<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 1998
-----------------------------------------
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 33-6967
HALTER MARINE GROUP, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 75-2656828
- ------------------------------------------------- -------------------
(State or Other Jurisdiction of Incorporation (I.R.S. Employer
or Organization) Identification No.)
13085 Industrial Seaway Road, Gulfport, Mississippi 39503
- --------------------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (228)896-0029
-------------------------
- --------------------------------------------------------------------------------
Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report
Indicate by check mark whether the registrant:(1) has filed all reports
required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or 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
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date. 28,858,178 as of July 31, 1998
-------------------------------
<PAGE>
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
HALTER MARINE GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
JUNE 30, MARCH 31,
1998 1998
----------- ----------
(UNAUDITED)
<S> <C> <C>
Assets
------
Current Assets:
Cash and cash equivalents $ 37,852 $ 51,146
Contract receivables 110,609 115,389
Costs and estimated earnings
in excess of billings on
uncompleted contracts 92,014 81,229
Inventories 27,896 19,692
Other current assets 6,108 5,124
-------- --------
Total current assets 274,479 272,580
Property, plant, and equipment, net 152,684 125,962
Excess of cost over net assets
acquired 88,033 92,101
Other assets 8,762 8,958
-------- --------
$523,958 $499,601
======== ========
Liabilities and Stockholders' Equity
------------------------------------
Current Liabilities:
Accounts payable and accrued
liabilities $ 54,040 $ 51,433
Billings in excess of costs and
estimated earnings on
uncompleted contracts 85,473 68,172
Notes payable and current
portion of long-term debt 1,296 1,918
-------- --------
Total current liabilities 140,809 121,523
Long-term debt, less current portion 218,115 218,215
Deferred income taxes 6,106 7,025
Other noncurrent liabilities 1,676 1,735
-------- --------
Total liabilities 366,706 348,498
Stockholders' Equity:
Common stock 288 288
Additional paid-in capital 119,417 119,396
Retained earnings 37,547 31,419
-------- --------
Total stockholders' equity 157,252 151,103
-------- --------
$523,958 $499,601
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE>
HALTER MARINE GROUP, INC.
CONSOLIDATED INCOME STATEMENTS
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED JUNE 30,
---------------------------
1998 1997
---------- ----------
<S> <C> <C>
Contract revenue earned $209,775 $149,069
Cost of revenue earned 184,036 130,504
-------- --------
Gross profit 25,739 18,565
Selling, general, and
administrative expenses 13,960 7,884
Amortization of excess of
cost over net assets acquired 1,371 338
-------- --------
Operating income 10,408 10,343
Other expenses:
Interest expense, net 1,688 1,436
Other, net (34) 138
-------- --------
1,654 1,574
-------- --------
Income before income taxes 8,754 8,769
Income taxes 2,626 3,358
-------- --------
Net income $ 6,128 $ 5,411
======== ========
Net income per share $0.21 $0.20
======== ========
Net income per share, diluted $0.21 $0.19
======== ========
Weighted average shares outstanding:
Basic 28,823 27,055
Diluted 29,527 28,479
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
HALTER MARINE GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED JUNE 30,
---------------------------
1998 1997
--------- ---------
<S> <C> <C>
Net cash provided by operating activities $ 18,272 $ 11,318
Investing activities:
Capital expenditures (30,866) (11,879)
Business acquisitions, net of cash acquired - (18,762)
-------- --------
Net cash required by investing
activities (30,866) (30,641)
Financing activities:
Net proceeds from sale and
Issuance of stock 22 -
Issuance of short-term debt - 1,392
Issuance of long-term debt - 33,000
Principal payments on debt (722) (19,126)
-------- --------
Net cash provided (required)
By financing activities (700) 15,266
-------- --------
Net decrease in cash and cash equivalents (13,294) (4,057)
Cash and cash equivalents at beginning of year 51,146 7,079
-------- --------
Cash and cash equivalents at end of period $ 37,852 $ 3,022
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
HALTER MARINE GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
JUNE 30, 1998
NOTE 1---BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three month period ended June 30, 1998
are not necessarily indicative of the results that may be expected for the
fiscal year ended March 31, 1999. The balance sheet at March 31, 1998 has been
derived from the audited financial statements at that date but does not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. For further information, refer to
the audited consolidated financial statements and footnotes thereto included in
the Halter Marine Group, Inc. and Subsidiaries' Annual Report on Form 10-K for
the year ended March 31, 1998.
NOTE 2--BUSINESS ACQUISITIONS
During August 1997, the Company acquired the assets of Bludworth Bond
Shipyard, Inc., Houston, Texas. During the third quarter of fiscal 1998, the
Company completed the acquisitions of four additional companies, including
AmClyde Engineered Products, Inc. and formed the Engineered Products Group. The
aggregate purchase price for these five companies was $75 million, of which
approximately $45 million was paid in cash and the balance in 835,484 shares of
the Company's common stock. A substantial portion of the total purchase price
was allocated to cost in excess of net assets acquired.
The following unaudited pro forma financial information presents the
combined results of operations for the three months ended June 30, 1997,
assuming consummation of the purchase of these companies as of April 1, 1997
and, after giving effect to the shares issued and certain adjustments, including
amortization of excess of cost over net assets acquired and increased interest
expense on debt related to the acquisitions, and related income tax expense.
This pro forma information does not necessarily
5
<PAGE>
reflect the results of operations that would have occurred had the Company,
along with these companies, constituted a single entity during these periods.
<TABLE>
<CAPTION>
(in thousands, except per
share data)
<S> <C>
Contract revenue earned $177,352
========
Net income $ 5,986
========
Net income per share $ .21
========
Net income per share, diluted $ .20
========
Pro forma weighted average number of
shares outstanding:
Basic 27,890
Diluted 29,314
</TABLE>
NOTE 3--SEGMENT INFORMATION
The Company classifies its business into three segments: Vessels, which
includes the new construction and repair of a wide variety of vessels for the
government, energy and commercial markets; Rigs, which includes the
construction, conversion and repair of mobile offshore drilling rigs; and
Engineered Products, which includes the design, manufacture and marketing of
cranes, derricks, winches, hoists, windlasses, jacks, linear winches, fairleads,
capstans, tuggers, locking devices, turret bearings, control systems, and other
related products used in the marine, offhsore and construction industries. The
Company evaluates the performance of its segments based upon income before
interest and income taxes as these expenses are not allocated to the segments.
Selected information as to the operations and other financial information
of the Company by segment is set forth below.
Three Months Ended June 30, 1998:
<TABLE>
<CAPTION>
Engineered
Vessels Rigs Products Total
-------- ------- ---------- --------
(in thousands)
<S> <C> <C> <C> <C>
Operations:
Contract revenue earned $127,750 $49,755 $32,270 $209,775
Cost of revenue earned 118,914 38,164 26,958 184,036
-------- ------- ------- --------
Gross profit 8,836 11,591 5,312 25,739
Selling, general and
administrative expenses 8,824 2,658 2,478 13,960
Amortization of excess of cost over
net assets acquired 201 618 552 1,371
Other, net (14) - (20) (34)
-------- ------- ------- --------
Income before interest and income
taxes $ (175) $ 8,315 $ 2,302 $ 10,442
======== ======= ======= ========
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
Engineered
Vessels Rigs Products Total
-------- -------- ---------- --------
(in thousands)
<S> <C> <C> <C> <C>
Other financial information:
Depreciation expense:
Included in cost of revenue earned $ 3,056 $ 577 $ 182 $ 3,815
Included in selling, general and
administrative expenses 239 46 17 302
-------- -------- -------- --------
$ 3,295 $ 623 $ 199 $ 4,117
======== ======== ======== ========
</TABLE>
Three Months Ended June 30, 1997:
<TABLE>
<CAPTION>
Vessels Rigs Total
------- ---- -----
(in thousands)
<S> <C> <C> <C>
Operations:
Contract revenue earned $127,137 $21,932 $149,069
Cost of revenue earned 116,176 14,328 130,504
-------- ------- --------
Gross profit 10,961 7,604 18,565
Selling, general and
administrative expenses 6,106 1,778 7,884
Amortization of excess of cost over net
assets acquired - 338 338
Other, net (2) 140 138
-------- ------- --------
Income before interest and income
taxes $ 4,857 $ 5,348 $ 10,205
======== ======= ========
Other financial information:
Depreciation expense:
Included in cost of revenue
earned $ 1,909 $ 383 $ 2,292
Included in selling, general and
administrative expenses 54 29 83
======== ======= ========
$ 1,963 $ 412 $ 2,375
======== ======= ========
</TABLE>
As described in Note 2, the Company formed the Engineered Products Group
during the third quarter of fiscal 1998. Accordingly, there were no revenues
related to this segment during the three months ended June 30, 1997.
7
<PAGE>
Total assets and capital expenditures of the Company by segment are set
forth below.
<TABLE>
<CAPTION>
Engineered
Vessels Rigs Products Adjustments Total
---------- --------- -------- ----------- -------
(in thousands)
<S> <C> <C> <C> <C> <C>
Total assets:
As of June 30, 1998 $275,453 $116,185 $86,262 $46,566 $523,958
======== ======== ======= ======= ========
As of March 31, 1998 $263,820 $102,029 $85,247 $48,505 $499,601
======== ======== ======= ======= ========
Capital expenditures
For three months ended:
June 30, 1998 $ 10,276 $ 18,719 $ 1,871 $ - $ 30,866
======== ======== ======= ======= ========
June 30, 1997 $ 9,729 $ 2,150 $ - $ - $ 11,879
======== ======== ======= ======= ========
</TABLE>
For consolidation purposes, certain cash and cash equivalent balances are
allocated to corporate and are included along with other accounting eliminations
and adjustments in the Adjustments column.
NOTE 4--RECONCILIATION OF NET INCOME PER SHARE
The following table sets forth the computation of basic and diluted net
income per share:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30,
(IN THOUSANDS,
EXCEPT PER SHARE DATA)
----------------------------
1998 1997
-------- --------
<S> <C> <C>
Numerator:
Net Income $ 6,128 $ 5,411
======= =======
Numerator for net income per
Share, diluted $ 6,128 $ 5,411
======= =======
Denominator:
Denominator for net income per
Share-weighted average shares
Outstanding 28,823 27,055
Effect of dilutive securities:
Stock options 704 1,424
------- -------
Denominator for net income per
Share, diluted 29,527 28,479
======= =======
Net income per share $ .21 $ .20
======= =======
Net incone per share, diluted $ .21 $ .19
======= =======
</TABLE>
8
<PAGE>
NOTE 5--CHANGE IN EFFECTIVE INCOME TAX RATE
The effective tax rate for the first quarter of fiscal 1999 was 30% compared to
38% for the same quarter last year. During the second quarter of fiscal 1998,
the Company lowered its estimated annual effective tax rate to approximately 30%
reflecting the anticipated year-to-date benefit of a credit for increasing
research activities. The current quarter continues to reflect the anticipated
benefits of this credit.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
All statements (other than statements of historical fact) contained in this
document concerning the Company's financial position and liquidity; results of
operations; prospects for commercial or government contracts; ability to take
advantage of new vessel construction and conversion opportunities; labor supply
and costs; selling, general and administrative costs; and other matters, are
forward-looking statements. Forward-looking statements in this document
generally are accompanied by words such as "anticipate," believe," "estimate,"
or "expect" or similar words or phrases. Although the Company believes that the
expectations reflected in such forward-looking statements are reasonable, no
assurance can be given that such expectations will prove correct. Certain of
the factors that could cause the Company's results to differ materially from the
results discussed in such forward-looking statements are discussed below. All
forward-looking statements in this document are expressly qualified in their
entirety by the cautionary statements in this paragraph.
Financial Condition
Increases in balance sheet accounts at June 30, 1998 as compared to March
31, 1998 were primarily the result of the acquisition of a shipyard facility in
Orange, Texas and other purchases of fixed assets.
Results of Operations
The following tables set forth certain statement of income information as a
percentage of the Company's revenue for the periods indicated:
<TABLE>
<CAPTION>
Three Months Ended June 30,
--------------------------------------
1998 1997
----------------- -----------------
Amount Percent Amount Percent
-------- ------- ------- --------
<S> <C> <C> <C> <C>
Contract revenue earned
by business segment:
Vessels $127.8 60.9% $127.2 85.3%
Rigs 49.7 23.7 21.9 14.7
Engineered Products 32.3 15.4 - -
------ ----- ------ -----
$209.8 100.0% $149.1 100.0%
====== ===== ====== =====
</TABLE>
10
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended June 30,
--------------------------------------
1998 1997
----------------- -----------------
Amount Percent Amount Percent
-------- ------- ------- --------
<S> <C> <C> <C> <C>
Contract revenue earned
by customer type:
Government: (1)
Vessels $ 38.2 18.2% $ 58.2 39.0%
Energy: (2)
Vessels 57.5 27.4 49.2 33.0
Rigs 49.7 23.7 21.9 14.7
------ ----- ------ -----
107.2 51.1 71.1 47.7
Commercial: (3)
Vessels 12.3 5.9 11.3 7.6
Other: (4)
Vessels 19.6 9.4 8.5 5.7
Engineered Products 32.3 15.4 - -
------ ----- ------ -----
51.9 24.8 8.5 5.7
------ ----- ------ -----
$209.8 100.0% $149.1 100.0%
====== ===== ====== =====
</TABLE>
__________
(1) Consists of revenue from the Company's government customers, including the
U.S. Navy, state and local governments, and foreign governments.
(2) Consists of revenue from the construction or conversion of vessels and the
construction, conversion, and repair of mobile offshore drilling rigs.
Vessels include offshore support vessels, offshore double-hull barges and
tank barges.
(3) Consists of revenue from the Company's commercial customers and includes
vessels such as tugboats, hopper barges, inland tow boats and other vessels.
(4) Consists of revenue from customers for the construction of yachts, vessel
repairs and assorted marine products and the design and manufacture of
engineered products.
THREE MONTHS ENDED JUNE 30, 1998 VS.
THREE MONTHS ENDED JUNE 30, 1997
Contract revenue increased 40.7% to $209.8 million for the quarter ended
June 30, 1998 compared with $149.1 million for the quarter ended June 30, 1997.
Of the $60.7 million increase, $32.3 million was attributable to revenue
generated by the Engineered Products Group which was acquired during the third
quarter of fiscal 1998. Additionally, $27.8 million of the increase was
generated by the Rigs segment as a result of the addition of a contract for the
new construction of a jack-up
11
<PAGE>
drilling rig and increased contracts for repair and conversion of drilling rigs.
Revenue generated from the energy customer group increased primarily as a
result of higher revenues generated by the Rigs segment as previously discussed
as well as growth in construction of offshore support vessels within the Vessels
segment. Revenue growth within the other customer group of the Vessels segment
resulted from increased vessel repair and yacht activity. The decline in
government revenue within the Vessels segment occurred as fiscal 1998 included
revenue from several contracts that were reaching final stages of completion
during fiscal 1999.
The gross profit margin decreased slightly to 12.3% for the first quarter
of fiscal 1999 compared to 12.5% for the first quarter of fiscal 1998.
Excluding the Engineered Products Group, the gross margin was 11.5% for the
current quarter. During the first quarter of fiscal 1998, a larger percentage
of total revenue was derived from the government customer group which generated
higher profit margins thus contributing to a higher overall gross margin for
that quarter.
Selling, general and administrative expenses increased $6.1 million to
$14.0 million in the first quarter of fiscal 1999, or 6.7% of revenue compared
to $7.9 million or 5.3% of revenue for the same quarter last year. The increase
is primarily a result of the overall growth of the Company during the past year.
The recently acquired Engineered Products Group added approximately $2.5 million
in expenses. The remaining increase was primarily attributable to a $1.2
million increase in salary expense and a $1.1 million increase in consulting
expenses related to a business process improvement project undertaken in the
Vessels segment during the latter part of fiscal 1998. The Company expects to
spend an additional $3.0 million on this project during the remainder of fiscal
1999 and will consider additional amounts as necessary.
Interest expense, net of interest income, increased $0.3 million to $1.7
million for the first quarter of fiscal 1999 compared to $1.4 million for the
first quarter of fiscal 1998 primarily as a result of the issuance of $185.0
million of 4 1/2% convertible subordinated notes in September 1997 and $30
million of taxable revenue bonds in January 1998.
The effective tax rate for the first quarter of fiscal 1999 was 30%
compared to 38% for the same period last year as the Company lowered its
effective tax rate to reflect the anticipated benefit of credits for increasing
research activities.
The Company's construction backlog of $987.8 million at June 30, 1998
increased 20.9% compared to $817.1 million at March 31, 1998 and 73.4% compared
to $569.7 million at June 30, 1997.
12
<PAGE>
Backlog consisted of the following as of June 30, 1998:
<TABLE>
<CAPTION>
Engin.
Vessels Rigs Products Total
------- ------- -------- --------
<S> <C> <C> <C> <C>
Backlog by customer type:
Energy $275.9 $424.9 $ - $700.8
Government 145.5 - - 145.5
Commercial 47.6 - - 47.6
Other 27.8 - 66.1 93.9
------ ------ ----- ------
$496.8 $424.9 $66.1 $987.8
====== ====== ===== ======
</TABLE>
Liquidity and Sources of Capital
The Company's needs for capital for the three month period ending June
30,1998 resulted primarily from the acquisition of a shipyard facility in
Orange, Texas, the acquisition of fixed assets and increased working capital
requirements as a result of the Company's growth. These needs were funded with
cash flows from operations and available cash. The Company believes that the
cash flow from operations, the remaining funds available under the existing
credit facility, excess cash generated from the Company's debt offering and
issuance of taxable revenue bonds will be sufficient to fund its requirements
for working capital, capital expenditures, acquisitions and other capital needs
for at least the next twelve months.
Year 2000 Technological Issues
The Company is currently working to assess the potential impact of the year
2000 on the processing of time-sensitive information by its computerized
information systems and equipment. Year 2000 issues may arise if computer
programs have been written using two digits (rather than four) to define the
applicable year. In such case, programs that have time-sensitive logic may
recognize a date using "00" as the year 1900 rather than the year 2000, which
could result in miscalculations or system failures. Management is in the
process of completing a review of significant software used in the Company's
operations, and, to the extent practicable, in the operations of its key
business relationships such as vendors, suppliers, and financial institutions,
in order to determine if any year 2000 risks exist that may be material to the
Company as a whole. The Company does not anticipate significant exposure related
to its vendors, suppliers, or financial institutions. The Company expects to
have substantially completed its assessment of its year 2000 exposure by the end
of fiscal 1999.
13
<PAGE>
The Company has already begun implementing certain measures to alter,
validate or replace time-sensitive software prior to any anticipated material
impact on its computerized information systems and equipment. Costs of
addressing potential problems have not been material to date and, based on
preliminary information, are not currently expected to have a material adverse
impact on the Company's financial position, results of operations or cash flows
in future periods.
The Company is in the process of developing a contingency plan in the
unlikely event that material year 2000 situations arise. The Company expects to
have completed this plan by September 1999.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not Applicable.
PART II
OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
At the registrant's Annual Meeting of Stockholders held on July 28, 1998,
Messrs. Kenneth W. Lewis and Rick S. Rees were elected as directors of the
Registrant to hold office until the Annual Meeting of Stockholders in the year
2001.
14
<PAGE>
At that meeting, the stockholders also voted to approve an amendment to the
Halter Marine Group, Inc. Restated Certificate of Incorporation providing for an
increase in the number of shares of common stock authorized for issuance by the
Company from 50,000,000 to 150,000,000.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
27.1 Financial Data Schedule.
(b) Reports on Form 8-K. The Registrant was not required to file any
reports on Form 8-K during the quarter ended June 30, 1998.
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.
Date: August 14, 1998 HALTER MARINE GROUP, INC.
By: /s/ KEITH L.VOIGTS
----------------------------------
Keith L. Voigts
Senior Vice President-Finance
As a Duly Authorized Officer
and Chief Accounting Officer
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAIN SUMMARY FINANCIAL INFORMATION EXTRACTED FROM HALTER MARINE
GROUP,INC. AND SUBSIDIARIES CONSOLIDATED FIANCIAL STATEMENTS - JUNE 30, 1998 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 38
<SECURITIES> 0
<RECEIVABLES> 111
<ALLOWANCES> 0
<INVENTORY> 120
<CURRENT-ASSETS> 274
<PP&E> 222
<DEPRECIATION> 69
<TOTAL-ASSETS> 524
<CURRENT-LIABILITIES> 140
<BONDS> 218
0
0
<COMMON> 0
<OTHER-SE> 157
<TOTAL-LIABILITY-AND-EQUITY> 472
<SALES> 210
<TOTAL-REVENUES> 210
<CGS> 184
<TOTAL-COSTS> 15
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2
<INCOME-PRETAX> 9
<INCOME-TAX> 3
<INCOME-CONTINUING> 6
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6
<EPS-PRIMARY> .21
<EPS-DILUTED> .21
</TABLE>
