245,737
     Franchise and area development fees 55,282 239,400
------------ ------------
          TOTAL REVENUES 2,644,294 3,502,626
------------ ------------
OPERATING COSTS AND EXPENSES
     Food, beverage, and paper costs 632,078 655,840
     Store payroll and other operating expenses 1,234,705 1,560,043
Selling, general, and administrative expenses
     Payroll-related 468,043 506,450
     Occupancy 101,393 83,351
     Advertising and promotion 50,176 52,817
     Professional service fees 106,000 78,856
     Franchise-related expenses 4,940 18,842
     Depreciation and amortization 223,818 212,354
     Travel 63,530 33,980
     Provision for Uncollectible Accounts 28,024 51,078
     Other 182,034 161,685
------------ ------------
          Total Operating Costs and Expenses 3,094,741 3,415,295
------------ ------------
( Loss) Income before interest $(450,447) $87,330
     Interest expense (69,483) (82,556)
     Interest income 19,974 15,881
Provision for Income Taxes - -
------------ ------------
Net  ( Loss) Income $(499,956) $ 20,655
Basic and diluted net ( Loss) Income per share ($ 0.22) $ 0.01
------------ ------------
Average number of shares outstanding- basic and diluted 2,237,640 2,237,557
======== ========

SEE ACCOMPANYING NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.   

BAB, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

3 months ended

February 25, 2001 February 27, 2000
Cash Flows from Operating Activities
       Net  (loss) income $ (499,956) $ 20,655
Adjustments to reconcile net  (loss) income to net cash  (used in) operating activities
     Depreciation and amortization 223,818 212,355
     Provision for uncollectible accounts 28,024 45,569
     (Increase) decrease in
         Trade accounts receivable 136,365 (104,944)
         National Marketing Fund contributions receivable 4,407 (27,046)
         Inventories 35,421 60,086
         Deferred taxes - -
         Notes receivable - (125,000)
         Prepaid expenses and other assets 85,392 (28,574)
     Increase (decrease) in
         Accounts payable (166,936) (27,439)
         Accrued professional and other services 20,421 (3,070)
         Reserve for closed store expenses (3,077) (35,520)
         Accrued liabilities 55,373 55,141
         Unexpended National Marketing Fund franchisee contributions 983 41,456
         Jacobs Bros. non-compete agreement (12,000) (27,000)
         Deferred franchise fee revenue 50,000 (115,090)
         Other (27,330) 46,392
---------- ----------
Total Adjustments 430,861 (32,684)
---------- ----------
Net Cash Used in  Operating Activities (69,095) (12,029)
Cash Flows from Investing Activities
         Collection of notes receivable 81,592 131,327
         Proceeds from sale of property and equipment - 143,522
         Proceeds from sale of assets held for sale - 132,500
         Other - (327)
---------- ----------
Net Cash Provided by  Investing Activities 81,592 407,022
Cash Flows from Financing Activities
         Debt repayments (36,506) (211,400)
---------- -----------
Net Cash Used in  Financing Activities (36,506) (211,400)
---------- ----------
Net  (Decrease) Increase  in Cash and Cash Equivalents (24,009) 183,593
Cash and Cash Equivalents, Beginning of Year 348,256 30,818
-------- --------
Cash and Cash Equivalents, End of Quarter $ 324,247 $ 214,411
======= =======

SEE ACCOMPANYING NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

BAB, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(Unaudited)

 

1. Basis of Presentation

BAB, Inc. (the Company) was incorporated under the laws of the State of Delaware on July 12, 2000. After an affirmative vote of the shareholders of BAB Holdings, Inc., (Holdings), Holdings was merged into the Company on November 1, 2000.  The combined companies then merged with Planet Zanett, Inc. (PZ) on November 1, 2000.  On November 13, 2000, the Company was spun off from PZ to the former shareholders of Holdings. ("Spin off")

For presentation purposes, the financial statements are reported as if the Company was the controlling entity during the period covered in this report. The Company has four wholly owned subsidiaries: BAB Operations, Inc. (Operations); BAB Systems, Inc. (Systems); Brewster's Franchise Corporation (BFC); and My Favorite Muffin Too, Inc. (MFM). Systems was incorporated on December 2, 1992, and was primarily established to franchise "Big Apple Bagels" specialty bagel retail stores.  Operations was formed on August 30, 1995, primarily to operate Company-owned  "Big Apple Bagels"   concept stores, including one which currently serves as the franchise training facility. BFC was established on February 15, 1996, to franchise "Brewster's Coffee" concept coffee stores. MFM, a New Jersey corporation, was acquired on May 13, 1997. MFM franchises "My Favorite Muffin" concept muffin stores. The assets of Jacobs Bros. Bagels (Jacobs Bros.) were acquired on February 1, 1999.   The company continues to operate three stores with the Jacobs Bros. name.

The accompanying condensed consolidated financial statements are unaudited. These financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of the Company's management, the condensed consolidated financial statements for the unaudited interim periods presented include all adjustments necessary to fairly present the results of such interim periods and the financial position as of the end of said period. These adjustments were of a normal recurring nature and did not have a material impact on the financial statements presented.

2. Stores Open and Under Development

Stores which have been opened at February 25, 2001 are as follows:

Stores opened:
     Company-owned 14
     Franchisee-owned 167
     Licensed 58
----
     Total 239

 

3. Special Charge

During the fourth quarter of 1999, the Company made the decision to refranchise certain Company-owned stores, in order to concentrate on franchising and marketing and building equity in the branding of its trademarked names and products. The Company-owned stores, which were to be converted to franchised units were written down to fair value based upon actual selling prices or, if not sold prior to year-end, upon management's judgment based upon the previous sale of such assets. Management's judgment is inherent in the estimated fair value determinations and, accordingly, actual results could vary significantly from such estimates. The estimated fair value of the remaining assets to be sold totaled $537,031 and $1,191,236 and were recorded as current assets as of February 25, 2001 and February 27, 2000, respectively. The remaining assets held for sale on February 25, 2001 represented seven stores and some equipment. The assets held for sale on February 27, 2000 represented eleven stores and some equipment.

4. Preferred Stock - Series A Convertible Preferred Stock

On October 21, 1999 the remaining 60,000 shares of the Company's Series A convertible preferred stock plus accumulated dividends were converted in accordance with the terms of the preferred stock to an aggregate of 818,491 shares of common stock by the holder of the preferred stock, Holdings Investments, LLC an Illinois limited liability company (the "LLC"). (See Schedule 13D filed on behalf of the LLC on October 29, 1999.) No cash or other consideration was required or paid in connection with the conversion. The Common Stock was issued to one investor (the LLC) in a non-public offering in reliance on Section 4(2) of the Securities Act of 1933.

5. Line of Credit Agreement

The Company had a secured $1.75 million line-of-credit facility  with a bank which expired December 31, 1999. Maximum borrowing was limited to 75% of accounts receivable under 90 days and 40% of original cost of equipment, furniture and fixtures. Interest was payable monthly at prime plus 1% with principal due upon maturity on December 31, 1999. In December 1999, the Company entered into a new bank credit facility for $1.5 million at an interest rate of prime + 4%.   After the Spin Off, the Company entered into a new credit facility with an affiliate of PZ. This new credit line is secured by substantially all of the assets of the Company, excluding those acquired through the Jacobs Bros. Acquisition. The interest rate on this new line of credit is prime plus 1%. Interest payments are due quarterly and the note is due and payable on November 3, 2002. As of February 25, 2001, the Company had borrowed $1,400,000 on the Line.

6. (Loss) Earnings  per Share

The following tables sets forth the computation of basic and diluted (loss) earnings per share:

3 months ended

February 25, 2001

February 27, 2000

Numerator
     Net (loss) income $(499,956) $20,655
----------- --------------
     Numerator for basic and diluted
(loss) earnings  per share -(loss) earnings
attributable to common shareholders
$(499,956) $20,655
Denominator
Weighted average outstanding
shares - Basic
2,237,640 2,237,557
(Loss) Earnings  per share $(0.22) $    0.01

 

In November 2000, Holdings merged with PZ. Subsequent to the merger, the Company was spun off. The existing stock options and warrants of Holdings remained with PZ. Accordingly, there are no options issued and outstanding by the Company at February 25, 2001.

Options to purchase 81,310 shares of common stock at varying prices were outstanding at February 27, 2000 under the Company's 1995 Long-Term Incentive and Stock Option Plan (the Incentive Plan) and the 1995 Outside Directors Stock Option Plan (the Directors' Plan). Also outstanding during the period ended February 27, 2000 was a warrant sold in connection with the Company's initial public offering to the underwriter to purchase 42,498 shares of common stock at $19.20 per share. Additionally, in connection with various acquisitions, the Company issued options to purchase 83,333 shares of common stock issuable at varying exercise prices ranging from $7.50 per share to $9.00 per share. Further, a warrant issued to the placement agent of the Preferred Stock to purchase 2,219 shares of common stock at $19.74 per share was outstanding. The exercise of options and warrants outstanding during the quarter  ended  February 27, 2000  and the conversion of convertible securities outstanding during the quarter ended February 27, 2000 is not assumed as the result is antidilutive.  

7. Acquisitions and Dispositions

During the first three months of fiscal 2000, the Company sold three stores identified as part of the restructuring described in Note 3 above. The stores were sold at or near their estimated fair market value as determined in the fourth quarter of 1999. Consequently, the sale of the stores had no material impact on earnings. The Company-owned stores were converted to franchised units.

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain statements contained in Management's Discussion and Analysis of Financial Condition and Results of Operations, including statements regarding the development of the Company's business, the markets for the Company's products, anticipated capital expenditures, and the effects of completed and proposed acquisitions, and other statements contained herein regarding matters that are not historical facts, are forward- looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Certain risks and uncertainties are wholly or partially outside the control of the Company and its management, including its ability to attract new franchisees; the continued success of current franchisees; the effects of competition on franchisee and Company-owned store results; consumer acceptance of the Company's products in new and existing markets; fluctuation in development and operating costs; brand awareness; availability and terms of capital; adverse publicity; acceptance of new product offerings; availability of locations and terms of sites for store development; food, labor and employee benefit costs; changes in government regulation (including increases in the minimum wage; regional economic and weather conditions; the hiring, training, and retention of skilled corporate and restaurant management; and the integration and assimilation of acquired concepts. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

General

The Company was started in  November 1992, and now includes 14 Company-owned stores and 225 franchised and licensed units at February 25, 2001. Units in operation at February 27, 2000 included 20 Company owned stores and 239 franchised and licensed units. System-wide revenues in the first three months of fiscal 2001 reached $16.4 million compared to $18.8 million in the year ago period.

The Company's revenues are derived primarily from the operation of Company-owned stores, initial franchise fees and ongoing royalties paid to the Company by its franchisees. Additionally, the Company derives revenue from the sale of licensed products as a result of purchasing trademarks (My Favorite Muffin and Brewster's) and licensing contracts (licenses with HMS Host), and by directly entering into licensing agreements (Kohr Bros. Frozen Custard and Mrs. Fields Famous Brands ).

During the fourth quarter of fiscal 1999, management identified thirteen under-performing stores which were operating at a loss and which, based on the estimated future cash flows, were considered to be impaired. In accordance with the Financial Accounting Standards Board Standard No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of" and the Emerging Issues Task Force Issue No. 94-3, "Liability Recognition of Costs to Exit an Activity," management recorded a provision for impairment of assets and store closures which totaled approximately $1,600,000. Approximately $1,236,000 represented a non cash write-down of property and equipment, $113,000 was related to the write down of intangible assets and the remainder represented a reserve for severance and other costs. One store was closed and one store was sold during fiscal 1999 while seven stores were sold during fiscal 2000. The remaining stores are expected to be disposed of in fiscal 2001. In addition the Company wrote down and reserved $1,044,000 of franchise-related receivables pertaining to closed stores during 1999.

Despite the increase in both franchise and licensed operations and the acquisition of Jacobs Bros., the Company has controlled expenses in payroll, occupancy and overhead costs in the corporate offices. At February 25, 2001, the Company had 29 employees at the corporate level who oversee operations of the franchise, licensed and Company-owned store operations, down from 32 at the end of the first quarter of 2000. 

Results of Operations

Three Months Ended February 25, 2001 versus Three Months Ended February 27, 2000.

Total revenues decreased 22.5% to $2,644,294 in the first quarter 2001 from $3,502,626 in the prior year quarter. Net sales by Company stores totaled $1,722,654 during the first quarter of fiscal 2001 compared to $2,265,392 in the first quarter of fiscal 2000. 

The change in company store sales relates to the number of stores in operation. The  number of Company stores in operation in the three months ended February 25, 2001 were 14 stores in operation for the full three months.  For the three months ended February 27, 2000 there were 20 stores owned and operated for full three months and 3 stores in operation for a portion of the three month period.

Royalties decreased by 15.3% to $636,830 and licensing fees and other income decreased by 6.6% to $229,528 versus  the year-ago period .  The reduction in royalties and licensing fees reflects the lower number of franchised and licensed stores in operation during the first quarter of fiscal 2001.  Finally, franchise and area development fee revenue decreased 76.9% to $55,282  from the year-ago period because of the timing of store openings and  international deals.  Stores that have been identified as part of the restructuring program contributed a combined loss of $101,403 for the most recent quarter ended.  

On an absolute basis, selling, general and administrative expenses net of depreciation and amortization  were essentially flat in the fiscal first quarter of 2001 versus the year ago period.  Loss  from operations was $(450,447) in the first quarter of fiscal 2001 versus income of $87,330 generated in the prior year period. Interest expense decreased to $69,483 from $82,556 in the year ago period, and as the Company continues to reduce its borrowings under its notes payable, the interest expense should continue to be reduced.   Net loss was $(499,956) in the quarter ended February 25, 2001 versus income of $20,655) in the year-ago quarter.   Net loss per share for the quarter ended February 25, 2001 was $(0.22) versus earnings per share for the year-ago quarter of $0.01 on both a basic and diluted basis. Average shares outstanding increased by 83 shares due to the exercise of a Common Stock option.

Liquidity and Capital Resources

The net cash used in operating activities totaled $69,065 during the first quarter of fiscal 2001. Cash used represents the net  (loss), adjusted for depreciation and amortization of $223,818, and a decrease in accounts receivable of $164,200, a decrease in prepaid expenses of $85,392, and an increase in accrued liabilities  and deferred franchise fee revenue of $55,373 and $50,000, respectively.   This is offset principally by  a decrease in accounts payable of $166,936 and a decrease in other of $27,330.  The net cash used  in operating activities in the year-ago period totaled $12,029. Investing activities provided $81,592 during the three months ended February 25, 2001, and consisted of  collection of notes receivable.  In the year ago period, investing activities provided $407,022 because of the collection of notes receivable and proceeds from the sale of property and equipment and assets held for resale.  Cash used in financing activities was $36,506 during the three months ended February 25, 2001 and relates to repayments under the Company's  borrowings. During the period ended February 27, 2000, cash used by financing activities of $211,400 relates to repayments under the Company's   borrowings.  The net decrease in cash and equivalents was $24,009 in fiscal 2001 versus an increase in cash and equivalents of $183,593 in the period ended February 27, 2000.

The Company had a secured $1.75 million line-of-credit facility  with a bank which expired December 31, 1999. Maximum borrowing was limited to 75% of accounts receivable under 90 days and 40% of original cost of equipment, furniture and fixtures. Interest was payable monthly at prime plus 1% with principal due upon maturity on December 31, 1999. In December 1999, the Company entered into a new bank credit facility for $1.5 million.   After the Spin Off, the Company entered into a new credit facility with an affiliate of PZ. This new credit line is secured by substantially all of the assets of the Company, excluding those acquired through the Jacobs Bros. Acquisition. The interest rate on this new line of credit is prime plus 1%. Interest payments are due quarterly and the note is due and payable on November 3, 2002. As of November 26, 2000, the Company had borrowed $1,400,000 on the Line.

 

PART II

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 2. CHANGES IN SECURITIES

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

Tom Fletcher, the Company's Chief Operating Officer, resigned effective April 6, 2001.  The Company filed its Report on Form 8-K on April 6, 2001.

EXHIBITS

The following exhibits are filed herewith.

[ii] 3.1 Certificate of Incorporation of the Company
[ii] 3.2 Bylaws of the Company
4.1 Form of Stock Certificate evidencing Common Stock. $.001 par value
[i] 10.1 Form of Franchise Agreement
[i] 10.2 Form of Franchise Agreement-Satellite
[i] 10.3 Form of Franchise Agreement-Wholesale
[i] 10.4 Form of Area Development Agreement
11.1 Calculation of Earnings Per Share
21.1 List of Subsidiaries of the Company
23.1 Consent of Blackman Kallick Bartlestein LLP, independent auditors
[i] Incorporated by reference to the Company's Registration Statement on Form SB-2, effective November 27, 1995 (Commission File No. 33-98060C)
[ii] Incorporated by reference to the Company's Registration Statement on Form 10-SB/A filed October 12, 2000 (Commission File No. 0-31555)

INDEX TO EXHIBITS INDEX NUMBER DESCRIPTION

SIGNATURE

In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BAB, Inc.

Dated: April 11, 2001

/s/ MARK E. MAJEWSKI

Mark E. Majewski
Chief Financial Officer

EX-27.1

FINANCIAL DATA SCHEDULE 5  THIS FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF BAB, INC. FOR THE THREE MONTH PERIOD ENDED FEBRUARY 25, 2001 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.

<PERIOD-TYPE> 3-MOS
<FISCAL YEAR-END> NOV-25-2001
<PERIOD-START> NOV-27-2000
<PERIOD-END> FEB-25-2001
<CASH> 324,247
<SECURITIES>
<RECEIVABLES> 1,550,254
<ALLOWANCES> (714,161)
<INVENTORY> 203,047
<CURRENT ASSETS> 2,916,206
<PP&E> 3,440,028
<DEPRECIATION> (1,900,884)
<TOTAL-ASSETS> 10,569,075
<CURRENT-LIABILITIES> 2,393,606
<BONDS> 2,611,752
<PREFERRED-MANDATORY>
<PREFERRED>
<COMMON> 13,507,669
<OTHER-SE> (8,219,950)
<TOTAL-LIABILITY-AND-EQUITY> 10,569,075
<SALES> 1,722,654
<TOTAL-REVENUES> 2,644,294
<CGS> 632,078
<TOTAL-COSTS> 3,094,741
<OTHER-EXPENSES>
<LOSS-PROVISION>
<INTEREST-EXPENSE> 69,483
<INCOME-PRETAX> (499,956)
<INCOME-TAX> -
<INCOME-CONTINUING> (499,956)
<DISCONTINUED>
<EXTRAORDINARY>
<CHANGES>
<NET-INCOME> (499,956)
<EPS-BASIC> (0.22)
<EPS-DILUTED> (0.22)