RELATED PARTY TRANSACTIONS

12 Months Ended

Jun. 30, 2012

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

NOTE 11 - RELATED PARTY TRANSACTIONS

We have a long term note receivable which represents a loan with a business owned by the Company’s majority shareholder in connection with the disposition of certain assets effective November 30, 2008.  The loan expired on November 30, 2011 and bore interest at the Prime Rate plus 1%.  Effective June 30, 2009, the Company entered into an agreement with the Chairman/majority shareholder to amend the terms of the promissory note receivable. In exchange for offsetting $740 of accrued dividends due and owing to the Chairman against the outstanding principal balance of the promissory note receivable the Company extended the maturity date of the note to June 30, 2012 and reset the payment schedule to interest only for the first twelve months beginning July 1, 2009, with $50 and $100 monthly principal payments due beginning July 1, 2010 and July 1 2011, respectively. As of the date of this filing, the promissory note was still outstanding and the Board is considering an additional extension.

Effective December 31, 2010, the Company revised its estimate regarding the collectability of the term note receivable.  Based on this change in estimate, the Company reclassified the note receivable as a reduction to its outstanding preferred stock as prescribed by a Security Agreement between the Company and the related party.  Under terms of this Security Agreement and in the event of default of the term note receivable, the Company obtains the right to equal value of the preferred stock as defined including but not limited to title, interest and dividends.  As of June 30, 2012 and the date of this filing, the Company has no intention to convert the note receivable in the foreseeable future.

The following is a summary of related party amounts included in the Consolidated Statements of Operations for the fiscal periods ending June 30, 2012, 2011 and 2010, respectively:

	June 30,		June  30,		June  30,
	2012		2011		2010
Revenues:
Continuing Operations (1)	$	391	$	573	$	720
Discontinued Operations (3)		-		-		30
Total	$	391	$	573	$	750
Expenses:
Continuing Operations (2) (4)	$	45	$	90	$	514

(1) During the fiscal years ended June 30, 2012, 2011 and 2010, the Company’s CSM and PSM subsidiaries performed $391, $573 and $720 worth of services for businesses owned by the Company’s majority shareholder.

(2) The Company’s PSM and ESG subsidiaries held leases for office buildings in Richmond, Indiana, Provo, Utah and Tucson, Arizona from companies owned by former officers of the Company. Rent expense of $394 was recognized for the fiscal period ending June 30, 2010.

(3) The Company’s discontinued electronics integration operations sold inventory as part of its liquidation of the discontinued operations to a company owned by the majority shareholder.

(4) The Company maintained an operating lease agreement for the rental of a building with a limited liability company owned by the Company’s majority shareholder.  The lease was terminated April 1, 2012. The agreement provided for a monthly base rent of $5 per month.  Rent and related expenses of $45, $90 and $120 were recognized for the fiscal periods ending June 30, 2012, 2011 and 2010, respectively.