<PAGE>
================================================================================
Securities and Exchange Commission
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED JUNE 30, 1996
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: 0-22614
AMISYS MANAGED CARE SYSTEMS, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3355918
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
30 W. Gude Drive, 5/th/ floor
Rockville, Maryland 20850
- ---------------------------------------- ----------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (301) 251-8600
Securities registered pursuant to Section 12(b) of the Act:
Not Applicable
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
- --------------------------------------------------------------------------------
Title of Class
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, and (2) has been subject to such filing requirements
for the past 90 days. Yes X No
----- -----
As of July 31, 1996, there were outstanding 7,720,900 shares of Common Stock,
par value $.001 per share of the Registrant.
===============================================================================
<PAGE>
AMISYS MANAGED CARE SYSTEMS, INC.
INDEX
FORM 10-Q
<TABLE>
<CAPTION>
PAGE
<S> <C> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Balance Sheets at June 30, 1996 (unaudited) and December 31, 1995 3
Statements of Operations for the three and six months ended June 30,
1996 and 1995 (unaudited) 4
Statements of Cash Flows for the three and six months ended
June 30, 1996 and 1995 (unaudited) 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
PART II - OTHER INFORMATION
Item 1-6. Exhibits and Reports on Form 8-K 10
SIGNATURES 12
INDEX TO EXHIBITS 13
</TABLE>
2
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AMISYS MANAGED CARE SYSTEMS, INC.
BALANCE SHEETS
(DOLLARS IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1996 1995
---- ----
(UNAUDITED)
ASSETS
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 5,943 $ 5,354
Short-term investments 22,653 20,400
Accounts receivable, net 7,155 6,362
Deferred income taxes 251 251
Prepaid expenses and other 404 453
------- -------
Total current assets 36,406 32,820
------- -------
Property and equipment, net 1,161 970
Purchased software, net 189 255
------- -------
Total assets $37,756 $34,045
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses $ 5,702 $ 4,404
Income taxes payable 247 118
Deferred revenue, net 1,531 2,206
------- -------
Total current liabilities 7,480 6,728
------- -------
Commitments and contingencies -- --
Stockholders' Equity
Common stock, $.001 par value; 25,000,000 shares
authorized, 7,687,100 and 7,565,000 issued and
outstanding as of June 30, 1996 and
December 31, 1995, respectively 8 8
Accumulated deficit (2,946) (4,753)
Additional paid-in capital 33,214 32,062
------- -------
Total stockholders' equity 30,276 27,317
------- -------
Total liabilities and stockholders' equity $37,756 $34,045
======= =======
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
3
<PAGE>
AMISYS MANAGED CARE SYSTEMS, INC.
STATEMENT OF OPERATIONS
(DOLLARS IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
------------------------- ----------------------
JUNE 30, JUNE 30,
-------- --------
1996 1995 1996 1995
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues
Systems sales $ 9,937 6,770 $ 18,170 $ 11,886
Support and maintenance 1,636 1,066 3,031 2,198
---------- ---------- ---------- ----------
Total revenues 11,573 7,836 21,201 14,084
---------- ---------- ---------- ----------
Cost of revenues 6,152 4,565 11,320 8,276
---------- ---------- ---------- ----------
Gross profit 5,421 3,271 9,881 5,808
Operating expenses
Sales and marketing 1,118 733 1,927 1,380
Research and development 1,771 1,403 3,467 2,577
General and administration 1,200 851 2,341 1,749
---------- ---------- ---------- ----------
Total operating expenses 4,089 2,987 7,735 5,706
---------- ---------- ---------- ----------
Operating income 1,332 284 2,146 102
Other income (expenses) 303 (143) 633 (267)
---------- ---------- ---------- ----------
Income (loss) before income tax
provision 1,635 141 2,779 (165)
Income tax provision 565 -- 972 --
---------- ---------- ---------- ----------
Net income (loss) $ 1,070 $ 141 $ 1,807 ($165)
========== ========== ========== ==========
Net income (loss) per common share and
common share equivalent $0.13 $0.02 $.22 $(.03)
========== ========== ========== ==========
Weighted average number of common
shares outstanding 8,189,840 5,899,950 8,158,575 5,899,950
========== ========== ========== ==========
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
4
<PAGE>
AMISYS MANAGED CARE SYSTEMS, INC.
STATEMENT OF CASH FLOWS
(DOLLARS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30
--------
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 1,807 $ (165)
Adjustments to reconcile net income (loss) to cash flows provided
by (used in) operating activities, net of non-cash items:
Depreciation and amortization 403 518
Provision for doubtful accounts 57 109
Deferred stock compensation 23 --
(Decrease) increase in cash resulting from changes in assets and liabilities:
Accounts receivable (850) (1,390)
Deposits, prepaid expenses and other 49 (15)
Accounts payable and accrued expenses 1,298 (459)
Taxes payable 129 (20)
Deferred revenue (675) 781
------- -------
Net cash provided by (used in) operating activities 2,241 (641)
------- -------
Cash flows from investing activities:
Purchase of property and equipment (528) (590)
Purchase of available-for-sale securities (2,253) --
------- -------
Net cash used in investing activities (2,781) (590)
------- -------
Cash flows from financing activities:
Issuance of common stock, net of costs 1,129 --
------- -------
Net cash provided by financing activities 1,129 --
------- -------
Net increase (decrease) in cash 589 (1,231)
Cash and cash equivalents at beginning of period 5,354 2,727
------- -------
Cash and cash equivalents at end of period $ 5,943 $ 1,496
======= =======
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.
5
<PAGE>
AMISYS MANAGED CARE SYSTEMS, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1996 AND 1995
(UNAUDITED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements included herein for AMISYS Managed Care Systems,
Inc. (the "Company") have been prepared by the Company, without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission. In
management's opinion, the interim financial data presented includes all
adjustments (which include only normal recurring adjustments) necessary for a
fair presentation. Certain information and footnote disclosures normally
included in the financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules and regulations. However, the Company believes that the disclosures are
adequate to understand the information presented. The results of operations for
the three and six month periods ended June 30, 1996 are not necessarily
indicative of the operating results expected for the entire year. The financial
statements included herein should be read in conjunction with the Company's
December 31, 1995 financial statements and notes thereto included in the
Company's Amended Annual Report on Form 10-K/A.
Accounting Standards Issued
The Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 123 "Accounting for Stock Based Compensation" ("SFAS
123"). SFAS 123 allows companies which grant stock options a choice to either
continue the current accounting treatment under Accounting Principles Bulletin
Opinion No. 25, "Accounting for Stock Issued to Employees" ("APB 25"), or adopt
a new set of fair value accounting rules for recognizing compensation expense
related to stock awards. Companies continuing under APB 25 must measure option
values and disclose the pro forma effects that the new fair value accounting
would have on earnings if recorded. The Company has determined that it will
continue the current accounting treatment under APB 25 and will provide pro
forma disclosures of the effect the new fair value accounting would have on
earnings if SFAS 123 had been adopted.
6
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
OVERVIEW
The Company develops, sells and supports an integrated information system
solution, which includes the Company's proprietary software, third-party
hardware and software and implementation services (the "AMISYS System"), to
health care payors and providers who offer managed care products and services.
The Company's revenues are generated primarily from the sale of integrated,
enterprise-wide systems. The components of these revenues consist of a license
fee for the perpetual use of the software, sales of third-party hardware and
software and labor charges to install and configure each system to meet the
client's needs. The price of each system will vary based upon many factors
including the number of covered lives, the level of third-party products
required and the level of installation and configuration work provided by the
Company's staff. As of June 30, 1996, the Company had licenses with 75 AMISYS
System clients supporting 82 sites nationwide. During the six months ended June
30, 1996 the Company added 10 new clients, while retaining its existing AMISYS
System clients.
Revenues are recognized for system sales on a percentage of completion
basis measured primarily by the ratio of (i) labor hours incurred to install
each specific contract to (ii) total estimated labor hours. When the total
estimated cost of a contract is expected to exceed the contract price, the total
estimated loss is charged to expense in the period when the information becomes
known. Because the Company generally bills for installation and implementation
on an hourly basis, these labor revenues are recognized as billed. AMISYS
Systems are installed over a period of time ranging generally from six months to
a year with an average period of approximately nine months. Because revenues do
not begin to be recognized until a client signs a contract and because the
length of the installation process depends on factors outside the control of the
Company, the Company is unable to predict accurately the amount of revenues it
expects to recognize from system sales in any particular period.
The Company also recognizes revenues from support and maintenance fees,
custom modifications and the sale of third-party products. Support and
maintenance fees are billed monthly and recognized as revenues when billed.
Third-party products not related to system installations are billed and
recognized as revenues upon shipment to the client. Revenues from custom
modifications are generally recognized when billed.
7
<PAGE>
RESULTS OF OPERATIONS
The following table sets forth the results of operations presented in the
Statement of Operations as a percentage of total revenues for each period
indicated.
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
------------------ -----------------
JUNE 30, JUNE 30,
-------- ---------
<S> <C> <C> <C> <C>
1996 1995 1996 1995
----- ----- ----- -----
Revenues
Systems sales 85.9% 86.4% 85.7% 84.4%
Support and maintenance 14.1 13.6 14.3 15.6
----- ----- ----- -----
Total revenues 100.0 100.0 100.0 100.0
Cost of revenues 53.2 58.3 53.4 58.8
----- ----- ----- -----
Gross profit 46.8 41.7 46.6 41.2
Operating expenses
Sales and marketing 9.6 9.3 9.1 9.8
Research and development 15.3 17.9 16.4 18.3
General and administration 10.4 10.9 11.0 12.4
----- ----- ----- -----
Total operating expenses 35.3 38.1 36.5 40.5
----- ----- ----- -----
Operating income 11.5 3.6 10.1 0.7
Other income (expenses) 2.6 (1.8) 3.0 (1.9)
----- ----- ----- -----
Income (loss) before income tax
provision 14.1 1.8 13.1 (1.2)
Income tax provision 4.9 0.0 4.6 0.0
----- ----- ----- -----
Net income (loss) 9.2% 1.8% 8.5% (1.2%)
===== ===== ===== =====
</TABLE>
Revenues. Revenues increased 48% to $11.6 million from $7.8 million and
51% to $21.1 million from $14.8 million for the three and six month periods
ended June 30, 1996, respectively, compared to the corresponding periods in
1995. System sales revenue increased 47% to $9.9 million and 53% to $18.2
million for the three and six month periods ended July 30, 1996, respectively,
compared to the corresponding periods in 1995. This growth was due to the
increased number of systems currently being installed, higher revenues per
system sale, and sales to existing customers.
For the three and six month periods ended June 30, 1996 revenues
attributable to support and maintenance increased 54% to $1.6 million and 38% to
$3.0 million, respectively, compared to the corresponding periods in 1995.
Increases in support and maintenance revenues over the corresponding periods in
the prior year, due to an expanding client base, were offset in part by
declining revenues from custom modifications.
Cost of Revenues. Cost of revenues increased 35% to $6.2 million from
$4.6 million and 37% to $11.3 million from $8.3 million for the three and six
month periods ended June 30, 1996,
8
<PAGE>
respectively, compared to the corresponding periods in 1995. The number of
people engaged in the implementation, configuration and support of the AMISYS
System increased from 59 at June 30, 1995 to 68 as of June 30, 1996. The
increased growth rate is due to an increased client base. Cost of sales as a
percent of revenues declined to 53% for the three-month period ended June 30,
1996 versus 58% for the corresponding period in 1995 and to 53% for the six-
month period ended June 30, 1996 versus 59% for the corresponding period in
1995.
Operating Expenses
Sales and Marketing. For the three months ended June 30, 1996 sales and
marketing expenses increased 53% to $1.1 million from $700,000 in the
corresponding period in 1995, and 40% to $1.9 million from $1.4 million for the
six months ended June 30, 1996 compared to the corresponding period in 1995.
This increase reflects an increase in sales and marketing personnel to 27 at
June 30, 1996 from 20 as of June 30, 1995. This increase in personnel was due
to an increase in the volume of requests for proposals and other sales efforts.
The Company has a long sales cycle for its products which involves detailed
demonstrations, contract negotiations and considerable client contact. Sales
and marketing expenses remained consistent as a percentage of revenues for all
periods presented.
Research and Development. Research and development expenses increased 26%
to $1.8 million from $1.4 million and 35% to $3.5 million from $2.6 million for
the three and six month periods ended June 30, 1996, respectively, compared to
the corresponding periods in 1995. Expenses increased as a result of an increase
in personnel to 87 as of June 30, 1996 from 67 as of June 30, 1995. This
increase reflects the Company's efforts to migrate the current AMISYS System to
a client/server environment. Research and development expenses as a percentage
of revenues declined to 15% during the three months ended June 30, 1996 compared
to 18% during the corresponding period in 1995 and to 16% for the six months
ended June 30, 1996 from 18% for the corresponding period in 1995.
General and Administrative. General and administrative expenses increased
41% to $1.2 million from $900,000 and 34% to $3.5 million from $2.6 million for
the three and six months ended June 30, 1996, respectively, compared to the
corresponding period of 1995. This increase is primarily attributable to an
increase in personnel to 29 people at June 30, 1996 from 19 at June 30, 1995
primarily to expand the Company's training efforts. General and administrative
expenses as a percentage of revenues remained consistent at 10% during the three
months ended June 30, 1996 compared to the corresponding period in 1995 and
decreased to 11% from 12% for the six months ended June 30, 1996 compared to the
corresponding period in 1995.
Income Taxes. For the three months and six months ended June 30, 1996,
income tax expense was $600,000 and $972,000, respectively. During the
corresponding periods of 1995, there was no income tax expense due to the
recording of differences between book and taxable income arising out of the
allocation of the purchase price for tax purposes among the assets of the
Company as of the May 27, 1994 purchase date. Income tax expense for three
months and six months ended June 30, 1996 was 35% of pre-tax income. The
effective tax rate was lower than the statutory rates due
9
<PAGE>
to the timing of deductions allowed for income tax purposes as opposed to the
periods in which they are recognized as expense in the Company's financial
statements.
LIQUIDITY AND CAPITAL RESOURCES
Cash flow from operating activities for the six months ended June 30, 1996 was
approximately $2.2 million compared to cash used in operating activities of
approximately $600,000 for the six months ended June 30, 1995. The increase is
primarily due to higher net income for the six-month period in 1996. The
Company believes that current levels of cash flows from operations provide the
Company with sufficient liquidity to meet its operating needs. The Company's
non-operating cash flows are attributable to an increase in short-term
investments from the proceeds generated in an offering of common stock completed
on May 29, 1996, the reinvestment of investment income and capital expenditures.
At June 30, 1996 the Company had $22.6 million in other short-term investments
invested in money market funds.
At June 30, 1996, the Company had $7.2 million in accounts receivable, net of
allowance for doubtful accounts, and $1.5 million in deferred revenues,
substantially all of which is expected to be earned over the next twelve-month
period. The accounts receivable balance does not directly correspond to
revenues recognized as the Company recognizes revenues primarily using the
percentage of completion basis as the work is performed. Amounts billed to
customers may be deferred and recognized in a future period as the work is
performed and ordinarily revenues are recognized in periods subsequent to the
payment of the invoice.
10
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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.
The Company's Annual Meeting of Stockholders was held on May 30, 1996, at which
time the following actions were taken:
1. Kevin R. Brown, Donald B. Hebb, Jr. and Thomas O. Pyle were reelected to the
Company's Board of Directors to hold office until the 1999 Annual Meeting of
Stockholders. The votes were 7,063,393 in favor of each Director and 53,150
against each Director.
The terms of the following Directors continued after the Annual Meeting of
Stockholders: Peter J. Barris, Howard E. Cox, Jr., Gary Greenfield and Arthur
J. Marks.
2. The Directors' Stock Option Plan, providing for an award of stock options to
non-employee directors, was approved by the following vote: 6,206,594 for,
880,789 against and 2,160 abstained.
Item 5. Other Information.
On April 24, 1996 the Company filed a Registration Statement on Form S-1 (SEC
File No. 333-3978) with the Securities and Exchange Commission relating to a
proposed offering of common stock. Amendment No. 1 to the Company's
Registration Statement was filed with the Securities and Exchange Commission on
April 26, 1996. The offering was completed on May 29, 1996. The Company sold
75,500 shares and current shareholders sold 1,484,500 shares at a price to the
public of $24.50 per share. The underwriters had an option to purchase an
additional 232,500 shares to cover over-allotments, if any, from certain of the
selling shareholders. The underwriters did not exercise their option to
purchase any additional shares. The offering was made through underwriters led
by Alex. Brown & Sons, Hambrecht & Quist LLC and Smith Barney Inc.
The proceeds to the Company from the sale of the 75,500 shares of common stock
offered, net of underwriting discounts, were $1,744,050. The Company will use
the proceeds for general corporate purposes, including payment of the offering
expenses estimated at $650,000.
11
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Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: The following are annexed as Exhibits:
Exhibit Number Description
11.1 Computation of Earnings (Loss) Per Share
(b) Reports on Form 8-K: No reports on Form 8-K were filed during the quarter
for which this report is filed.
12
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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. The undersigned signs this report
pursuant to his responsibilities as Principal Financial Officer and a duly
authorized officer of the Registrant.
AMISYS MANAGED CARE SYSTEMS, INC.
Date: August 9, 1996 By: /s/ Robert J. Sullivan
-------------------------------------------
Robert J. Sullivan
Vice President, Chief Financial
Officer, and Secretary and Treasurer
(Principal Financial Officer and
Principal Accounting Officer)
13
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INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION PAGE
- -------------- ----------- ----
11.01 Computation of Earnings (Loss) Per Share 15
14
<PAGE>
EXHIBIT 11.01
AMISYS MANAGED CARE SYSTEMS, INC.
COMPUTATION OF EARNINGS (LOSS) PER SHARE
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
1996 1995 1996 1995
---------- ---------- ---------- -----------
<S> <C> <C> <C> <C>
Net income (loss) $ 1,070 $ 141 $ 1,807 $ (165)
========== ========== ========== ==========
Weighted average Class A common shares outstanding -- 4,800,000 -- 4,800,000
Weighted average common shares outstanding 7,565,000 450,000 7,565,000 450,000
Common shares issued within one year of
initial public offering -- 75,000 -- 75,000
Options issued during the first quarter of 1996 3,200 -- -- --
Weighted average options exercised during the period 27,965 16,608 --
Weighted average shares issued during secondary offering 22,401 -- 11,201 --
Stock options issued within one year of initial public offering -- -- -- --
(using the treasury stock method and the initial
public offering price of $14.50 per share) -- 574,950 -- 574,950
Stock options issued (using treasury
stock method and the average price of 571,274 -- 565,766 --
$22.42 and $21.39 per share for the ---------- ---------- ---------- ----------
periods presented, respectively)
Weighted average number of common 8,189,840 5,899,950 8,158,575 5,899,950
shares outstanding ========== ========== ========== ==========
Net income (loss) per common share and $0.13 $0.02 $0.22 $(0.03)
common share equivalent ========== ========== ========== ==========
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FORM 10-Q (FILE NO. 0-22614) WHICH INCLUDES BALANCE SHEETS AND STATEMENTS OF
OPERATIONS FOR THE PERIODS PRESENTED AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> DEC-30-1996 DEC-30-1996
<PERIOD-START> APR-01-1996 JAN-01-1996
<PERIOD-END> JUN-30-1996 JUN-30-1996
<CASH> 0 5,943
<SECURITIES> 0 22,653
<RECEIVABLES> 0 7,609
<ALLOWANCES> 0 454
<INVENTORY> 0 0
<CURRENT-ASSETS> 0 36,406
<PP&E> 0 2,010
<DEPRECIATION> 0 849
<TOTAL-ASSETS> 0 37,756
<CURRENT-LIABILITIES> 0 7,480
<BONDS> 0 0
0 0
0 0
<COMMON> 0 8
<OTHER-SE> 0 30,268
<TOTAL-LIABILITY-AND-EQUITY> 0 37,756
<SALES> 11,573 21,201
<TOTAL-REVENUES> 11,573 21,201
<CGS> 6,152 11,320
<TOTAL-COSTS> 10,241 19,055
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 8 14
<INCOME-PRETAX> 1,635 2,779
<INCOME-TAX> 565 972
<INCOME-CONTINUING> 1,070 1,807
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 1,070 1,807
<EPS-PRIMARY> .13 .22
<EPS-DILUTED> 0 0
</TABLE>