US Technologies Inc – ‘10-K/A’ for 12/31/97

As of:  Friday, 7/10/98   ·   For:  12/31/97   ·   Accession #:  950144-98-8243   ·   File #:  0-15960

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Amendment to Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K/A      U.S. Technologies Inc.                                11     53K 

Document Table of Contents

10-K/A
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 FORM 10-K/A

Amendment No. 2 to
Annual Report Pursuant to Section 13 or 15(d) of
 the Securities Exchange Act of 1934

 For the fiscal year ended December 31, 1997

Commission file number 0-15960

U.S. TECHNOLOGIES INC.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

DELAWARE                                        73-1284747
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)                                                  

3901 Roswell Road, Suite 300, Marietta, Georgia               30062             
-----------------------------------------------            ----------           
(Address of principal executive offices)                 (Zip Code)         

Registrant's telephone number, including area code:     (770) 565-4311          
                                              --------------

Securities registered pursuant to Section 12(b) of the Act: None                
                                            ----

                                                        [Enlarge/Download Table]
                                                                                       
Securities registered pursuant to Section 12(g) of the Act: Common Stock $.02 par value
                                                            ---------------------------
                                                                 (Title of class)      

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 PART II

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS 
OF OPERATIONS.                                                                  

 The following discussion should be read in conjunction with the
consolidated financial statements of the Company (including the notes thereto)  
included under ITEM 8.                                                          

 General. Effective January 1, 1997, the Company entered into an
agreement under which a majority of the Company's stock was acquired by Mr.     
Kenneth H. Smith and Mr. James V. Warren. As a condition of the acquisition, all
of the Company's prior members of the Board of Directors and management         
resigned. Mr. Smith and Mr. Warren assumed control of the Board of Directors and
Mr. Smith assumed control of operations of the Company. During 1997, a new      
management team has been assembled and the Company's operations have been       
restructured.                                                                   

       Overview of 1995 through 1997. The Company reported losses in each of
the last three years for a variety of reasons. During 1995, the Company         
attempted, with little success, to rebuild its customer base, most of which had 
been lost in 1994 due to poor production and quality at the Company's PIE       
operation at LTI. In response to this, the Company began a search to find and   
acquire products or technologies which could be produced with the Company's PIE 
labor force. Unfortunately, the plan to acquire companies and products did not  
succeed and the Company did not begin to take steps to control costs or reduce  
the size of its workforce. In 1996, these same problems persisted as revenues   
declined below 1995 levels while staffing and expenses continued to increase    
unabated.                                                                       

      In January 1997, as part of the transaction through which control of
the Company passed to the new management team, the Company received a           
significant infusion of equity capital of approximately $356,000. This capital  
infusion was used to finance the significant expansion of the Company's EM      
operations. The new management team took immediate steps to cut costs and       
improve production management, product quality and customer service. All these  
steps resulted in an immediate increase in revenues with existing customers and 
opportunities to serve new customers. These steps also resulted in the          
recognition of a restructuring charge to recognize the cost of severance and    
lay-off of excess personnel of approximately $197,000.                          

         The new management team also made a thorough evaluation of the value of
the assets acquired by prior management and took appropriate steps to write off 
the value of assets which would not be realized, totaling approximately         
$1,409,000, and obsolete inventory, in the amount of approximately $307,000. The
new management team also acted to resolve most of the outstanding litigation,   
inherited from prior management, recognizing a charge of approximately $252,000.
The Company's new management also converted approximately $119,000 of the       
Company's long term debt, plus $27,000 of accrued interest into equity.         

         After recognizing, during the second quarter of 1997, the effect of the
adjustments described above, the Company's net income for the final six months  
of 1997 was approximately                                                       

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$22,000. As discussed under "Liquidity and Capital Resources," preliminary data 
for the first quarter of 1998 suggests that this trend is continuing.           

     The relationship with WCC has improved to the point, that in August
1997, the Company and WCC executed an agreement under which the Company serves  
as WCC's "industry partner," and WCC agreed to identify and purchase, to the    
extent possible, products from the Company. This revitalized relationship has   
also led the Company into numerous opportunities with several state prison      
systems, whereby the Company is exploring opportunities to manage prison        
industries owned by those various states.                                       

     Results of Operations. The following table sets forth the Company's
results of operations expressed as a percentage of total revenues for the       
periods indicated:                                                              

                                                                [Download Table]

                                                          YEAR ENDED DECEMBER 31,   
                                                          -----------------------   
                                                       1997        1996        1995 
                                                       ----        ----        ---- 
                                                                                    
Net sales                                              100 %       100 %       100 %
Operating costs and expenses:                                                       
         Cost of Sales                                  82 %       178 %        90 %
         Selling expenses                                1 %        18 %        14 %
         General and administrative expense             27 %        68 %        91 %
         Impairment of long lived assets                34 %         0 %         0 %
         Restructuring charge                            5 %         0 %         0 %
         Other - litigation                              6 %         0 %         0 %
                                                      ----        ----        ----  
                  Total operating costs and expenses   155 %       264 %       195 %
                                                      ----        ----        ----  
Loss of operations                                     (55)%      (164)%       (95)%
                                                      ----        ----        ----  
Other income (expense)                                                              
         Interest                                       (1)%        (1)%        (6)%
         Gain on disposal                                0 %         0 %         0 %
            of subsidiary                                0 %         0 %         0 %
         Other 2%                                      (18)%         6 %            
                                                                              ----  
                  Total other                            1 %       (19)%         0 %
                                                      ----        ----        ----  
Net loss                                               (54)%      (183)%       (95)%
                                                      ====        ====        ====  

        Year Ended December 31, 1997 Compared to Year Ended December 31, 1996.
During the year ended December 31, 1997, the Company had a net loss of          
$2,242,745 or $0.08 per weighted-average share, on net sales of $4,166,626, as  
compared to a net loss of $2,583,012 or $0.14 per weighted-average share on net 
sales of $1,410,498 for the year ended December 31, 1996. The net sales increase
of 195% was a result of improvements instituted by the Company's new management 
which included: converting all sales employees to commission-only sales agents, 
improved bidding techniques, improved product quality and faster service.       

       On April 1, 1997, the Company recognized a $1,408,839 non-cash charge
for the impairment of long-lived assets to write off all remaining assets       
described as goodwill and investments in technologies. These included the       
remaining unamortized cost of acquired                                          

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technologies and goodwill of acquired companies. The assets and technologies,   
which had been inactive during 1997 and 1996, were thoroughly evaluated by the  
Company's new management and found to have no value. During the first quarter of
1997, amortization of these assets totaled $111,078.                            

       Also on April 1, 1997, the Company recognized a charge to restructure
the Company's operations. The charge, in the amount of $196,903, represents the 
costs of severance to terminate thirteen management, sales and administrative   
positions and lay-off 50 inmates at LTI. The Company also recognized a charge,  
in the amount of $252,256 to accrue for losses, which management considers to be
"probable," for lawsuits with third parties and the Company's former management.

        Finally, on April 1, 1997, the Company recognized a non-cash charge to
adjust its inventory valuation allowance to write off all remaining obsolete    
inventory in the amount of $306,888.                                            

        The net loss recognized in the years ended December 31, 1997 and 1996,
includes certain charges and accruals which, in the option of management, are   
nonrecurring. Excluding the impairment charge of $1,408,839, the related first  
quarter amortization of $111,078, the restructuring charge of $196,903, the     
charge to accrue for litigation losses of $252,256, and the write off of        
obsolete inventory of $306,888, the Company's pretax profit for the year ended  
December 31, 1997, would have likely been $33,219. For the year ended December  
31, 1996, the net loss, before write off of obsolete inventory of $290,000 and a
charge to write off of the value of the Company's National Cycle League         
franchise in the amount of $265,000 was $2,028,012. Excluding nonrecurring      
charges, the pretax profit for 1997 improved by $2,061,231.                     

       EBITDA is defined as income before income taxes plus interest expense
and depreciation and amortization. While EBITDA should not be construed as a    
substitute for operating income or a better indicator of liquidity than cash    
flow from operating activities, which are determined in accordance with         
generally accepted accounting principals, it is included herein to provide      
additional information with respect to the ability of the Company to meet its   
future debt service, capital expenditure and working capital requirements. In   
addition, the Company believes that certain investors find EBITDA to be a useful
tool for measuring the ability of the Company to fund its cash needs.           
Furthermore, in the opinion of management, "normalized EBITDA," which excludes  
the nonrecurring charges incurred in 1997, of the impairment charge of          
$1,408,839, the restructuring charge of $196,903, the charge to accrue for      
litigation losses, of $252,256, and the write off of obsolete inventory of      
$306,888, provides certain investors with a more relevant comparison of the     
Company's progress. On that basis, the Company's normalized EBITDA in 1997      
totaled $126,526, compared to a normalized EBITDA of negative $1,533,808 in     
1996, which excluded a charge to write off obsolete inventory of $290,000 and a 
charge to write off the value of the Company's National Cycle League franchise  
in the amount of $265,000. The improvement in normalized EBITDA in 1997,        
compared to 1996, totaled $1,660,334.                                           

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 Cost of goods sold, in the amount of $3,424,313, decreased as a
percentage of net sales to 82% for the year ended December 31, 1997 from        
$2,513,672, which represented 178% of net sales, for the year ended December 31,
1996. These amounts include charges to write off obsolete inventory in the      
amount of $306,888 in 1997, and $290,000 in 1996. Excluding the write offs of   
obsolete inventory, cost of goods sold would have represented approximately 75% 
and 158% of net sales for the years ended December 31, 1997 and 1996,           
respectively. The improvement in the Company's cost of goods sold is primarily  
as a result of changes instituted by the Company's new management, the          
recognition of the charges described above, improved production management,     
improved purchasing procedures, improved bidding procedures and improved        
quality. As a result of the improvement in cost of sales throughout 1997,       
management believes that cost of goods sold for the EMP operations will improve 
in 1998 by approximately 5%.                                                    

       Selling expenses in the amount of $70,869 represented 1% of net sales
during the year ended December 31, 1997 compared to $245,232 representing 18% of
net sales for the year ended December 31, 1996. These expenses decreased        
primarily due to the termination of the Company's full time sales employees and 
replacing their efforts with independent sales agents, compensated on a         
commission-only basis. The improvement in performance on a percentage basis was 
also affected by increased volume in 1997.                                      

     General and administrative expenses totaled $1,118,310 for the year
ended December 31, 1997 which represented 27% of net sales, compared to $961,195
which represented 68% of net sales for the year ended December 31, 1996. The    
improvement in general and administrative expenses are attributable to the      
changes described above, new management's effort to control costs and increased 
sales in 1997. In the opinion of management, these expenses are expected to     
decline as a percentage of net sales due to the fixed nature of corporate       
overhead, which is not expected to increase significantly in 1998.              

   The 100% valuation allowance against the Company's $3,720,000 net
deferred tax asset continues to be recognized at December 31, 1997. As a result 
of the series of transaction through which the Company's new management gained  
control in 1997, the Company is limited in the utilization of prior accumulated 
net operating losses and anticipates that $573,561 per year of net operating    
losses are available to offset future annual taxable income. The Company expects
to pay taxes in 1998 in accordance with the provisions of the alternative       
minimum tax and various state income tax laws as the Company's operations are   
anticipated to expand into several new states.                                  

        Year Ended December 31, 1996 Compared to Year Ended December 31, 1995.
The Company incurred net losses of $2,583,012 and $1,861,088, respectively,     
during the years ended December 31, 1996 and 1995, representing losses of $0.14 
and $0.12 per weighted-average share, respectively. Net sales totaled $1,410,498
and $1,951,487 during the years ended December 31, 1996 and 1995, respectively. 
During 1994, the Company initiated its EM operations at the WCC correctional    
facility in Lockhart, Texas and experienced significant operations and quality  
problems which were not resolved in 1995 or 1996. Customer dissatisfaction      
resulted in severe financial difficulties. This impaired the Company's ability  
to meet its payroll and raw materials purchasing obligations, thwarting efforts 
to increase production and sales volume. The Company                            

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did not correct its manufacturing problems or reduce its staffing levels        
sufficiently to curtail or minimize the financial hardship.                     

As a result of the operating difficulties described above, the
Company's cost of goods sold, in the amount of $2,513,672, represented 178% of  
net sales for the year ended December 31, 1996. During the year ended December  
31, 1995, cost of goods sold was $1,764,121, which represented 90% of net sales.

       During the years ended December 31, 1996 and 1995, cost of goods sold
included charges of $290,000 and $262,000 respectively, for adjustments to      
reduce the value of inventory to the lower of cost or market as a result of     
obsolescence. New management was instrumental in the decision, at the end of    
1996, to recognize the addition to the inventory valuation reserve recognized in
1996. A significant portion of these items had been acquired in 1994 through the
transfer of inventory from a predecessor company.                               

         Selling expenses totaling $245,232 and $270,906 represented 18% and 14%
of net sales in the years ended December 31, 1996 and 1995 respectively. General
and administrative expenses totaling $961,195 and $1,777,934 represented 68% and
91% of net sales for the years ended December 31, 1996 and 1995, respectively.  
During the year ended December 31, 1995, the Company included in its general and
administrative expenses operating costs for offices in Vancouver, British       
Columbia and Phoenix, Arizona; a charge of $300,000 to write off the value of an
acquired technology; and recognized a charge of $147,181 as compensation expense
related to the Company's stock option plans.                                    

        Liquidity and Capital Resources. During the three years ended December
31, 1997, 1996 and 1995 the Company experienced negative operating cash flows of
$560,302, $478,354 and $549,260 respectively. Negative cash flows from          
operations resulted principally from the operating losses incurred during these 
years which, during 1997, were largely offset by non-cash reductions of (1)     
$179,194 for depreciation and amortization, (2) $1,408,830 of charges for       
impairment of long lived assets and (3) $306,888 for inventory valuation        
allowance. The primary uses of cash during 1997 were to fund the reduction of   
accounts payable and the increase in accounts receivable attributable to        
increased sales volume. During 1995 and 1996, the Company increased its accounts
payable and accrued expenses by $155,331 and $892,589, respectively, which      
contributed to the funding of negative cash flow from operations, but severely  
impaired the Company's relation with its suppliers.                             

         Cash used in investing activities of $58,942 and $3,294 during 1997 and
1995, respectively, were for the purchase of equipment.                         

 Cash provided by financing activities of $618,185, $454,042 and
$575,835 during 1997, 1996 and 1995, respectively, were primarily the net       
proceeds of common stock and debt issuances. During 1995 and 1996, the Company  
funded its operations through borrowings totaling approximately $571,000, from  
companies controlled by prior management, later repaid through the issuance of  
1,845,000 shares of restricted stock. In 1996, the Company completed a private  

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placement of debt, of approximately $144,000, of which all but $25,000, has been
converted to equity by the Company's new management in 1997.                    

      As a result of the acquisition of the Company by the investors group
led by Mr. Smith and Mr. Warren, and the resulting issuance of 6,000,000 shares 
of the Company's common stock, $536,613 was contributed to working capital in   
1997. This contribution significantly improved the Company's financial condition
thus strengthening the Company's relationships with vendors and allowing the    
Company to finance significant increases in sales volume.                       

    While the Company was able to increase its sales volume in 1997 by
approximately 195%, and substantial progress was made by improving all aspects  
of operating costs, net working capital declined by $142,125 from a negative    
$707,467 as of December 31, 1996, to a negative $849,592 as of December 31,     
1997, resulting principally from a $306,888 write off of inventory made as part 
of management's evaluation of the carrying value of its assets on an ongoing    
basis. Accounts receivable increased by $102,680 to $341,327, representing      
approximately 30 days' sales, at December 31, 1997, from $238,647, representing 
approximately 62 days' sales as of December 31, 1996. This improvement was the  
result of new management's efforts to improve quality and customer service.     
Inventory declined by $397,294 to $74,933 at December 31, 1997 from $472,227 at 
December 31, 1996, primarily as a result of the $306,888 write down of obsolete 
inventory during the second quarter of 1997. Accounts payable declined by       
$238,363 to $567,841, representing approximately 66 days' cost of sales         
(excluding changes in the reserve for inventory obsolescence), at December 31,  
1997, from $806,204, representing approximately 132 days' cost of sales, at     
December 31, 1996, (excluding changes in the reserve for inventory              
obsolescence).                                                                  

   The improvements described above were primarily the result of new
management's efforts to improve relations with its suppliers described above. In
an effort to improve cash flow from operations, during 1997, management also    
reached an agreement with its largest customer by which this customer pays for  
products produced by the Company on the 15th and 30th of each month. The Company
has also negotiated favorable terms for payment with several key suppliers and  
one former supplier.                                                            

     On January 12, 1998, the Company issued 4% convertible subordinated
debentures and 275,000 common stock purchase warrants exercisable at $1.00 per  
share, through a private placement to certain foreign investors pursuant to a   
claim of exemption under Regulation "S" promulgated by the Securities and       
Exchange Commission under the Securities Act of 1933. The net proceeds to the   
Company, before legal and other costs, were $247,500, which were used to        
liquidate certain 1996 liabilities at a substantial discount and provide working
capital to support the Company's operations. On February 25, 1998 and March 5,  
1998, the holders of the debentures converted the amounts outstanding into      
563,215 shares of the Company's common stock. All of the warrants remain        
outstanding.                                                                    

     The Company's operating budgets for 1998 call for total revenues of
approximately $10,000,000 from a total of seven operating facilities, of which  
the LTI facility in Lockhart, Texas                                             

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will contribute approximately $8,000,000. Net income from all operations is     
anticipated to be approximately $700,000. Management believes that preliminary  
data for the first quarter of 1998 indicates that the Company will meet or      
exceed its first quarter goals toward achieving the 1998 budget.                

The Company's growth plans include the entry into non-garment 
cut-and-saw operations and a customer call center. The Company is currently     
involved in substantial discussions with several states in which the Company has
been asked to take over existing state-run call center operations. The Company  
has also entered into substantial discussions with a furniture manufacturer who 
plans to repatriate a furniture assembly operation currently performed outside  
the United States.                                                              

        Most of these expansions will not require significant up-front capital
investments. As the Company prepares to enter its first cut-and-sew operation,  
at a WCC correctional facility in McFarland, CA, its initial start-up investment
will be approximately $10,000. This operation is the first to take advantage of 
WCC's effort to identify products which it currently buys from outside          
suppliers, which will now be made by inmates at a WCC facility in which the     
Company is operating a PIE business. Management believes that the cash flow     
generated from operations is adequate to enable the Company to continue to      
expand its Lockhart, Texas operations and expand into the six new facilities    
planned for 1998.                                                               

    If it became necessary for a significant cash infusion to fund its
expansion or operations, the Company could pursue several courses of action. The
Company could factor its accounts receivable which are primarily with Fortune   
1000 companies, also, all of the Company's assets, including inventory and fixed
assets, are unencumbered and could be used as collateral, if needed. Management 
believes that these cash infusion measures could raise up to $500,000, depending
upon the underlying value of the assets. In addition, if it became necessary,   
depending upon the underlying value of the assets. In addition, if it became    
necessary, management could reduce certain fixed costs by reducing personnel at 
its Lockhart, Texas location and its corporate headquarters in Marietta,        
Georgia. Management estimates that the cost savings from these reduction        
measures could total approximately $200,000.                                    

         The Company's 1998 plans call for expansion into new prison facilities.
The timetable for the expansion could be accelerated with the infusion of       
additional capital. The Company is continuing to negotiate with potential       
investors for additional capital. In January 1998, the Company obtained $275,000
of new capital. The initial terms of the new funding could have allowed the     
Company to access up to $1,000,000 of capital, however, management determined   
that its cash needs did not warrant the cost of capital of the additional       
funding. Furthermore, management was in negotiations with additional potential  
investors with more favorable funding terms. The Company currently has a letter 
of intent which is subject to due diligence from a potential investor to provide
$5,000,000 of funding through the issuance of convertible preferred stock and   
warrants. In addition, the terms of the proposed agreement provide that if the  
Company receives a proposal from a third party to provide additional financing, 
the potential investor would have a                                             

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right of first refusal to provide financing on the same terms as offered by the 
third party. There is no guarantee that this funding will take place.           

    The Company's continued existence is dependent upon its ability to
continue to resolve its unfavorable liquidity status. While there is no         
assurance that such problems can be resolved, the Company believes there is a   
reasonable expectation of achieving that goal through cash generated from       
operations, the expansion of operations and the sale of additional stock through
private placements. Should the Company be unable to achieve its financial goals,
the Company may be required to significantly curtail its operations.            

     Inflation. Inflation has not had a material impact on the Company's
operations.                                                                     

  New Accounting Pronouncements. Statement of Financial Accounting
Standards ("SFAS") No. 128," Earnings per Share," is effective for fiscal years 
ending after December 15, 1997. This statement established standards for        
computing and presenting earnings per share ("EPS"). The provisions of this     
pronouncement have been reflected in the accompanying financial statements.     

      SFAS No. 130, "Reporting Comprehensive Income," effective for fiscal
years beginning after December 15, 1997, establishes standards for reporting and
display of comprehensive income and its components in a full set of             
general-purpose financial statements. This statement requires that all items    
that are required to be recognized under accounting standards as components of  
comprehensive income be reported in a financial statement that is displayed with
the same prominence as other financial statements. The Company has addressed the
requirements of SFAS No. 130 and no material impact on the financial statements 
is expected.                                                                    

        SFAS No. 131, "Disclosures about Segments of an Enterprise and Related
Information," effective for fiscal years beginning after December 15, 1997,     
establishes standards for reporting information about operating segments in     
annual financial statements and interim financial reports issued to             
shareholders. Generally certain financial information is required to be reported
on the basis that it is used internally for evaluating performance of and       
allocation of resources to operating segments. The Company has not yet          
determined to what extent the standard will impact its current practice of      
reporting operating segment information.                                        

    Computer Systems. The Company is currently evaluating its computer
systems to determine whether modifications and expenditures will be necessary to
make its systems and those of its vendors compliant with year 2000 requirements.
These requirements have arisen due to the widespread use of computer programs   
that rely on two-digit date codes to perform computations or decision-making    
functions. Many of these programs may fail as a result of their inability to    
properly interpret date codes beginning January 1, 2000. For example, such      
programs may interpret "00" as the year 1900 rather than 2000. In addition, some
equipment, being controlled by microprocessor chips, may not deal appropriately 
with the year "00." The Company believes it will timely meet its year 2000      
compliance requirements and does not anticipate that the cost of compliance will
have a material adverse effect on its business, financial condition or results  
of operations. However, there can be no assurance that all necessary            
modifications will be identified                                                

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and corrected or that unforeseen difficulties or costs will not arise. In       
addition, there can be no assurance that the systems of other companies on which
the Company's systems rely will be modified on a timely basis, or that the      
failure by another company to properly modify its systems will not negatively   
impact the Company's systems or operations.                                     

      Safe Harbor Statement Under the Private Securities Litigation Reform
Act of 1995. Certain statements in this annual report on form 10-K contain      
"forward-looking statements" within the meaning of the Private Securities       
Litigation Reform Act of 1995, which statements can generally be identified by  
use of forward-looking terminology, such as "may," "will," "expect," "estimate,"
"anticipate," "believe," "target," "plan," "project," or "continue" or the      
negatives thereof or other variations thereon or similar terminology, and are   
made on the basis of management's plans and current analyses of the Company, its
business and the industry as a whole. These forward-looking statements are      
subject to risks and uncertainties, including, but not limited to, economic     
conditions, competition, interest rate sensitivity and exposure to regulatory   
and legislative changes. The above factors, in some cases, have affected, and in
the future could affect, the Company's financial performance and could cause    
actual results for 1998 and beyond to differ materially from those expressed or 
implied in such forward-looking statements, even if experience or future changes
make it clear that any projected results expressed or implied therein will not  
be realized.                                                                    

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SIGNATURES

      Pursuant to the requirement of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.                    

              U.S. TECHNOLOGIES INC.

                  By:   /s/ Kenneth H. Smith
                               ---------------------------------
              Kenneth H. Smith
                                Chairman of the Board, President
                           and Chief Executive Officer

Dated: July 10, 1998                                                            

11

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘10-K/A’ Filing		Date		First		Last			Other Filings
		1/1/00		9
		7/15/98
Filed on:		7/10/98		11					8-K/A
		3/5/98		7
		2/25/98		7
		1/12/98		7					8-K
For Period End:		12/31/97		1		7			10-K,  10-K/A,  NT 10-K
		12/15/97		9
		4/1/97		3		4
		1/1/97		2
		12/31/96		3		7			10-K
		12/31/95		5		6			10-K,  10-K/A,  PRE 14A
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