-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PyZRuVhTdzgnK6dzvXbnWgxjuwfcmERgIOm23vkSwl06VsOf69VKkIYxE1Zu3acr AhbOUzHcV+LphezIgTTsYg== 0000848821-99-000029.txt : 19990616 0000848821-99-000029.hdr.sgml : 19990616 ACCESSION NUMBER: 0000848821-99-000029 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980831 FILED AS OF DATE: 19990615 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEVADA MANHATTAN GROUP INC CENTRAL INDEX KEY: 0000848821 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 880219765 STATE OF INCORPORATION: NV FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: SEC FILE NUMBER: 000-25117 FILM NUMBER: 99646700 BUSINESS ADDRESS: STREET 1: 15260 VENTURA BOULEVARD STREET 2: SUITE 1200 CITY: SHERMAN OAKS STATE: CA ZIP: 91403 BUSINESS PHONE: 818-728-9728 MAIL ADDRESS: STREET 1: 5038 N PARKWAY CALABASAS STREET 2: STE 100 CITY: CALABASAS STATE: CA ZIP: 91302 FORMER COMPANY: FORMER CONFORMED NAME: TERRA NATURAL RESOURCES CORP DATE OF NAME CHANGE: 19980828 FORMER COMPANY: FORMER CONFORMED NAME: NEVADA MANHATTAN MINING INC DATE OF NAME CHANGE: 19961126 10QSB/A 1 AMENDMENT NO. 3 TO QUARTERLY REPORT 1 1 United States Securities and Exchange Commission Washington, D.C. 20549 Amendment No. 3 to FORM 10-QSB (Mark One) [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended August 31, 1998. [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT For the transition period from ______to ______ Commission file number: 0-25117 NEVADA MANHATTAN GROUP, INCORPORATED - -------------------------------------------------------------------------------- (Exact Name of Small Business Issuer as Specified in Its Charter) NEVADA 88-0219765 (State or Other Jurisdiction of (I.R.S.Employer Incorporation or Organization) Identification No.) 15260 VENTURA BLVD., SUITE 1200, SHERMAN OAKS, CA 91403 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices (818) 728-9728 - -------------------------------------------------------------------------------- (Issuer's Telephone Number, Including Area Code) TERRA NATURAL RESOURCES CORPORATION - -------------------------------------------------------------------------------- (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) Check whether the issuer: (1) filed all reports required to be filed by Section 3 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 [ ] No [X] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 35,885,168 of Common Stock and 176,414 of Series A Preferred Stock. Traditional Small Business Disclosure Format (check one): Yes [X] No [ ] 2 2 TERRA NATURAL RESOURCES CORPORATION AND SUBSIDIARIES (dba NEVADA MANHATTAN) INDEX TO FORM 10-QSB PART I FINANCIAL INFORMATION PAGE NO. Item 1 Financial Statements for Terra Natural Resources Corp. Consolidated Balance Sheets - August 31, 1998 and May 31, 1998 3 Consolidated Statements of Operations - Three Months Ended August 31, 1998 and 1997 4 Consolidated Statements of Cash Flow - Three Months Ended August 31, 1998 and 1997 5 Notes to Consolidated Financial Statements 6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operation 8 Year 2000 Disclosure 9 PART II OTHER INFORMATION Item 1 Legal Proceedings 11 Item 2 Changes in Securities 11 Item 3 Defaults Upon Senior Securities 11 Item 4 Submission of Matters to a Vote of Security Holders 11 Item 5 Other Information 11 Item 6 Exhibits and Reports on Form 8-K 12 Signature 13 3 3 TERRA NATURAL RESOURCES CORPORATION AND SUBSIDIARIES (dba NEVADA MANHATTAN) CONSOLIDATED BALANCE SHEETS
(Audited) (Unaudited) May 31, 1998 August 31, 1998 (Restated) --------------- ------------ ASSETS Current assets: Cash and cash equivalents $ 221,273 $ 81,529 Accounts receivable, net of allowance for doubtful accounts of $150,000 285,316 255,027 Inventories 96,001 108,844 Stock Subscription Receivable 250,000 Prepaid expenses 372,789 283,354 --------- ------- Total current assets 1,225,379 728,754 Properties and equipment Mineral Properties - Indonesia 1,400,000 1,400,000 Machinery and equipment, net 352,300 355,392 Other Assets 234,445 265,700 ---------- ---------- TOTAL ASSETS $3,212,124 $2,749,846 ========== ========== LIABILITIES AND STOCKHOLDERS'EQUITY (DEFICIENCY) Current liabilities: Accounts payable and Accrued Expenses $1,524,254 $1,445,106 Convertible Notes payable to stockholders - Secured by Common Stock 1,264,520 1,366,075 Notes Payable to Stockholders 522,950 522,950 Note Payable to Officer 713,955 718,000 Current portion of long-term debt 32,214 32,214 ---------- ---------- Total current liabilities 4,057,893 4,084,345 Long term debt 35,327 44,327 Convertible debentures 2,407,771 2,313,459 ---------- --------- Total liabilities 6,500,991 6,442,131 ---------- --------- Commitments and contingencies --- --- Stockholders' Equity (Deficiency): Preferred stock, $1 par, 250,000 shares Authorized, 176,414 outstanding At August 31, 1998 and May 31, 1998 176,414 176,414 Common stock, $0.01 par, 49,750,000 Shares authorized, 40,157,243 and 26,492,543 shares issued and outstanding 401,572 264,926 Additional paid-in capital 30,540,415 28,715,550 Accumulated Foreign Currency Translation 29,610 24,940 Accumulated deficit (34,436,878) (32,874,115) ---------- ----------- Total stockholders' equity (deficiency) ( 3,288,867) ( 3,692,285) ---------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY) $3,212,124 $ 2,749,846 ========== ===========
See accompanying notes to consolidated financial statements 4 4 TERRA NATURAL RESOURCES CORPORATION AND SUBSIDIARIES (dba NEVADA MANHATTAN) CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended August 31, 1998 and 1997
(Unaudited) 1998 1997 ---- ---- Revenues $ 248,649 $ 156,776 Cost of Sales 191,004 80,595 ------- ------ Gross profit 57,645 76,181 Exploration Costs 78,008 --- General and administrative Expenses 1,308,308 1,354,981 --------- --------- Net loss from Operations (1,328,671) (1,278,800) Other Expenses 234,092 --- --------- --------- Net Loss (1,562,763) (1,278,800) ---------- --------- Cumulative preferred dividends --- 29,337 ----------- --------- Net loss attributable to common shareholders $(1,562,763) $(1,308,137) =========== =========== Basic Loss Per Share $ (0.06) $ (0.10) =========== =========== Diluted Loss Per Share $ (0.06) $ (0.10) =========== =========== Weighted average shares outstanding 28,895,266 12,467,496 ========== ===========
See accompanying notes to consolidated financial statements 5 5 TERRA NATURAL RESOURCES CORPORATION AND SUBSIDIARIES (dba NEVADA MANHATTAN) CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended August 31, 1998 and 1997
1998 1997 ------ ------ (Unaudited) (Unaudited) Cash flows from operating activities: Net loss $(1,562,763) $(1,278,800) Adjustments to reconcile net loss to net cash used in operating activities: Common stock issued for services 196,092 --- Common Stock Issued for Financing Expense --- Amortization of Debenture Discount 94,312 Depreciation and amortization 15,771 99,909 (Increase) Decrease Accounts receivable (30,289) (13,391) Inventories 12,843 Prepaid expenses 87,614 (320,849) Other Assets 31,255 Increase (Decrease) Accounts payable and accrued Expenses 282,317 481,109 ------- ------- Net cash used in operating activities (872,848) (1,032,022) --------- ----------- Cash flows from investing activities: Purchase of property and equipment (12,678) (419,189) --------- --------- Cash flows from financing activities: Proceeds from Issuance of convertible debentures --- 1,500,000 Payments on long-term debt (9,000) (489,928) Proceeds from issuance of notes to stockholders 25,000 Payments for Notes Payable to Officer (4,045) Proceeds from issuance of stock 1,033,645 0 --------- ------- Net cash provided by financing activities 1,020,600 1,035,072 --------- --------- Foreign Currency Translation Adjustment 4,670 --- Net increase (decrease) in cash and cash equivalents 139,744 (416,139) Cash and cash equivalents at beginning of period 81,529 559,510 ----------- ---------- Cash and cash equivalents at end of period $ 221,273 $ 143,371 =========== ==========
Supplemental disclosure of cash flow information: During the three months ended August 31, 1998 and 1997, the Company paid no income taxes and no interest. SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: During the three months ended August 31, 1998, the Company issued: 722,754 shares of its common stock for services rendered by employees and third parties for $196,092; and 138,834 shares of its common stock for $187,846 of liquidating damages associated with the Convertible Debentures. See accompanying notes to consolidated financial statements 6 6 TERRA NATURAL RESOURCES CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Statement of Information Furnished The accompanying unaudited consolidated financial statements have been prepared in accordance with Form 10-QSB instructions and in the opinion of management contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of August 31, 1998, the results of operations for the three months ending August 31, 1998 and 1997, and the cash flows for the three months ended August 31, 1998 and 1997. These results have been determined on the basis of generally accepted accounting principles and practices applied consistently with those used in the preparation of the Company's audited financial statements for its fiscal year ended May 31, 1998. 2. Business The Company's business is the harvesting of timber and the production of rough sawn lumber and other finished wood products in Brazil, the exploration and mining of precious metals in Nevada and the exploration of precious metals and coal in Indonesia. The Company holds various rights to develop and/or harvest timber properties on up to approximately 780,000 hectares located in the states of Para and Amazonas, Brazil; the right to conduct sawmill operations at a 3.6 hectare sawmill facility located near the port city of Belem, Para, Brazil; and the right to conduct exploration activities on seven (7) gold properties and four (4) coal properties in Indonesia. In August 1998, the Company entered into an agreement to harvest timber from an additional 1,380 hectares in Para, Brazil, for a period of thirty years. 3. Other A. On August 31, 1998, the Company announced that it received an initial capital infusion of $500,000 from a group led by Tetsuo Kitagawa. Mr. Kitagawa had a 25-year history with the Marubeni Group and until recently was the financial managing director of Marubeni's subsidiary in Holland. Mr. Kitagawa is currently assigned by the Office of the President of the Russian Federation to form investment funds in and outside of Russia under the management of the Office of the President of the Russian Federation for the improvement of its economy. Mr. Kitagawa, with his group, will provide full-time management and financial services for the Company. The Company has been reviewing acquisition candidates submitted through the Kitigawa Group, many of which are located in the countries of the former Soviet Union. On October 14, 1998, Mr. Kitagawa was elected a director of the Company by the Board of Directors. B. From July 1997 through October 16, 1998, Jeffrey S. Kramer, Chief Operating Officer, provided loans to the Company, aggregating approximately $714,000. Mr. Kramer and the Company are currently contemplating a partial settlement of these outstanding loans through the issuance of restricted common shares by the Company. 7 7 4. Subsequent Events A. On September 24, 1998, the Company announced that it executed a letter of understanding to acquire the controlling interest of "Chrustalnaia" of Russia. Chrustalnaia owns and operates five mines with significant reserves as well as 100 percent of "Stanum" which is involved in harvesting, cutting and fabricating timber, also with substantial reserves. Chrustalnaia/Stanum has gross revnues of approximately $16.2 million for fiscal 1997 as presented in their Russian-audited balance sheet. A recognized major accounting firm will be retained to perform an audit of the Russian balance sheet and assets, and the final closing will be subject to such confirmation and the preparation of a more definitive agreement prepared in accordance with the laws of the United States and the other appropriate countries which will contain other closing conditions. Chrustalnaia's mining activities include mining, processing ore of colored metals and obtaining concentrates in the fields of gold, silver and tin, and functions under the direction of Dr. Alexander Gonchar. Dr. Gonchar is a well-known academician and a respected member of the Academy of Science in Russia as well as other highly respected scientific communities. B. On September 10, 1998, the Company announced that Dr. Thomas Ward, consultant to the U.S. Department of Energy and the Pentagon, has agreed to become a member of the Company's Advisory Committee in the capacity of Executive Consulting Director for Scientific Development Mr. Ward, an internationally respected scientist, was for a period of six years, a representative of the United States in Russia in charge of the nuclear demilitarization program. Mr. Ward owns his own consulting company which contracts a number of scientists providing project expertise to the U.S. government and private companies. Ward will head the Company's Research and Development Department in a number of areas including monocrystallite silicon and isotope development. In addition, he will implement the technology to process Russian timber for export to the U.S. in order to preserve the United States' forests and parks in accordance with the Gore-Russian Agreement which starts in the year 2000 and is in the range of 20 million cubic meters of timber. On October 13, 1998, the Company formed Science & Technology Resources, Inc., which is currently structured as a wholly owned subsidiary, for the purpose of developing its technological division to be headed by Mr. Ward. C. The Company is in the final stages of negotiation with Cyprus Amax Coal Company for the exploration and development of one of the Company's coal properties in East Kalimantan, Indonesia. 8 8 D. On October 5, 1998, the Company announced that it had signed an agreement for the acquisition of a substantial interest in oil and revenue-producing gas leases located on the Plainview natural gas field on 25,000 acres of gas prospects. The agreement on the leases located in Macoupin County in southwest Illinois is with S.M.T.V. and Western Pipeline Group. In its initial due diligence on a small part of the holdings prior to entering into the agreement, the Company has been able to confirm approximately an initial 4.76 BCF of natural gas. Additional due diligence and confirmation is planned to commence immediately. E. On October 13, 1998 the Board of Directors elected Tetsuo Kitagawa and Neil H. Lewis as directors, expanding the Board to seven members. Mr. Kitagawa has been President of SYMIC, a management consulting firm, since October 1997, prior to which he was employed by Marubeni Finance (Holland). For the last six of those years he was a Managing Director of Marubeni Finance, which is a wholly-owned subsidiary of Marubeni, one of Japan's leading general trading companies. Mr. Lewis is an attorney in private practice and a consultant to the Company. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION RESULTS OF OPERATION Comparison of Results of Operations - Three months Ended August 31, 1998 and August 31, 1997. - -------------------------------------------------------------------------------- Revenues for three months ended August 31, 1998 were approximately $249,000 as compared to approximately $157,000 for the same period in 1997. The sales in both periods relate to the Brazilian operations. The $92,000 increase in Sales is due to increased efficiencies. The gross margin for the three months ended August 31, 1998 was approximately 23% as compared to approximately 49% for the same period in 1997. The decrease in the gross margin is attributable to increased labor costs. The General and Administrative Expenses and exploration costs in the aggregate for the three month period ending August 31, 1998 increased slightly compared to the same period in 1997. Although the Company's operating activities increased for the three months ending August 31, 1998 over the same period in 1997, General and Administrative Expenses and exploration costs in the aggregate rose only slightly due to the Company's ability to control corporate expenses. 9 9 LIQUIDITY AND CAPITAL RESOURCES The Company's working capital position as of August 31, 1998 was a deficit of approximately $2,833,000. Almost since inception, the Company has experienced pressure on its working capital position due to operating losses and the need to continually invest in exploration activities on the Nevada Property and, more recently, the Brazilian Properties, the Silobat Property and the remainder of the Indonesian Concessions. To raise funds in the past, the Company has relied upon private placements of its equity securities. In the quarter ending August 31, 1998, the Company raised approximately $1,242,000 pursuant to such private placements. On March 27, 1998, the Company executed an agreement securing $14 million in equity financing, primarily to fund its timber operations in South America. The financing, through Bristol Asset Management Company II LLC, requires an effective registration statement and enables the Company to draw up to $14 million over a three-year period. As of the filing date of this Quarterly Report, the Company has not effected a registration statement covering the common stock to be issued pursuant to the $14 million equity financing agreement. As of August 28, 1998, TiNV1, Inc., ("TiNV1"), entered into a Subscription Agreement and a letter agreement with the Company pursuant to which TiNV1 purchased 5,500,000 shares of the Company's common stock for $500,000. The Brazilian operations represent an opportunity for the Company to generate significant cash flows for the first time. The Company believes that with the anticipated increase in daily production at its Brazilian operations to 125 cubic meters per day, much of its continued operations in Brazil, Indonesia, the Nevada Property, and its operating expenses and overhead at its corporate offices will be funded by the cash flow generated from its operations in Brazil. The pending acquisition of Chrustalnaia and the formation of Science & Technology Resources, Inc. are also being developed for the purpose of increased revenues. The Company anticipates that it will require additional capital and intends to secure it through its agreement with Bristol Assets Management Company II LLC, by utilizing a publicly registered offering of its securities, the capital provided by the TiNV1 transaction, "Private Placements" and/or funds generated from its Brazilian operations. YEAR 2000 DISCLOSURE The Company has appointed a Y2K Risk Manager to look into all possible effects of Y2K problems within the business operations of the Company and implement corrective action to ensure that the Company's operations will not be adversely affected. 10 10 The corporate headquarters in the United States maintains eight computers connected on a peer-to-peer network and four computers independent of the network. The Company's office in Japan maintains two computers independent of any network. The company has no proprietary software. All hardware and software vendors have been contacted and most have expressed no immediate Y2K concerns in relation to the company's hardware and software. The company has plans to replace and/or upgrade software and hardware that is non-Y2K compliant; however has not begun to take such corrective action. The Company's Y2K Risk Manager has determined that the accounting software of the Company is not as yet Y2K compliant and is taking such necessary steps to replace and/or upgrade such software. The Company estimates that the replacement and/or upgrade of the accounting software is less than $1,000. The Company's Y2K Risk Manager shall periodically seek an update from hardware and software manufacturers in order to update the Company's Y2K information and reassess any possible Y2K problems. If the Company had to replace all of its computers, the costs would be approximately $25,000. All Company files and records have been backed up on zip drives and are continuously backed up on a weekly schedule. Furthermore, select Company proprietary, legal and financial information has been backed up on hard copy in order to preserve business records and maintain business flow in case of any possible unforeseen or undisclosed Y2K conflicts by third parties. The Company maintains no direct customers. The Company maintains suppliers and/or utilizes professional services including but not limited to legal, accounting and banking. The Company has been in contact with its legal, accounting and banking service providers and has been assured by the providers that they are Y2K compliant and/or have assigned a "Risk Manager" to assess and resolve any possible conflicts that may arise. The Company maintains a number of subsidiaries and/or affiliates in various countries including the United States, Brazil, Indonesia, and various republics of the Commonwealth of Independent States. As part of the Company's risk assessment, the Risk Manager has contacted and evaluated each affiliate and subsidiary in order to assess any possible Y2K conflicts. It has been determined that there is only one major conflict within the Company's United States operations as noted above, and no major conflicts within the Indonesia operations/subsidiaries. There are no major conflicts between suppliers and/or manufacturers within the United States/Indonesia operations. The primary activities within these regions are explorative and thus utilize no manufacturers and/or suppliers as well as no equipment with possible imbedded chips and/or microcontrollers. The Company's subsidiaries in Brazil and the Commonwealth of Independent States are currently in the process of assessing their state of readiness and any possible counter measures that need to be undertaken in order to assure Y2K compliance. Although it is believed that all subsidiaries in Brazil and within the Commonwealth of Independent States are Y2K compliant, the Company believes that since the majority of the operations are manually conducted, the effects of any possible technological problem shall be minimal. The Company has further assessed that if there should happen to be a Y2K problem, the Company's financial statement shall not be materially affected. 11 11 TERRA NATURAL RESOURCES CORPORATION AND SUBSIDIARIES (dba NEVADA MANHATTAN) PART II - OTHER INFORMATION 1. LEGAL PROCEEDINGS As reported in the Company's Annual Report on Form 10-KSB, on July 14, 1998 the following lawsuit was filed in United States District Court for the Central District of California (Case No. 98-5624 JSL CTx) (the "Securities Action") on behalf of the Company and Francis Parkes, Dr. Joe C. Rude, Christopher D. Michaels, who are individual Company shareholders: Francis Parkes, Dr. Joe C. Rude III, Christopher D. Michaels and Nevada Manhattan Mining, Inc. v. Sheldon Salcman, Arie Rabinowitz, Mayer Rooz, Thomson Kernaghan & Co. Limited, Soreq, Inc., Silenus Limited, Mary Park Properties, L.H. Financial Services, Austost Anstalt Schaan, Tusk Investments, Inc., Mendel Group, Inc., Top Holding International, Ltd., Praha Investments S.A., UFH Endowment, Ltd., Atead Consulting S.A., and Ausinvest Anstalt Balzers, In the Securities Action, plaintiffs contend that defendants violated Section 10(b) and 13(g) of the Securities Exchange Act, Section 1962(b) of the Racketeer Influenced and Corrupt Organizations Act, and committed fraud by engaging in a fraudulent scheme to manipulate and artificially depress the market in and for the Company's common stock by use of massive short sales. Plaintiffs seek an unspecified amount of damages, including punitive damages, a judicial declaration that the terms, conditions and covenants of certain debentures and subscription agreements were violated and certain injunctive relief. During this quarterly period, various defendants filed motions to dismiss and/or transfer venue. 2. CHANGES IN SECURITIES Not applicable. 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable. 5. OTHER INFORMATION Not applicable. 12 12 6. EXHIBITS AND REPORTS ON FORM 8-K EXHIBITS - -------- Exhibit Description Reference No. - ------------------- ------------- Amended By-Laws of Terra Natural Resources Corporation 3.(xi)* Financial Data Schedule 27 *Previously filed REPORTS ON FORM 8-K - ------------------- 8-K Report dated July 15, 1998 to report the press release issued on July 15, 1998 announcing that the company and certain company stockholders filed a lawsuit in the U.S. Federal District Court in Los Angeles seeking damages, among other things, for an alleged fraudulent scheme to depress the market price of the Company's common stock. 8-K Report dated July 7, 1998 to report Changes in Certifying Accountants. 13 13 SIGNATURE 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. Nevada Manhattan Group, Inc. Amendment No. 3 /s/ Bruce D. Lauper May 20, 1998 __________________________________________ Bruce D. Lauper, Chief Financial Officer 14 14 EXHIBIT INDEX Exhibit Number Description of Exhibit - ------- ---------------------- 3.(xi) Amended By-Laws of Terra Natural Resources Corporation* 27 Financial Data Schedule *Previously filed EX-27 2 AMENDMENT NO. 1 TO EXHIBIT 27
5 3-MOS MAY-31-1999 JUN-01-1998 AUG-31-1998 221,273 0 435,316 150,000 96,001 1,225,379 1,873,718 121,418 3,212,124 4,057,893 0 0 176,414 401,572 (3,866,853) 3,212,124 248,649 248,649 191,004 191,004 1,386,316 0 234,092 (1,562,763) 0 (1,562,763) 0 0 0 (1,562,763) (0.06) (0.06)
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