SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________________ to ______________________
Commission File Number 0-27316
Molecular Devices Corporation
(Exact name of registrant as specified in its charter)
Delaware 94-2914362
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1311 Orleans Drive
Sunnyvale, California 94089
(Address of principal executive offices, including zip code)
(408) 747-1700
(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.
YES X NO
----- -----
As of November 10, 1997, 9,309,460 shares of the Registrant's Common Stock were
outstanding.
<PAGE>
<TABLE>
MOLECULAR DEVICES CORPORATION
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1997
INDEX
<CAPTION>
PAGE
NUMBER
<S> <C> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (Unaudited)
CONDENSED CONSOLIDATED BALANCE SHEETS
September 30, 1997 and December 31, 1996............................ 3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three and Nine Months Ended September 30, 1997 and 1996............. 4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended September 30, 1997 and 1996....................... 5
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS................ 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS................................. 8
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK......................................................... 10
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS................................................... 11
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS........................... 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.................................... 11
SIGNATURE.................................................................................... 12
</TABLE>
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<TABLE>
PART I: FINANCIAL INFORMATION
ITEM I: FINANCIAL STATEMENTS
MOLECULAR DEVICES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
<CAPTION>
September 30, December 31,
1997 1996
------------- -------------
(unaudited)
<S> <C> <C>
ASSETS:
Current assets:
Cash and cash equivalents $ 23,724 $ 23,727
Accounts receivable, net 8,109 5,396
Inventories 4,318 2,470
Deferred tax assets 2,305 3,216
Other current assets 117 142
---------- ----------
Total current assets 38,573 34,951
Equipment and leasehold improvements, net 1,599 1,632
Other assets 189 250
---------- ----------
$ 40,361 $ 36,833
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable $ 2,268 $ 1,933
Accrued liabilities 3,478 3,527
Deferred revenue 830 596
Current Obligations under Promissory Notes -- 1,500
---------- ----------
Total current liabilities 6,576 7,556
Stockholders' equity:
Preferred stock, no par value; 3,000,000
authorized; no shares outstanding -- --
Common stock, $.001 par value; 30,000,000 shares
authorized; 9,148,611 and 8,988,094 shares issued
and outstanding at September 30, 1997 and
December 31, 1996, respectively 9 9
Additional paid-in-capital 38,352 37,462
Accumulated deficit (4,136) (7,848)
Deferred compensation (299) (401)
Accumulated translation adjustment (141) 55
---------- ----------
Total stockholders' equity 33,785 29,277
---------- ----------
$ 40,361 $ 36,833
========== ==========
<FN>
The accompanying notes are an integral part of these statements.
</FN>
</TABLE>
3
<PAGE>
<TABLE>
MOLECULAR DEVICES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------- --------------------------
1997 1996 1997 1996
-------- -------- -------- --------
<S> <C> <C> <C> <C>
REVENUES:
Product revenues $ 9,522 $ 8,116 $ 27,639 $ 21,652
Contract revenues 5 101 11 313
-------- -------- -------- --------
Total revenues 9,527 8,217 27,650 21,965
-------- -------- -------- --------
COST OF REVENUES:
Cost of product revenues 3,481 3,119 10,547 8,116
Cost of contract revenues -- 56 -- 160
-------- -------- -------- --------
Total cost of revenues 3,481 3,175 10,547 8,276
-------- -------- -------- --------
Gross margin 6,046 5,042 17,103 13,689
-------- -------- -------- --------
OPERATING EXPENSES:
Company-funded research and development 1,229 1,182 3,415 3,447
Write-off of acquired in-process research -- -- -- 4,637
and development
Selling, general and administrative 2,927 2,541 8,595 7,076
-------- -------- -------- --------
Total operating expenses 4,156 3,723 12,010 15,160
-------- -------- -------- --------
Income (loss) from operations 1,890 1,319 5,093 (1,471)
Other income, net 284 261 859 785
-------- -------- -------- --------
Income (loss) before income taxes 2,174 1,580 5,952 (686)
Income tax (provision) benefit (804) 178 (2,240) 394
-------- -------- -------- --------
NET INCOME (LOSS) $ 1,370 $ 1,758 $ 3,712 $ (292)
======== ======== ======== ========
NET INCOME (LOSS) PER SHARE $ 0.14 $ 0.18 $ 0.38 $ (0.03)
======== ======== ======== ========
SHARES USED IN COMPUTING NET INCOME
(LOSS) PER SHARE 9,770 9,512 9,702 8,786
======== ======== ======== ========
<FN>
The accompanying notes are an integral part of these statements.
</FN>
</TABLE>
5
<PAGE>
<TABLE>
MOLECULAR DEVICES CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(in thousands)
(unaudited)
<CAPTION>
Nine Months Ended
September 30,
-------------------------------
1997 1996
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 3,712 $ (292)
Adjustments to reconcile net income (loss) to net cash
used in operating activities:
Depreciation and amortization 509 436
Loss on disposal of fixed assets 27 40
Charge for acquired in-process research and development -- 4,425
Amortization of deferred compensation 102 102
(increase) decrease in assets:
Accounts receivable (2,713) (1,814)
Inventories (1,847) (408)
Deferred tax asset 911 (822)
Other current assets 25 77
Increase (decrease) in liabilities:
Accounts payable 335 911
Accrued liabilities 416 375
Deferred revenue 233 (10)
-------- --------
Net cash provided by operating activities 1,710 3,020
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (503) (459)
Acquisition of NovelTech Systems Inc., net of cash on hand -- (1,198)
Other assets 61 34
-------- --------
Net cash used in investing activities (442) (1,623)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments on credit arrangements -- (47)
Repayment on promissory notes (1,500) --
Issuance of common stock, net 425 111
-------- --------
Net cash provided by (used in) financing activities (1,075) 64
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH: (196) (8)
-------- --------
Net increase in cash and cash equivalents (3) 1,453
Cash and cash equivalents at beginning of period 23,727 20,379
-------- --------
Cash and cash equivalents at end of period $ 23,724 $ 21,832
======== ========
<FN>
The accompanying notes are an integral part of these statements.
</FN>
</TABLE>
5
<PAGE>
MOLECULAR DEVICES CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Summary of Significant Accounting Policies
Basis of interim presentations
The accompanying unaudited condensed consolidated financial statements included
herein have been prepared by the Company, without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain information
and footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, although the Company believes
the disclosures which are made are adequate to make the information presented
not misleading. These condensed consolidated financial statements should be read
in conjunction with the consolidated financial statements and the notes thereto
included in the Company's Annual Report to Stockholders for the fiscal year
ended December 31, 1996.
The unaudited condensed consolidated financial statements included herein
reflect all adjustments (which include only normal, recurring adjustments) which
are, in the opinion of management, necessary to state fairly the results for the
periods presented. The results for the three and nine month periods ended
September 30, 1997 are not necessarily indicative of the results to be expected
for the entire fiscal year ending December 31, 1997.
Reclassifications
Certain reclassifications have been made to the financial statements for the
three and nine month periods ended September 30, 1996 to conform with the 1997
presentation for those periods.
Note 2. New Accounting Standards
In February 1997, the Financial Accounting Standards Board issued Statements of
Financial Accounting Standards (FAS) 128, "Earnings per Share" which is required
to be adopted on December 31, 1997. At that time, the Company will be required
to change the method currently used to compute earnings per share (EPS) and to
restate all prior periods as required by FAS 128. Under the new requirements for
calculating EPS, the dilutive effect of stock options will be excluded from a
new EPS measure, Basic EPS. The impact is expected to result in an increase in
Basic EPS for the three and nine month periods ended September 30, 1997 and
September 30, 1996; however, this impact is not expected to be material. The
impact of FAS 128 on the calculation of the second new EPS measure, Diluted
Earnings Per Share, for these periods is not expected to be material.
Note 3. Inventories
Inventories consist of (in thousands):
September 30, December 31,
1997 1996
------------- ------------
Finished goods 1,467 $ 1,087
Work in process 620 488
Raw materials and subassemblies 2,231 895
-------- --------
$ 4,318 $ 2,470
======== =========
6
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Note 4. Promissory Notes
The Company repaid in full two promissory notes valued at $750,000 each on
January 2, 1997.
Note 5. Income Taxes
Income tax provisions of $804,000 and $2,240,000 were recorded for the three and
nine month periods ended September 30, 1997, respectively. Income tax benefits
of $178,000 and $394,000 were recorded for the three and nine month periods
ended September 30, 1996, respectively. The benefits recorded for the three and
nine month periods ended September 30, 1996, resulted primarily from the
reduction of the valuation allowance on the net deferred tax assets due to
anticipated pretax income. As of December 31, 1996, management concluded that no
valuation allowance was required on the net deferred tax asset based on its
assessment that current levels of income would be sufficient to realize the tax
benefit.
Note 6. Net Income Per Share
Net income per share is computed using the weighted average number of shares of
common stock and dilutive common equivalent shares from stock options (using the
treasury stock method).
7
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MOLECULAR DEVICES CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Except for the historical information contained herein, the following discussion
contains forward-looking statements that involve risks and uncertainties. The
Company's actual results could differ materially from those discussed here.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed in this section, as well as those identified in the
Company's Annual Report on Form 10-K for the year ended December 31, 1996 as
filed with the Securities and Exchange Commission on March 27, 1997.
The following discussion should be read in conjunction with the unaudited
condensed consolidated financial statements and notes thereto included in Part I
- - Item 1 of this Quarterly Report and the audited consolidated financial
statements and notes thereto and Management's Discussion and Analysis of
Financial Condition and Results of Operations for the year ended December 31,
1996 contained in the Company's 1996 Annual Report to Stockholders. The results
for the three and nine month periods ended September 30, 1997 are not
necessarily indicative of the results to be expected for the entire fiscal year
ending December 31, 1997.
Results of Operations - Three and Nine Months Ended September 30, 1997 and 1996.
PRODUCT REVENUES. Product revenues for the third quarter of 1997 increased 17%
to approximately $9.5 million from approximately $8.1 million in the third
quarter of 1996. The Maxline product family showed an increased level of revenue
primarily due to greater sales of new products and increased penetration of
Maxline products into the international distribution channels. The Cell Analysis
and Threshold product families showed decreased levels of revenue. Cell Analysis
revenues decreased due to reduced sales of products worldwide. Threshold
revenues decreased primarily due to lower shipments to the US Army and decreased
shipments of Threshold products internationally.
Product revenues for the first nine months of 1997 increased 28% to
approximately $27.6 from approximately $21.7 million in the same period of 1996.
The Maxline and Cell Analysis product families showed increased levels of
revenue. Maxline product revenues increased primarily due to greater sales of
new products and increased penetration of Maxline products into the
international distribution channels. Cell Analysis product revenues increased
primarily due to greater sales of new products worldwide. Threshold revenues
decreased primarily due to lower shipments to the US Army and decreased
shipments of Threshold products internationally.
GROSS MARGIN ON PRODUCT REVENUES. The gross margin on product revenues increased
to 63.4% in the third quarter of 1997 from 61.6% in the third quarter of 1996.
The gross margin on product revenues declined to 61.8% in the first nine months
of 1997 from 62.5% in the same period of 1996. The increased margin for the
third quarter of 1997 relates primarily to increased sales of new higher margin
Maxline products and improved margins on sales of Cell Analysis products. The
decreased margin for the first nine months of 1997 relates primarily to
increased sales of new lower margin Cell Analysis products and decreased sales
of higher margin Cell Analysis and Threshold products worldwide.
COMPANY-FUNDED RESEARCH AND DEVELOPMENT. Company-funded research and development
expenses for the third quarter of 1997 and the first nine months of 1997
remained relatively flat as compared to the same periods in the previous year
(4% increase and 1% decrease, respectively). This spending trend for both
periods is represented by increased spending on headcount as offset by decreased
development costs.
CHARGE FOR ACQUIRED IN-PROCESS RESEARCH AND DEVELOPMENT. The Company recorded a
one-time charge of approximately $4.6 million during the second quarter of 1996
due to the write-off of acquired in-process research and development related to
the Company's acquisition of NovelTech Systems, Inc. on June 7, 1996.
8
<PAGE>
SELLING, GENERAL AND ADMINISTRATIVE. Selling, general and administrative
expenses for the third quarter of 1997 increased by 15% to approximately $2.9
million (30.6% of total product revenues) from approximately $2.5 million (31.3%
of total product revenues) for the third quarter of 1996. Selling, general and
administrative expenses for the first nine months of 1997 increased by 21.5% to
approximately $8.6 million (31.1% of total product revenues) from approximately
$7.1 million (32.7% of total product revenues) for the same period of 1996. The
increased spending for both periods is primarily the result of additional
spending on marketing, sales and service related activities (including increased
headcount) as the Company continued to expand worldwide market coverage and
introduce new products.
PROVISION FOR TAXES. Income tax provisions of $804,000 and $2.2 million recorded
in the third quarter and first nine months of 1997, respectively, decreased net
income, whereas income tax benefits of $178,000 and $394,000 recorded in the
third quarter and first nine months of 1996, respectively, increased net income.
The benefits recorded during 1996 related primarily to a reduced valuation
allowance on the Company's net deferred tax assets. As of December 31, 1996,
management concluded that no valuation allowance was required on the net
deferred tax asset based on its assessment that current levels of income would
be sufficient to realize the tax benefit.
Liquidity and Capital Resources
The Company had cash and cash equivalents of $23.7 million at September 30,
1997. The Company generated approximately $1.7 million of cash from operating
activities as offset by cash used in investing and financing activities of
$442,000 and $1.1 million, respectively. The cash provided by operating
activities is due primarily to increased liabilities and the net income for the
period as partially offset by increased accounts receivable and inventory
levels. The cash used in investing activities relates primarily to capital
expenditures. The cash used in financing activities related to the $1.5 million
repayment of the promissory notes as offset by $425,000 of cash provided by
stock option exercises.
The Company believes that its existing capital resources and cash expected to be
generated from future operations will be sufficient to fund its operations and
anticipated capital expenditures through at least 1998. However, the Company's
future liquidity and capital requirements will depend upon numerous factors,
including the resources the Company devotes to developing, manufacturing and
marketing its products, the extent to which the Company's products generate
market acceptance and demand, potential acquisition opportunities that may arise
and other factors. As such, there can be no assurances that the Company will not
require additional financing within this time frame and, therefore, the Company
may in the future seek to raise additional funds through bank facilities, debt
or equity offerings or other sources of capital. Additional funding may not be
available when needed or on terms acceptable to the Company, which could have a
material adverse effect on the Company's business, financial condition and
results of operations.
Factors That May Affect Future Results
The Company's business, financial condition and results of operations are
subject to various risk factors, including those described below and elsewhere
in this report.
o UNCERTAINTY OF FUTURE OPERATING RESULTS. Future operating results
will depend on many factors, including demand for the Company's
products, the levels and timing of government and private sector
funding of life sciences research activities, the timing of the
introduction of new products by the Company or by competing
companies, the integration of acquired products and technology
into manufacturing and distribution processes, the Company's
ability to control costs and its ability to attract and retain
highly qualified personnel. Furthermore, the Company's gross
margins can be significantly affected by many factors, including
shifts in product mix, the mix of direct sales as compared with
sales through distributors, competitive price pressures or
quarterly fluctuations in sales levels relative to fixed costs.
o FLUCTUATIONS IN QUARTERLY OPERATING RESULTS; LACK OF BACKLOG. The
Company manufactures its products to forecast rather than to
outstanding orders, and products are typically shipped within 30
to 90 days of purchase order receipt. As a result, the Company
does not
9
<PAGE>
believe the amount of backlog at any particular date is indicative
of its future level of sales. The Company's manufacturing
procedures may in certain instances create a risk of excess or
inadequate inventory levels if orders do not match forecasts. The
Company's expense levels are based, in part, on expected future
sales. If sales levels in a particular quarter do not meet
expectations, the Company may not be able to adjust operating
expenses sufficiently quickly to compensate for the shortfall, and
the Company's results of operations may be materially adversely
affected. Many of the Company's products are subject to long
customer procurement processes. Accordingly, the timing of capital
equipment purchases by customers is expected to be uneven and
difficult to predict. In addition, a significant portion of the
Company's revenues is typically derived from sales of a small
number of relatively high-priced systems, and sales of such
products may increase as a percentage of revenue in the future.
Delays in receipt of anticipated orders of such products could
lead to substantial variability from quarter to quarter. In
addition, the Company has historically received purchase orders
and made a significant portion of each quarter's product shipments
near the end of the quarter. If that pattern continues, even short
delays in the receipt of orders or shipment of products at the end
of a quarter could have a material adverse effect on results of
operations for that quarter. The Company typically experiences a
decrease in the level of sales in the first calendar quarter as
compared to the fourth quarter of the preceding year because of
budgetary and capital equipment purchasing patterns in the life
sciences industry. In 1995 and 1997, the Company also experienced
a decrease in product revenues in the third quarter compared to
the second quarter, related to seasonality primarily associated
with lower European and academic sales during the summer months.
The Company's product revenues increased in the third quarter of
1996 compared to the second quarter of 1996 primarily due to the
introduction of a new Cell Analysis product. The Company expects
the third quarter seasonality trend to continue in future years as
the Company increases its efforts to penetrate international
markets. Operating results in any period should not be considered
indicative of the results to be expected for any future period.
o DEPENDENCY ON NEW PRODUCTS; RAPID TECHNOLOGICAL CHANGE. The life
sciences instrumentation market is characterized by rapid
technological change and frequent new product introductions. The
Company's future success will depend on its ability to enhance its
current products and to develop and introduce, on a timely basis,
new products that address the evolving needs of its customers.
o OTHER FACTORS. The Company's business is affected by other
factors, including: (i) the possibility that the introduction or
announcement of new products would render existing products
obsolete or result in a delay or decrease in purchase orders for
existing products; (ii) the extent to which and the timing in
which the Company's products achieve market acceptance; (iii) the
capital spending policies of the Company's customers (which depend
on various factors, including the resources available to such
customers, the spending priorities among various types of research
equipment and the policies regarding capital expenditures during
recessionary periods), including those policies of universities,
government research laboratories and other institutions whose
funding is dependent on grants from government agencies; (iv)
competition; (v) the Company's ability to obtain and maintain
patent and other intellectual property protection for its products
and technology; (vi) the Company's ability to obtain in a timely
manner certain components used in its products which are currently
obtained from single sources; (vii) compliance with governmental
regulations, including those promulgated by the United Sates Food
and Drug Administration and similar state and foreign agencies;
and (viii) the extent of the Company's sales outside the United
States, which involve certain specific risks, including risks
related to currency fluctuations, imposition of government
controls, export license requirements, restrictions on export of
critical technology, political and economic instability or
conflicts, trade restrictions, changes in tariffs and taxes,
difficulties in staffing and managing international operations and
international distributor relationships and general economic
conditions.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
None.
10
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MOLECULAR DEVICES CORPORATION
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not currently a party to any material legal proceedings.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.1 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Company during the
quarter ended September 30, 1997.
11
<PAGE>
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.
MOLECULAR DEVICES CORPORATION
By: Andrew Galligan
---------------------------------------
Vice President, Finance and Chief Financial Officer
(Duly Authorized and Principal Financial and
Accounting Officer)
Date: November 13, 1997
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracts from the
condensed consolidated balance sheet as of September 30, 1997 and the condensed
consolidated statement of operations for the nine months ended September 30,
1997 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 23,724
<SECURITIES> 0
<RECEIVABLES> 8,289
<ALLOWANCES> 180
<INVENTORY> 4,318
<CURRENT-ASSETS> 38,573
<PP&E> 5,944
<DEPRECIATION> (4,345)
<TOTAL-ASSETS> 40,361
<CURRENT-LIABILITIES> 6,576
<BONDS> 0
0
0
<COMMON> 9
<OTHER-SE> 33,776
<TOTAL-LIABILITY-AND-EQUITY> 40,361
<SALES> 27,639
<TOTAL-REVENUES> 27,650
<CGS> 10,547
<TOTAL-COSTS> 10,547
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 5,952
<INCOME-TAX> 2,240
<INCOME-CONTINUING> 3,712
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,712
<EPS-PRIMARY> 0.38
<EPS-DILUTED> 0.38
</TABLE>
