<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Mark One
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 1998
-------------------------------
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________
COMMISSION FILE NUMBER: 333-12293
First Georgia Community Corp.
----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Georgia 58-2261088
- ------------------------------- --------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
150 COVINGTON STREET, JACKSON, GEORGIA 30233
----------------------------------------------------
(Address of principal executive offices)
(770) 504-1090
----------------------------------------
(Issuer's telephone number)
N/A
----------------------------------------------------
(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
13 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 X No _________
-------
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 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
November 1, 1998: 758,458; $5 par value.
Transitional Small Business Disclosure Format (Check One) Yes No X
_____ -----
1
<PAGE>
FIRST GEORGIA COMMUNITY CORP.
AND SUBSIDIARY
- --------------------------------------------------------------------------------
INDEX
-----
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet - September 30, 1998.............. 3
Consolidated Statements of Operations and Comprehensive
Loss - Three Months Ended September 30, 1998 and 1997
and Nine Months Ended September 30, 1998 and 1997........... 4
Consolidated Statement of Cash Flows - Nine
Months Ended September 30, 1998 and 1997.................... 5
Notes to Consolidated Financial Statements................... 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations........ 8
PART II. OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders... 14
Item 6 - Exhibits and Reports on Form 8-K...................... 14
Signatures..................................................... 15
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
FINANCIAL STATEMENTS
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 1998
(UNAUDITED)
<TABLE>
<CAPTION>
ASSETS
------
<S> <C>
Cash and due from banks $ 1,008,119
Federal funds sold 1,870,000
Securities available-for-sale, at fair value 4,571,990
Loans 21,592,871
Less allowance for loan losses 374,562
------------------
Loans, net 21,218,309
------------------
Premises and equipment 2,249,300
Other assets 221,236
------------------
TOTAL ASSETS $ 31,138,954
==================
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
DEPOSITS
Demand $ 4,904,279
Interest-bearing demand 10,178,976
Savings 801,361
Time 8,219,326
------------------
TOTAL DEPOSITS 24,103,942
Other liabilities 156,280
------------------
TOTAL LIABILITIES 24,260,222
------------------
COMMITMENTS AND CONTINGENT LIABILITIES
STOCKHOLDERS' EQUITY
Common stock, par value $5; 10,000,000 shares authorized;
758,458 shares issued and outstanding 3,792,290
Capital surplus 3,754,816
Accumulated deficit (691,613)
Accumulated other comprehensive income 23,239
------------------
TOTAL STOCKHOLDERS' EQUITY 6,878,732
------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 31,138,954
==================
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
3
<PAGE>
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE LOSS
THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
AND NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------------- -------------------------------
1998 1997 1998 1997
-------------- ------------ ------------- ------------
<S> <C> <C> <C> <C>
Interest income
Loans $ 502,151 $ 2,750 $ 1,076,711 $ 2750
Taxable securities 57,752 - 141573 -
Federal funds sold 66,736 79,583 172,059 179,279
------------ ------------ ------------- ------------
Total interest income 626,639 82,333 1,390,343 182,029
------------ ------------ ------------- ------------
Interest expense
Deposits 257,835 2,084 502,671 2,084
Other borrowings - - - 6,991
------------ ------------ ------------- ------------
Total interest expense 257,835 2,084 502,671 9,075
------------ ------------ ------------- ------------
Net interest income 368,804 80,249 887,672 172,954
Provision for loan losses 120,000 6,000 310,000 6,000
------------ ------------ ------------- ------------
Net interest income after
provision for loan losses 248,804 74,249 577,672 166,954
------------ ------------ ------------- ------------
Other operating income 48,407 2,735 136,590 2,735
------------ ------------ ------------- ------------
Other expenses
Salaries and employee benefits 157,447 110,522 435,480 199,641
Occupancy and equipment expenses 46,343 17,876 137,846 24,400
Other operating expenses 189,133 79,848 399,563 109,199
------------ ------------ ------------- ------------
Total other expenses 392,923 208,246 972,889 333,240
------------ ------------ ------------- ------------
Net loss before income taxes (95,712) (131,262) (258,627) (163,551)
Income tax expense - - - -
------------ ------------ ------------- ------------
Net loss (95,712) (131,262) (258,627) (163,551)
------------ ------------ ------------- ------------
Other comprehensive income:
Unrealized gains on securities
available-for-sale arising during period 22,109 - 23,698 -
------------ ------------ ------------- ------------
Comprehensive loss $ (73,603) $ (131,262) $ (234,929) $ (163,551)
============ ============ ============= ============
Basic and diluted losses
per common share $ (0.13) $ (0.17) $ (0.34) $ (0.69)
============ ============ ============= ============
Weighted average shares outstanding 758,458 758,458 758,458 236,151
============ ============ ============= ============
Cash dividends per common share $ - $ - $ - $ -
============ ============ ============= ============
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE>
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
(Unaudited)
<TABLE>
<CAPTION>
1998 1997
---------------- ---------------
OPERATING ACTIVITIES
<S> <C> <C>
Net loss $ (258,627) $ (163,551)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Depreciation and amortization 142,565 6,200
Provision for loan losses 310,000 6,000
Increase in interest receivable (156,753) (1,959)
Increase in interest payable 46,170 1,807
Other operating activities 76,188 36,549
--------------- ---------------
Net cash provided by (used in) operating activities 159,543 (114,954)
--------------- ---------------
INVESTING ACTIVITIES
Purchases of securities available-for-sale (3,518,300) -
Proceeds from sales of securities available-for-sale 500,000 -
Proceeds from maturities of securities available-for-sale 499,499 -
Net (increase) decrease in Federal funds sold 2,450,000 (5,770,000)
Net increase in loans (15,483,287) (620,863)
Purchase of premises and equipment (106,205) (1,772,969)
--------------- ---------------
Net cash used in investing activities (15,658,293) (8,163,832)
--------------- ---------------
FINANCING ACTIVITIES
Net increase in deposits 14,938,852 2,165,270
Repayment of advances from organizers - (365,800)
Net proceeds from sale of common stock - 7,104,443
--------------- ---------------
Net cash provided by financing activities 14,938,852 8,903,913
--------------- ---------------
Net increase (decrease) in cash and due from banks (559,898) 625,127
Cash and due from banks, beginning of period 1,568,017 466,097
--------------- ---------------
Cash and due from banks, end of period $ 1,008,119 $ 1,091,224
=============== ===============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during period for:
Interest $ 456,501 $ 7,268
Income taxes - $ -
NONCASH TRANSACTION
Net unrealized gains on securities available-for-sale $ (23,698) $ -
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
5
<PAGE>
FIRST COMMUNITY CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. BASIS OF PRESENTATION
The consolidated financial information included herein is unaudited;
however, such information reflects all adjustments (consisting solely
of normal recurring adjustments) which are, in the opinion of
management, necessary for a fair statement of results for the interim
period.
The results of operations for the nine month period ended September
30, 1998 are not necessarily indicative of the results to be expected
for the full year.
NOTE 2. CURRENT ACCOUNTING DEVELOPMENTS
The adoption of the provisions of SFAS No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities" that became effective on January 1, 1998 did not have a
material effect on the Company's financial statements.
The adoption of SFAS No. 128, "Earnings Per Share", that became
effective as of December 31, 1997 had no effect on the calculation of
losses per common share for the three and nine months ended September
30, 1997.
The adoption of SFAS No. 130, "Reporting Comprehensive Income", that
became effective on January 1, 1998 required the Company to report
comprehensive income in the Company's Statements of Operations and
Comprehensive Loss.
In April of 1998, the Accounting Standards Executive Committee issued
Statement of Position (SOP) 98-5, "Reporting on the Costs of Start Up
Activities". SOP 98-5 requires that costs of start-up activities and
organization costs be expensed as incurred. SOP 98-5 becomes effective
for financial statements for fiscal years beginning after December 15,
1998. However, early adoption is encouraged for fiscal years in which
financial statements have not been issued. During the third quarter of
1998, the Company wrote off $59,299 of unamortized organization costs
upon adoption of SOP 98-5.
The Financial Accounting Standards Board has issued SFAS No. 133,
"Accounting for Derivative Instruments and Hedging Activities". SFAS
No. 133 establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments imbedded in
other contracts and for hedging activities. It requires that all
derivatives be recognized as either assets or liabilities at fair
value. The accounting for changes in the fair value of derivative
instruments (gains and losses) depends on the intended use of the
derivative. Designated uses are fair value hedges, cash flow hedges,
and foreign currency hedges. The effective date of this statement is
for all fiscal quarters of fiscal years beginning after June 15, 1999.
The Company has not assessed the impact that this statement will have
on the financial statements.
6
<PAGE>
FIRST COMMUNITY CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2. CURRENT ACCOUNTING DEVELOPMENTS (CONTINUED)
There are no other recent accounting pronouncements that have had, or
are expected to have, a material effect on the Company's financial
statements.
7
<PAGE>
FIRST COMMUNITY CORP. AND SUBSIDIARY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain
significant factors which have affected the financial position and
operating results of the Company and its bank subsidiary, First
Georgia Community Bank, during the periods included in the
accompanying consolidated financial statements.
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 1998, the liquidity ratio of the Bank, as
determined under guidelines established by regulatory authorities, was
satisfactory.
At September 30, 1998, the capital ratios of the Company and the Bank
were adequate based on regulatory minimum capital requirements. The
minimum capital requirements and the actual capital ratios for the
Company and the Bank are as follows:
<TABLE>
<CAPTION>
ACTUAL
----------------------------------
FIRST FIRST
GEORGIA GEORGIA
COMMUNITY COMMUNITY REGULATORY
CORP. BANK REQUIREMENT
---------------- --------------- -------------
<S> <C> <C> <C>
Leverage capital ratios 22.26% 19.20% 4.00 %
Risk-based capital ratios:
Core capital 29.52 25.47 4.00
Total capital 31.01 26.95 8.00
</TABLE>
As the Company continues to grow, the capital ratios will decrease
rapidly to levels closer to, but still in excess of regulatory minimum
requirements.
8
<PAGE>
FINANCIAL CONDITION
Following is a summary of the Company's balance sheets for the periods
indicated:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1998 1997 INCREASE (DECREASE)
-------------------- ------------------- -----------------------------------------
(DOLLARS IN THOUSANDS) AMOUNT PERCENT
--------------------------------------------- ---------------- ------------------
<S> <C> <C> <C> <C>
Cash and due from banks $ 1,008 $ 1,568 $ (560) (35.71) %
Securities 4,572 2,030 2,542 125.22
Federal funds sold 1,870 4,320 (2,450) (56.71)
Loans, net 21,219 6,045 15,174 251.02
Premises and equipment 2,249 2,220 29 1.31
Other assets 221 151 70 46.36
-------------------- ------------------- ----------------
$ 31,139 $ 16,334 $ 14,805 90.64
==================== =================== ================
Deposits $ 24,104 $ 9,165 $ 14,939 163.00 %
Other liabilities 156 55 101 183.64
Stockholders' equity 6,879 7,114 (235) (3.30)
-------------------- ------------------- ----------------
$ 31,139 $ 16,334 $ 14,805 90.64
==================== =================== ================
</TABLE>
As indicated in the above table, the Company's total assets grew at a rate of
90.64%. This high rate of growth is not uncommon for a de novo bank. Significant
deposit growth of 163.00% was invested in loans and securities. The Company's
loan to deposit ratio has increased from 66.7% at December 31, 1997 to 89.6% at
September 30, 1998 as new loan demand was significant during the first nine
months of the year.
9
<PAGE>
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
Following is a summary of the Company's operations for the periods indicated.
<TABLE>
<CAPTION>
THREE MONTHS ENDED
SEPTEMBER 30,
1998 1997
------------------- -------------------
(DOLLARS IN THOUSANDS)
--------------------------------------------
<S> <C> <C>
Interest income $ 627 $ 82
Interest expense 258 2
Net interest income 369 80
Provision for loan losses 120 6
Other income 48 3
Other expenses 393 208
Net loss (96) (131)
</TABLE>
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
--------------------------------------------
1998 1997
------------------- -------------------
(DOLLARS IN THOUSANDS)
--------------------------------------------
<S> <C> <C>
Interest income $ 1,390 $ 182
Interest expense 503 9
Net interest income 887 173
Provision for loan losses 310 6
Other income 137 3
Other expenses 973 333
Net loss (259) (163)
</TABLE>
10
<PAGE>
As indicated in the above tables, the Company's interest income was $627,000 and
$1,390,000 for the three and nine month periods ended September 30, 1998. The
Company's net interest margin decreased to 5.57% during the first nine months of
1998 as compared to 5.66% for the previous year. The increase in net interest
income is due primarily to the increased volume of average interest-earning
assets.
The provision for loan losses was $120,000 and $310,000 for the three and nine
month periods ended September 30, 1998. These amounts are due exclusively to
the loan growth. The Company's allowance for loan losses amounted to 1.73% at
September 30, 1998 as compared to 1.18% at December 31, 1997. The allowance for
loan losses is maintained at a level that is deemed appropriate by management to
adequately cover all known and inherent risks in the loan portfolio.
Management's evaluation of the loan portfolio includes a continuing review of
loan loss experience, current economic conditions which may affect the
borrower's ability to repay and the underlying collateral value.
Information with respect to nonaccrual, past due and restructured loans at
September 30, 1998 and 1997 is as follows:
<TABLE>
<CAPTION>
JUNE 30,
---------------------------------------
1998 1997
----------------- -----------------
(DOLLARS IN THOUSANDS)
---------------------------------------
<S> <C> <C>
Nonaccrual loans $ - $ -
Loans contractually past due ninety days or more as to interest
or principal payments and still accruing - -
Restructured loans - -
Loans, now current about which there are serious doubts as to the
ability of the borrower to comply with loan repayment terms - -
Interest income that would have been recorded on nonaccrual
and restructured loans under original terms - -
Interest income that was recorded on nonaccrual and restructured loans - -
</TABLE>
It is the policy of the Bank to discontinue the accrual of interest income when,
in the opinion of management, collection of such interest becomes doubtful. This
status is accorded such interest when (1) there is a significant deterioration
in the financial condition of the borrower and full repayment of principal and
interest is not expected and (2) the principal or interest is more than ninety
days past due, unless the loan is both well-secured and in the process of
collection.
Loans classified for regulatory purposes as loss, doubtful, substandard, or
special mention that have not been included in the table above do not represent
or result from trends or uncertainties which management reasonably expects will
materially impact future operating results, liquidity or capital resources.
These classified loans do not represent material credits about which management
is aware of any information which causes management to have serious doubts as to
the ability of such borrowers to comply with the loan repayment terms.
11
<PAGE>
Information regarding certain loans and allowance for loan loss data through
September 30, 1998 is as follows:
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
---------------------------
1998
---------------------------
(DOLLARS IN THOUSANDS)
---------------------------
<S> <C>
Average amount of loans outstanding $ 13,995
===========================
Balance of allowance for loan losses at beginning of period $ 72
===========================
Loans charged off
Commercial and financial $ -
Real estate mortgage 2
Instalment 5
---------------------------
7
---------------------------
Loans recovered
Commercial and financial -
Real estate mortgage -
Instalment -
---------------------------
-
---------------------------
Net charge-offs 7
---------------------------
Additions to allowance charged to operating expense during period 310
---------------------------
Balance of allowance for loan losses at end of period $ 375
===========================
Ratio of net loans charged off during the period to
average loans outstanding .05%
===========================
</TABLE>
Other income was $48,000 and $137,000 for the three and nine month periods ended
September 30, 1998, consisting primarily of service charges on deposit accounts
and ATM fees.
Other expenses were $393,000 and $973,000 for the three and nine month periods
September 30, 1998. Salaries and employee benefits of $157,000 and $435,000
were the largest component of total other expenses.
The Company has recorded no provision for income taxes due to cumulative net
operating losses.
The Company did not commence operations until September 8, 1997. Therefore, a
comparative analysis with September 30, 1998 is not presented.
12
<PAGE>
Capability of Data Processing Software to Accommodate the Year 2000
- -------------------------------------------------------------------
Like many financial institutions, the Company relies upon computers for the
daily conduct of their business and for data processing generally. There is
concern among industry experts that commencing on January 1, 2000, computers
will be unable to "read" the new year and that there may be widespread computer
malfunctions. On August 5, 1998, the Company's data processing service center
sold certain assets and liabilities, consisting primarily of its core data
processing operations to InterCept Group, located in Norcross, Georgia. The
change in the Company's data service provider will require the Company to
undergo a conversion of its data processing system. Management has signed a
contract with InterCept and is scheduled to convert its data processing system
in February of 1999. Testing of the data processing system was necessarily
deferred until the InterCept Group contract was signed, but has been scheduled
for completion prior to December 31, 1998. Management believes that the costs
associated with the conversion and continued monitoring of year 2000 compliance
will not have a significant impact on the Company's financial statements. The
Company has engaged qualified independent consultants to monitor the Year 2000
compliance. Management also believes that the Company will be able to meet all
regulatory timetable guidelines relating to the year 2000 issue, although there
can be no assurances in this regard. The Company has developed contingency
plans for its mission-critical systems. In the event that compliance efforts
are not effective, there could be a material negative impact upon the Company's
liquidity, capital resources, and results of operations.
The Company is not aware of any known trends, events or uncertainties, other
than the effect of events as described above, that will have or that are
reasonably likely to have a material effect on its liquidity, capital resources
or operations. The Company is also not aware of any current recommendations by
the regulatory authorities which, if they were implemented, would have such an
effect.
13
<PAGE>
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
27. Financial Data Schedule.
(b) Reports on Form 8-K.
None.
14
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
FIRST GEORGIA COMMUNITY CORP.
(Registrant)
DATE: November 13, 1998 BY: /s/ John L. Coleman
--------------------- --------------------------------------
John L. Coleman. President and C.E.O.
(Principal Executive Officer)
DATE: November 13, 1998 BY: /s/ Elaine S. Kendrick
--------------------- --------------------------------------
Elaine S. Kendrick, Secretary and
Treasurer
(Principal Financial and Accounting
Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 1,008,119
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 1,870,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 4,571,990
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 21,592,871
<ALLOWANCE> 374,562
<TOTAL-ASSETS> 21,138,954
<DEPOSITS> 24,103,942
<SHORT-TERM> 0
<LIABILITIES-OTHER> 156,280
<LONG-TERM> 0
0
0
<COMMON> 3,792,290
<OTHER-SE> 3,086,442
<TOTAL-LIABILITIES-AND-EQUITY> 31,138,954
<INTEREST-LOAN> 1,076,711
<INTEREST-INVEST> 141,573
<INTEREST-OTHER> 172,059
<INTEREST-TOTAL> 1,390,343
<INTEREST-DEPOSIT> 502,671
<INTEREST-EXPENSE> 502,671
<INTEREST-INCOME-NET> 887,672
<LOAN-LOSSES> 310,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 972,889
<INCOME-PRETAX> (258,627)
<INCOME-PRE-EXTRAORDINARY> (258,627)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (258,627)
<EPS-PRIMARY> (.34)
<EPS-DILUTED> (.34)
<YIELD-ACTUAL> 5.57
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 72,000
<CHARGE-OFFS> 7,000
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 375,000
<ALLOWANCE-DOMESTIC> 375,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>