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Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2012

Stockholders' Equity (Deficit) [Abstract]

Schedule of Calculation of Numerator and Denominator in Earnings Per Share

A reconciliation of the numerator and the denominator used in the calculation of earnings (loss) per share is as follows:

		For the Years Ended December 31,
		2012				2011
Basic and Diluted:
Reported net loss(in thousands)		$	(1,514	)		$	(2,876	)
Less unpaid and undeclared preferred stock dividends			(266	)			(266	)
Net loss applicable to common stockholder		$	(1,780	)		$	(3,142	)

Weighted average common shares outstanding			72,224,186				58,223,600
Net loss per common share		$	(.02	)		$	(.05	)

Summary of Company's Preferred Stock

A summary of the Company’s preferred stock as of December 31 is as follows:

						Shares Issued &								Preferred Stock Dividends
		Shares				Outstanding								Undeclared and Unpaid
Offering		Authorized				2012				2011				2012				2011

Series A convertible			590,197				47,250				47,250				--				--
Series B convertible, 10% cumulative			1,500,000				93,750				93,750				37,500				37,500
Series C convertible, 10% cumulative			1,666,666				38,333				38,333				11,500				11,500
Series D convertible, 10% cumulative			300,000				175,000				175,000				175,000				175,000
Series E convertible, 10% cumulative			800,000				19,022				19,022				42,000				42,000
Undesignated Preferred Series			5,143,137				--				--				--				--
Total Preferred Stock			10,000,000				373,355				373,555				266,000				266,000

Summary of Preferred Stock Terms

Summary of Preferred Stock Terms

Series A Convertible Preferred Stock

Liquidation Value:	$4.50 per share, $212,625
Conversion Price:	$103.034 per share
Conversion Rate:	0.04367--Liquidation Value divided by Conversion Price ($4.50/$103.034)
Voting Rights:	None
Dividends:	None
Conversion Period:	Any time

Series B Convertible Preferred Stock

Liquidation Value:	$4.00 per share, $375,000
Conversion Price:	$10.00 per share
Conversion Rate:	0.40--Liquidation Value divided by Conversion Price ($4.00/$10.00)
Voting Rights:	None
Dividends:	10%--Quarterly--Commencing March 31, 2001
Conversion Period:	Any time

Cumulative dividends in arrears at December 31, 2012 were $445,000

Series C Convertible Preferred Stock

Liquidation Value:	$3.00 per share, $115,000
Conversion Price:	$6.00 per share
Conversion Rate:	0.50--Liquidation Value divided by Conversion Price ($3.00/$6.00)
Voting Rights:	None
Dividends:	10%--Quarterly--Commencing March 31, 2002
Conversion Period:	Any time

Cumulative dividends in arrears at December 31, 2012 were $128,000

Series D Convertible Preferred Stock

Liquidation Value:	$10.00 per share, $1,750,000
Conversion Price:	$10.00 per share
Conversion Rate:	1.00--Liquidation Value divided by Conversion Price ($10.00/$10.00)
Voting Rights:	None
Dividends:	10%--Quarterly--Commencing April 30, 2002
Conversion Period:	Any time

Cumulative dividends in arrears at December 31, 2012 were $1,955,000

Series E Convertible Preferred Stock

Liquidation Value:	$22.00 per share, $418,488
Conversion Price:	$8.00 per share
Conversion Rate:	2.75--Liquidation Value divided by Conversion Price ($22.00/$8.00)
Voting Rights:	Equal in all respects to holders of common shares
Dividends:	10%--Quarterly--Commencing May 31, 2002
Conversion Period:	Any time

Cumulative dividends in arrears at December 31, 2012 were $470,000

Warrants Outstanding

At December 31, 2012, the Company had the following outstanding warrants to purchase shares of Common Stock:

				Total Warrant				Warrant Shares				Exercise Price				Weighted Average
				Shares Outstanding				Exercisable				(not weighted)				Years until Expiration

					24,000				24,000			$	0.01				1.92
					2,000				2,000			$	0.02				2.95
					4,000				4,000			$	0.03				0.78
					416,667				416,667			$	0.06				0.75
					259,000				259,000			$	0.10				0.89
					217,000				217,000			$	0.50				0.13

Total					922,667				922,667

Schedule of Employee Stock Ownership Plan (ESOP) Disclosures

A summary of the Company’s stock option activity and related information follows:

1999 Stock Option Plan

		Options				Weighted Average Exercise Price				Aggregate Intrinsic Value				Weighted Average Remaining Contractual Life (Years)
Outstanding at December 31, 2010			10,000			$	11.94			$	0.00				0.42
Granted			--
Exercised			--
Forfeited			(10,000	)
Outstanding at December 31, 2011 and 2012			--

Schedule of Stockholders' Equity Note, Warrants or Rights

Warrants and options issued outside of the Plan for employee compensation

		Options and Warrants				Weighted Average Exercise Price				Aggregate Intrinsic Value				Weighted Average Remaining Contractual Life (Years)
Outstanding at December 31, 2010			635,000			$	1.91				--
Granted			13,000			$	0..02				--
Exercised			--
Forfeited			(609,000	)
Outstanding at December 31, 2011			39,000			$	0.08				--
Granted			13,000			$	0.01
Exercised			--
Forfeited			(13,000	)
Outstanding at December 31, 2012			39,000			$	0.03				--				1.29

Tabular disclosure of the description of the plan, the basis for determining contributions, including the employee groups covered, and the nature and effect of significant matters affecting comparability of information for all periods presented. For leveraged ESOPs and pension reversion ESOPs, the disclosure may include the basis for releasing shares and how dividends on allocated and unallocated shares are used. Disclosure may also include a description of the accounting policies followed for ESOP transactions, including the method of measuring compensation, the classification of dividends on ESOP shares, and the treatment of ESOP shares for EPS computations. If the employer has both old ESOP shares for which it does not adopt the latest guidance and new ESOP shares for which the new guidance is required, the accounting policies for both blocks of shares may be described. Disclosure may also include he amount of compensation cost recognized during the period, the number of allocated shares, committed-to-be-released shares, and suspense shares held by the ESOP at the balance-sheet date, the fair value of unearned ESOP shares at the balance-sheet date for shares accounted for under the latest guidance, the existence and nature of any repurchase obligation, including disclosure of the fair value of the shares allocated as of the balance sheet date, which are subject to a repurchase obligation.

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Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

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