UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10Q/A QUARTERLY REPORT PURSUANT TO SECTION 13 OF 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period Ending: October 31, 1996 ______________ Commission File Number: 0-17623 ________ Database Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 02-0429620 (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 172 Route 101, Suite D-5, Bedford,NH 03110 (Address of principal executive offices) (Zip Code) (603) 472-8222 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1( has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [x ] Yes [ ] No Number of shares outstanding of the issuer's classes of common stock, as of October 31, 1996: Common stock $.001 par value ...............................2,491,082 DATABASE TECHNOLOGIES,INC. FORM 10Q OCTOBER 31, 1996 PART I: FINANCIAL INFORMATION ITEM 1 - Financial Statements (Amounts in hundreds, except per share data) DATABASE TECHNOLOGIES,INC. BALANCE SHEET OCTOBER 31, 1996 OCTOBER 31,1996 APRIL 30,1996 ( Unaudited) (*) A S S E T S CURRENT ASSETS: Cash $ 4,119 $ 8,099 Accounts Receivable -trade (Note 8) 5,596 3,749 (less allowance for doubtful accounts) Other Current Assets 0 422 _____________ ________________ Total current assets 9,715 12,270 -------------- ----------------- PROPERTY AND EQUIPMENT (NOTE 1); Equipment,Furniture & Fixtures 14,027 14,027 Less: Accumulated depreciation 13,938 13,938 _________________ _______________ Net property and equipment 89 89 OTHER ASSETS: Other assets 150 150 ______________ ______________ Net other assets 150 150 _____________ ____________ Total assets $ 9,954 $ 12,659 =============== ============ LIABILITIES AND STOCKHOLDERS EQUITY (Deficiency) CURRENT LIABILITIES Notes Payable - officer/stockholder (Note 2) $ 152,730 $ 127,530 Accounts payable - trade 4,238 4,243 - customer deposits 0 1,663 - accrued expenses 0 668 - payroll taxes payable 948 0 _______________ _______________ Total current liabilities 157,916 134,124 STOCKHOLDERS' EQUITY (Note 6) Common stock-par value $0.001 authorized 2,500,000 shares, 2,491,082 issued 2,381 2,381 Additional paid-in capital 12,154 12,154 Accumulated Deficit (162,497) (136,000) ________________ _______________ Total stockholders' equity (147,962) (121,465) _________________ _______________ Total liabilities and stockholders' equity $ 9,954 $ 12,659 _________________ ______________ <FN> The accompanying notes to financial statements are an integral part of this statement. ___________________________________________________________________________ (*) Condensed from the Company's audited financial statements. (Amounts in hundreds, except per share data) DATABASE TECHNOLOGIES,INC. STATEMENT OF OPERATIONS THREE MONTHS ENDING OCTOBER 31,1996 and OCTOBER 31,1995 and SIX MONTHS ENDING OCTOBER 31,1996 and OCTOBER 31,1995 Three Months Three Months Six Months Six Months Ending Ending Ending Ending Oct.31,1996 Oct.31,1995 Oct.31,1996 Oct. 31,1995 (Unaudited) (Unaudited) (Unaudited) (Unaudited) REVENUE $ 27,891 $ 48,721 $ 46,066 $ 93,182 COST OF REVENUE 10,648 24,824 13,350 43,132 __________ __________ _________ __________ Gross profit 17,243 23,897 32,716 50.050 OPERATING EXPENSES Selling & Delivery 6,538 13,209 7,964 14,961 General & Admin. 23,977 16,223 51,249 41,202 ___________ ___________ __________ __________ Total operating expenses 30,515 29,432 59,213 56,163 Profit(loss) from Operations (13,272) (5,535) (26,497) (6,116) NET PROFIT (LOSS) before income taxes (13,272) (5,535) (26,497) (6,116) (Note 4) Provision for Income Taxes (Note 1) 0 0 0 0 NET INCOME (LOSS) ($13,272) ($5,535) ($26,497) ($6,116) ============= ============ =========== =========== NET PROFIT (LOSS) PER SHARE (Note 6) ($.005) ( $.002) ($.01) ($.002) ============= ============ =========== =========== <FN> The accompanying notes to financial statements are an integral part of this statement. (*) Condensed from the Company's audited financial statements. DATABASE TECHNOLOGIES,INC. STATEMENT OF STOCKHOLDERS' EQUITY SIX MONTHS ENDING OCTOBER 31, 1996 Additional Common Stock Paid-in Retained Shares Amount Capital Earnings Total BALANCE AT April 30,1996 2,491,082 $2,381 $12,154 ($136,000) ($121,464) Net Loss (26,497) (26,497) ___________ _________ ________ ___________ _________ BALANCE AT Oct.31,1996 2,491,082 $2,381 $12,154 ($162,497) ($147,961) <FN> The accompanying notes to financial statements are an integral part of this statement. (*) Condensed from the Company's audited financial statements. DATABASE TECHNOLOGIES,INC. STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDING OCTOBER 31, 1996 and OCTOBER 31, 1995 and FOR THE SIX MONTHS ENDING OCTOBER 31, 1996 and OCTOBER 31,1995 Three Months Three Months Six Months Six Months Ending Ending Ending Ending Oct.31, 1996 Oct.31,1995 Oct.31,1996 Oct.31,1995 (Unaudited) (Unaudited) (Unaudited) (Unaudited) CASH FLOW FROM OPERATING ACTIVITES; Net Income (Loss) ($13,272) ($5,535) ($26,497) ($6,116) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation & Amortization 0 0 0 0 (Increase) Decrease in the following: Assets: Accounts Receivable Trade (2,652) 1,352 (1,847) 1,916 Prepaid expense 0 0 0 0 (Decrease) Increase in the following liabilities: Accounts payable: Trade 2,188 (9,005) (5) (10,463) Stockholder 3,500 (402) (831) (6,876) Deferred revenue 0 0 0 0 Accrued Expenses 610 0 0 0 _________ ___________ ___________ __________ Net cash used in Operating Activities (9,626) (13,590) (29,180) (21,539) CASH FLOWS FROM FINANCING ACTIVITIES: Notes Payable: -officer/stockholder 13,200 17,689 25,200 24,388 ________ __________ __________ _________ NET INCREASE (DECREASE) IN CASH 3,574 4,099 (3,980) 2,849 CASH,Beginning of period 545 4,096 8,099 5,346 _________ ___________ __________ _________ CASH,End of period 4,119 8,195 4,119 8,195 __________ __________ __________ ________ The accompanying notes to financial statements are an integral part of this statement. DATABASE TECHNOLOGIES,INC. NOTES TO FINANCIAL STATEMENTS April 30, 1996, 1995, And 1994 Note 1. Summary Of Significant Accounting Policies Background Database Technologies,Inc.("the Company") was incorporated under the laws of the State of Delaware on November 4, 1988. The Company operates a computerized database containing current prices of certain electronic merchandise from various vendors. The Company provides this information to assist insurance company adjusters in processing claims. The Company's principal source of revenue is licensing fees obtained from various insurance companies for the use of the database. Depreciation And Amortization Property And Equipment:Property and equipment are recorded at cost. Depreciation and amortization are computed on the straight line method over the following estimated useful lives: Asset Years ----- ----- Equipment, Furniture And Fixtures 5 Cost of maintenance and repairs are charged to expense while costs of significant renewals and betterments are capitalized. Organization Costs Organization costs are being amortized on a straight line method over a period of five years. There was no expense for 1996,1995, and 1994. Income Taxes Income from operations and the related provisions for income taxes consist of the following in 1996, 1995, and 1994. 1996 1995 1994 ------ ------ ----- Income (Loss) From Operations $(50,992) $(36,149) $(13,325) Provision For Income Taxes -0- -0- -0- No provision for income taxes was required due to the accumulated losses in the current and prior years. The Company has elected to carry any accumulated losses forward. Fiscal Year Year Carryforward Expires ----------- ------------------------- 1990 2005 1991 2006 1993 2008 1994 2009 1995 2010 1996 2011 Notes to Financial Statements (Continued) Income Taxes (continued) In February 1992, the Financial Accounting Standards Board (FASB) issued Statement 109, Accounting for Income Taxes (FASB No.109).Under FASB 109, deferred taxes are based on temporary differences between assets and liabilities for financial reporting purposes and for tax purposes.Deferred taxes are measured using the enacted tax rates expected to apply when the temporary differences are settled or realized. SFAS No.109 has been adapted as of the beginning of the Company's fiscal year ended April 30, 1994. Adoption of FASB 109 has not had an impact on the Company's prior Financial Statements. Pension and Profit Sharing Plans The Company has established a profit sharing plan in fiscal year April 1993. The plan covers all employees of the Company.Benefits for the plan are calculated based on a percentage of the employee's earnings. For the fiscal year ended 1993 the funds assets were $8,479. No contributions were made for the fiscal years ended 1994,1995 or 1996. Allowance For Doubtful Accounts Allowance for doubtful accounts are computed based on an individual account basis. 2.Related Party Transactions Affiliates On January 1, 1995 the Company entered into a lease agreeement with the Brighton Ave.Trust (see note 6). The trust is controlled by Allen S. Wolfe. Notes Payable-Shareholder The notes payable to shareholder of $127,530 are unsecured and bear interest at a rate of 14% per annum for those notes issued prior to 1990. Notes issued after 1990 bear interest at a rate of 12%. 1995 1994 1993 Notes Payable - Shareholder 127,530 67,746 47,347 Notes To Financial Statements (Continued) 3.Common Stock The Company is authorized to issue two million five hundred thousand (2,500,000)shares of common stock.The Par value of each share is $.001. On July 7, 1989, the Company issued 2,281,192 shares of common stock at par to the Pathfinder Data Group,Inc.'s shareholders of record as of June 9, 1989. The financial statements of the Company reflect the issuance of these shares as of April 30, 1989 as if the shares had been issued at that date and not on the effective date of the issuance.The retroactive treatment of the common stock issuance is not in accordance with generally accepted accounting principles. On July 7, 1990 the Company issued 100,000 shares of common stock at $.01 per share for a total of $10,000. These shares were issued in consideration for marketing services by an individual. On August 30, 1993 the Company entered into an agreement with it's former auditing firm,Sullivan,Bille & Co. in order to settle ongoing litigation. Under this agreement, the Company will issue to Sullivan & Bille & Co. 75,000 shares of it's common stock on or about October 5, 1993. These shares are not registered under the Securities Act of 1993 and are restricted as defined in Rule 144 under the Act. The shares may not be offered for sale or transferred except pursuant to an effective registration statement under the Act. These restrictions shall apply for a period not to exceed two years from the date of issuance. In the event Sullivan & Bille & Co. continues to own all or a portion of the 75,000 shares of stock on the day which is 2 years from the date of issuance Allan S. Wolfe agrees that he will, upon the request of Sullivan & Bille & Co. purchase these shares at a price of $.18 per share. 4. Major Customer The Company had no major customer who accounted for more than 10% of the total revenue dduring the year ended April 30, 1996. There was no major customer in the years 1994 or 1995. 5. Licensing and Marketing Agreements On February 28, 1994, the Company entered into a licensing agreement with ADP Property Claims Services,Inc. This agreement was to continue in effect until December 31, 1998. However,on October 30,1995, ADP terminated the contract with the Company. Under this Agreement, ADP was to market the Company's database products along with and combined with it's own products. The Companies are attempting to reach a new agreement. On December 13,1993, the Company entered into a marketing agreement with David A. Johnson & Assoc.. This agreement will continue in effect until December 12, 1998 and may be extended for an additional 5 years. Under this agreement David A. Johnson & Assoc. will market the Company's database products and combined with it's own products. Notes To Financial Statements (Continued) 6.Commitments & Contingencies Lease On November 19, 1989, the Company entered into an agreement to lease office space at $450 per month for a period of 24 months.This agreement was then extended on a month to month basis.The lease agreement was terminated by mutual consent of both parties as of December 31,1994. The cost of this lease for the year ended April 30, 1995 was $3,600. In January 1995 the Company entered into an agreement with the Brighton Ave. Trust to rent new office space. The cost of this lease for the year ended April 1995 was $2000 and $6,000 in 1996. The Company leases an auto from Allan S. Wolfe. The Cost of this lease for the year ended April 30, 1995 and 1996 was $5,400 in each year. Litigation On September 30, 1993 the Company settled a lawsuit brought against it by it's former auditors, Sullivan,Bille & Co. for certain unpaid professional fees. The settlement resulted in the Company paying Sullivan,Bille & Co. $12,000 in cash and the issuance of 75,000 restricted share of stock (see note #3). 7.Income (Loss) Per Share The loss per common share for the year ended April 30, 1996 has been computed based on the weighted average number of shares outstanding of 2,491,082. DATABASE TECHNOLOGIES,INC. FORM 10-Q OCTOBER 31, 1996 PART I: FINANCIAL INFORMATION ITEM 2- Management's Discussion and Analysis of Financial Condition and Results of Operations. Revenues The Registrant's revenues for the second quarter ended October 31, 1996 were $27,891 which reflects a decrease of almost $21,000 over the $48,721 in revenues for the same quarter ended October 31, 1995. For the six month period ended October 31, 1996 the revenues were $46,066 and is a decrease of $47,000 from the prior six month period ended October 31, 1995 in which the revenues were $93,182. This decrease in revenues reflects the loss of clients of the Registrant in the past six months over the same period of the prior year. The cost of revenue for the quarter ended October 31, 1996 was a lower percentage of revenue, 38& than in the previous quarter ended October 31, 1995 in which the cost of revenue percentage was 50% of the revenue. For the six months ended October 31, 1996 the cost of revenue was 30 % in contrast to the cost of revenue for the six months ended October 31, 1995 which was 47 % of the revenue. Income Tax The Registrant has not made provisions for Federal corporate income taxes because of its tax loss carryforward. Liquidity and Capital Resources The Registrant is of the opinion increased revenues will not be generated until the first quarter of the 1997 fiscal period when the new marketing efforts and sales calls for its systems may take effect. The Registrant continues research and development on both a Windows system and an internet product but with the limited financial resources of the Registrant the roll-out has taken longer than anticipated and is not expected to be released until mid 1997. The Registrant is of the opinion that even with the reduction in revenues currently being realized, cash flow will be sufficient to maintain the daily level of operations. Debt reduction has been suspended and all cash generated through revenues has been augmented through loans from the Chairman and CEO for use in the daily operation of the business. Management is of the opinion the infusion of loans from the Chairman will be sufficient to allow the Registrant to maintain operation at an acceptable rate until increased revenues can be generated. DATABASE TECHNOLOGIES,INC. FORM 10-Q OCTOBER 31, 1996 PART II OTHER INFORMATION ITEM 1 - Legal Proceedings None ITEM 2 - Changes in Securities None ITEM 3 - Defaults Upon Senior Securities None ITEM 4 - Submission of Matter to a Vote of Security Holders None ITEM 5 - Other Information Not Applicable ITEM 6 - Exhibits and Reports on Form 8-K a. Exhibits None b. Reports on Form 8-K (all incorporated by reference) None DATABASE TECHNOLGIES,INC. FORM 10-Q OCTOBER 3, 1996 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. DATABASE TECHNOLOGIES,INC. (Registrant) December 6, 1996 Allan S. Wolfe (Date) (Signature) Allan S. Wolfe Chairman of the Board, President, Chief Executive Officer, Chief Financial Officer, and a Director