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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, 1999
----------
PEAPACK-GLADSTONE FINANCIAL CORPORATION
------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW JERSEY 22-3537895
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
158 ROUTE 206 NORTH, GLADSTONE, NEW JERSEY 07934
- ------------------------------------------ -------------------
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER (908) 234-0700
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 [_].
Number of shares of Common stock outstanding as of March 31, 1999:
2,440,381
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<PAGE>
PEAPACK-GLADSTONE FINANCIAL CORPORATION
PART I. FINANCIAL INFORMATION
Certain information and footnote disclosures normally included in the
consolidated financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to the rules and
regulations of the Securities and Exchange Commission. It is suggested that
these condensed consolidated financial statements be read in conjunction with
the consolidated financial statements and notes thereto included in the December
31, 1998 Annual Report on Form 10-K for Peapack-Gladstone Financial Corporation
(the "Corporation").
The Corporation considers that all adjustments (all of which are normal
recurring accruals) necessary for a fair statement of the financial position and
results of operations for these periods have been made; however, results for
such interim periods are subject to year-end adjustments. Results for such
interim periods are not necessarily indicative of results for a full year.
2
<PAGE>
PEAPACK-GLADSTONE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CONDITION
(Dollars in thousands)
(Unaudited)
June 30, December 31,
1999 1998
--------- ------------
ASSETS
Cash and due from banks $ 12,162 $ 13,079
Federal funds sold 27,799 29,600
--------- ---------
Total cash and cash equivalents 39,961 42,679
Investment Securities: (approximate market value
$41,442 in 1999 and $44,327 in 1998) 41,518 43,581
Securities Available for Sale: (amortized cost
$100,491 in 1999 and $90,781 in 1998) 98,922 92,255
Loans:
Loans secured by real estate 197,926 190,530
Other loans 21,842 23,326
--------- ---------
Total loans 219,768 213,856
Less: Allowance for loan losses 2,407 2,224
--------- ---------
Net loans 217,361 211,632
Premises and equipment 9,150 9,170
Accrued interest receivable 3,127 2,963
Other assets 1,344 516
--------- ---------
TOTAL ASSETS $ 411,383 $ 402,796
========= =========
LIABILITIES
Deposits:
Noninterest-bearing demand deposits $ 90,223 $ 85,881
Interest-bearing deposits:
Checking 79,910 79,778
Savings 71,347 70,962
Money market accounts 29,074 26,363
Certificates of deposit over $100,000 26,082 27,608
Certificates of deposit less than $100,000 73,754 72,241
--------- ---------
Total deposits 370,390 362,833
Accrued expenses and other liabilities 2,303 2,008
--------- ---------
TOTAL LIABILITIES 372,693 364,841
STOCKHOLDERS' EQUITY
Common stock (no par value; stated value $1 2/3
per share; authorized 10,000,000
shares; issued 2,451,444 shares.) 4,086 4,085
Surplus 12,427 12,483
Treasury Stock at cost, 11,063 shares in 1999
and 13,562 shares in 1998 (641) (791)
Retained Earnings 23,827 21,252
Accumulated other comprehensive income-
net unrealized (losses) gains on securities
available for sale (net of income taxes) (1,009) 926
--------- ---------
TOTAL STOCKHOLDERS' EQUITY 38,690 37,955
--------- ---------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 411,383 $ 402,796
========= =========
See accompanying notes to consolidated financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
PEAPACK-GLADSTONE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except share data)
(Unaudited)
Six months ended Three months ended
June 30, June 30,
----------------------- ----------------------------
1999 1998 1999 1998
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
INTEREST INCOME
Interest and fees on loans $ 8,318 $ 7,344 $ 4,195 $ 3,786
Interest on investment securities:
Taxable 882 1,366 440 671
Tax-exempt 280 216 146 104
Interest on securities available for sale:
Taxable 2,929 2,769 1,500 1,339
Interest on federal funds sold 563 382 244 180
---------- ---------- ---------- ----------
Total interest income 12,972 12,077 6,525 6,080
INTEREST EXPENSE
Interest on savings account deposits 1,508 1,613 767 801
Interest on certificates of deposit over $100,000 725 577 347 310
Interest on other time deposits 1,819 1,852 887 933
---------- ---------- ---------- ----------
Total interest expense 4,052 4,042 2,001 2,044
---------- ---------- ---------- ----------
NET INTEREST INCOME BEFORE
PROVISION FOR LOAN LOSSES 8,920 8,035 4,524 4,036
Provision for loan losses 198 182 99 91
---------- ---------- ---------- ----------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 8,722 7,853 4,425 3,945
---------- ---------- ---------- ----------
OTHER INCOME
Service charges and fees for other services 2,317 2,153 1,086 902
Securities gains 0 113 0 46
Other income 54 54 27 26
---------- ---------- ---------- ----------
Total other income 2,371 2,320 1,113 974
OTHER EXPENSES
Salaries and employee benefits 3,343 3,204 1,672 1,572
Premises and equipment 1,228 1,113 639 579
Other expense 1,478 1,470 790 775
---------- ---------- ---------- ----------
Total other expenses 6,049 5,787 3,101 2,926
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAX EXPENSE 5,044 4,386 2,437 1,993
Income tax expense 1,782 1,600 828 697
---------- ---------- ---------- ----------
NET INCOME $ 3,262 $ 2,786 $ 1,609 $ 1,296
========== ========== ========== ==========
EARNINGS PER SHARE (Reflects a 5% stock
dividend in 1998.)
Basic 1.34 1.14 0.66 0.53
Diluted 1.30 1.11 0.65 0.51
Average basic shares outstanding 2,439,910 2,444,803 2,439,910 2,444,634
Average diluted shares outstanding 2,518,109 2,522,711 2,518,109 2,499,496
</TABLE>
See accompanying notes to consolidated financial statements
4
<PAGE>
PEAPACK-GLADSTONE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Dollars in thousands)
(Unaudited)
Six Months Ended
June 30,
-------------------------
1999 1998
-------- --------
Balance, Beginning of Period $ 37,955 $ 33,639
Comprehensive income:
Net Income 3,262 2,786
Change in net unrealized gains on securities
available for sale (1,935) 0
-------- --------
Total Comprehensive income 1,327 2,786
Common Stock Options Exercised (6) (18)
Treasury Stock Transactions, net 0 151
Cash Dividends Declared (586) (511)
-------- --------
Balance, June 30, $ 38,690 $ 36,047
======== ========
See accompanying notes to consolidated financial statements.
5
<PAGE>
PEAPACK-GLADSTONE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
Six Months Ended
June 30,
----------------------
1999 1998
-------- --------
OPERATING ACTIVITIES:
Net Income: $ 3,262 $ 2,786
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 446 384
Amortization of premium and accretion of
discount on securities, net 122 29
Provision for loan losses 198 182
Provision for deferred taxes (25) (21)
Gains on securities 0 (113)
Increase in interest receivable (164) (106)
Increase in other assets 307 433
Increase in other liabilities 295 496
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 4,441 4,070
-------- --------
INVESTING ACTIVITIES:
Proceeds from maturities of investment securities 6,536 5,750
Proceeds from maturities of securities available
for sale 4,000 10,000
Proceeds from calls of investment securities 4,600 5,000
Proceeds from sales and calls of securities available
for sale 7,000 21,822
Purchase of investment securities (9,107) (9,619)
Purchase of securities available for sale (20,789) (19,934)
Net (increase) decrease in short term investments (10) (4,281)
Net increase in loans (5,927) (23,521)
Net decrease in other real estate 135
Purchase of premises and equipment (426) (570)
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (14,123) (15,218)
-------- --------
FINANCING ACTIVITIES:
Net increase in deposits 7,557 11,269
Dividends paid (586) (511)
Exercise of stock options (7) 199
Purchase of treasury stock 0 (66)
-------- --------
NET CASH USED IN FINANCING ACTIVITIES 6,964 10,891
-------- --------
Net (decrease) in cash and cash equivalents (2,718) (257)
-------- --------
Cash and cash equivalents at beginning of period 42,679 33,240
-------- --------
Cash and cash equivalents at end of period $ 39,961 $ 32,983
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Interest on deposits $ 3,983 $ 4,066
Income taxes 2,022 1,600
Noncash investing activities:
Transfer of loans to Other Real Estate 41 0
See accompanying notes to consolidated financial statements.
6
<PAGE>
PEAPACK-GLADSTONE FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. PRINCIPLES OF CONSOLIDATION
The consolidated financial statements of Peapack-Gladstone Financial Corporation
are prepared on the accrual basis and include the accounts of the Corporation
and its wholly-owned subsidiary, the Peapack-Gladstone Bank. All significant
intercompany balances and transactions have been eliminated from the
accompanying consolidated financial statements.
2. ALLOWANCE FOR LOAN LOSSES
The allowance for loan losses is maintained at a level that management considers
adequate to reflect the risk of future losses inherent in the Corporation's loan
portfolio. In its evaluation of the adequacy of the allowance for loan losses,
management considers past loan loss experience, changes in the composition of
non-performing loans, the condition of borrowers facing financial pressure, the
relationship of the current level of the allowance to the credit portfolio and
to non-performing loans and existing economic conditions. The process of
determining the adequacy of the allowance is necessarily judgmental and subject
to changes in external conditions. The allowance is increased by provisions
charged to expense and reduced by net charge-offs.
3. EARNINGS PER COMMON SHARE - BASIC AND DILUTED
Basic earnings per share is computed by dividing income available to common
stockholders by the weighted average number of common shares outstanding.
Diluted earnings per share includes any additional common shares as if all
potentially dilutive common shares were issued (i.e., stock options).
4. COMPREHENSIVE INCOME
The Corporation's total comprehensive income for the six months ended June 30,
1999 and 1998 was $1,327,000 and $2,786,000 and for the three months ended June
30, 1999 and 1998 was $428,000 and $1,408,000. The difference between the
Corporation's net income and total comprehensive income for the three months
ended and six months ended June 30, 1999 and 1998 relates to the change in the
net unrealized gains (losses) on securities available for sale during the
applicable period of time.
7
<PAGE>
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS: Net income for the six month period ended June 30, 1999
was $3,262,000, as compared to net income of $2,786,000 in 1998. On a diluted
per share basis, the Corporation earned $1.30 and $1.11 during the first six
months of 1999 and 1998, respectively. Higher net interest income and higher
other income, offset in part by increased other expenses and higher income taxes
were the primary factors contributing to the increase in net income.
Net income for the quarter ended June 30, 1999 was $1,609,000, representing a
$313,000 increase from the second quarter net income in 1998. Higher net
interest income and higher other income contributed to the increase in net
income.
NET INTEREST INCOME: Net interest income after provision for loan losses for the
first six months of 1999 increased 11% to $8,722,000 from $7,853,000 in 1998.
The increase in net interest income was primarily due to increased loan volume,
which was funded by increased low cost core deposits.
Average loans for the six month period were $218,857,000, an increase of
$35,326,000 or 19% over the previous year. Average interest-earning assets
during the first six months of 1999 were $383,005,000, representing an increase
of $44,261,000 or 13% over the previous year. Average interest-bearing
liabilities rose to $278,959,000 for the first six months of 1999 as compared
with $256,730,000 during the same period in 1998.
The yield on interest-earning assets, including loans, securities and federal
funds sold declined during the first six months of 1999 to 6.86% from 7.12%
during the first half of 1998. This decline is attributable to the overall
decline in interest rates as the Federal Reserve Bank lowered the federal funds
rate 25 basis points on three separate occasions during the later part of 1998.
The rate paid on average interest-bearing deposits declined to 2.93% during the
first six months of 1999 from 3.17% the previous year. Interest rates declined
in each of the deposit product lines following the trend of lower interest rates
during the period. A significant contribution to the increase in net interest
income was made by the strong growth in average non-interest bearing demand
deposits, which increased $16,180,000 or 24% during the period.
During the second quarter of 1999, net interest income was $4,425,000 as
compared to $3,945,000 in 1998. The increase in net interest income for the
quarter was primarily due to increased average loan balances, up $31,678,000 or
17% from the second quarter of 1998. This increase was offset in part by lower
rates earned on loans of 7.52% down from 7.82% earned in the second quarter of
last year. The lower interest expense for the second quarter is attributable to
lower interest rates paid on interest-bearing deposits offset in part by higher
average balances.
OTHER INCOME: Other income before gains on securities was $2,371,000 and
$2,207,000 for the first six months of 1999 and 1998, respectively. This
increase was primarily due to higher trust fees, up $215,000 from 1998.
Offsetting higher trust fees during the period were lower service charges and
fees which is attributable to free checking account promotions during the
period.
During the second quarter of 1999, other income before securities gains was
$1,113,000 as compared to $928,000 a year earlier. Trust fees accounted for this
increase, up $216,000 for the period.
The Corporation had no gains or losses on the sale of securities during the
first six months of 1999. During the first six months of 1998, gains on sale of
securities amounted to $113,000.
OTHER EXPENSES: Other expenses for the first six months of 1999 increased from
$5,787,000 in 1998 to $6,049,000 in 1999 an increase of 4.5%. Salary expense for
the first six months of 1999 increased $256,000 as compared with the same period
in 1998. Merit and promotional raises plus several additions to the professional
staff contributed to this increase. Partially offsetting the increase in salary
expense was lower benefit expense, which declined $118,000 from the prior year
period. The decline was primarily due to reduced pension contribution costs.
Premises and equipment expense increased $115,000 or 10% during the first six
months of 1999. This increase was primarily due to higher depreciation expenses
on computer equipment purchased during 1998 as the Corporation upgraded various
computer hardware and software.
During the second quarter of 1999, other expenses increased $175,000 from the
same period in 1998, representing an increase of 6%. Higher salary and employee
benefit expenses, depreciation and Trust Department expenses accounted for the
increase.
PROVISION FOR LOAN LOSSES: At June 30, 1999, the allowance for loan losses
amounted to $2,407,000 as compared with $2,054,000 a year earlier.
Non-performing loans (consisting of all non-accrual loans and loans over 90 days
past due and still accruing interest) were $547,000 and $1,080,000 at June 30,
1999 and 1998, respectively. A provision of $198,000 and $182,000 for loan
losses was recorded for the six months ended June 30, 1999 and 1998,
respectively. Net charge-offs were $15,000 during the first six months of 1999
as compared with net charge-offs of $21,000 during the same period in 1998.
A provision for loan losses of $99,000 was recorded in the second quarter of
1999, as compared to $91,000 in the second quarter of 1998. Net recoveries were
$2,000 during the second quarter of 1999 as compared to net charge-offs of
$12,000 during the second quarter of 1998.
A summary of the allowance for loan losses for the six month period ended June
30, follows:
(In thousands) 1999 1998
------ ------
Balance, January 1, $2,224 $1,893
Provision charged to expense 198 182
Loans charged off (53) (44)
Recoveries 38 23
------ ------
Balance, June 30, $2,407 $2,054
====== ======
CAPITAL RESOURCES: Maintaining a strong capital position is an important goal of
the Corporation. At June 30, 1999, total shareholders' equity (including net
unrealized (losses) gains) was $38,690,000, representing a 7% increase over the
same period in 1998. The Federal Reserve Board has adopted risk-based capital
guidelines for banks. The minimum guidelines for the ratio of total capital to
risk-weighted assets is 8%. At least half of the total capital is to be
comprised of common stock, retained earnings, minority interests in the equity
accounts of consolidated subsidiaries, non-cumulative preferred stock, less
goodwill and certain other intangibles ("Tier 1 Capital"). The remainder may
consist of other preferred stock, certain other instruments and a portion of the
loan loss allowance. At June 30, 1999, the Bank's Tier 1 Capital and Total
Capital ratios were 22.08% and 23.51%, respectively.
In addition, the Federal Reserve Board has established minimum leverage ratio
guidelines for banks. These guidelines provide for a minimum ratio of Tier 1
Capital to average total assets of 3% for banks that meet certain specified
criteria, including having the highest regulatory rating. All other banks are
generally required to maintain a leverage ratio of at least 3% plus an
additional cushion of 100 to 200 basis points. The Bank's leverage ratio at June
30, 1999 was 9.21%.
NEW ACCOUNTING PRONOUNCEMENT: In June 1998, the FASB issued SFAS No. 133,
"Accounting for Derivative Instruments and Hedging Activities." This Statement
establishes accounting and reporting standards requiring that every derivative
instrument be recorded in the balance sheet, either as an asset, or as a
liability, measured at its fair value. The Statement requires that changes in
the derivative's fair value shall be recognized in current earnings unless
specific hedge accounting criteria are met. Special accounting for qualifying
hedges allows a derivative's gains and losses to offset related results on the
hedged item in the income statement, and requires that a company must formally
document, designate and assess the effectiveness of transactions that receive
hedge accounting. In June 1999, the FASB issued SFAS 137, "Accounting for
Derivative Instruments and Hedging Activities-Deferral of the Effective Date of
FASB Statement No. 133," which changed the effective date of SFAS 133 from
fiscal quarters of fiscal years beginning after June 15, 1999 to fiscal quarters
of fiscal years beginning after June 15, 2000. A company may implement the
Statement as of the beginning of any fiscal quarter but it cannot be applied
retroactively. The Corporation does not currently have derivative or hedged
instruments and management does not anticipate the Statement to have a material
impact on its financial position or results of operations.
YEAR 2000 COMPLIANCE: During fiscal 1998, the Corporation adopted a Year 2000
Compliance Plan (the "Plan") and established a Year 2000 Compliance Committee
(the "Committee"). The objectives of the Plan and the Committee are to prepare
the Corporation for the new millennium. As recommended by the Federal Financial
Institutions
<PAGE>
Examination Council, the Plan encompasses the following phases: Awareness,
Assessment, Renovation, Validation and Implementation. These phases will enable
the Corporation to identify risks, develop an action plan, perform adequate
testing and complete certification that its processing systems will be Year 2000
ready. Execution of the five (5) phases of the plan have been completed as of
June 30, 1999, including testing and complete certification of the primary
operating software, maintained by an external provider of software, for the
Corporation. The Corporation is currently in the process of preparing and
testing contingency plans in the event of a failure of hardware or software,
including non-information technology suppliers (i.e., utility systems, telephone
systems and security systems), regarding their Year 2000 state of readiness. The
Corporation has also contacted all material loan customers concerning their
state of readiness.
Costs will be incurred due to the replacement of non-compliant hardware and
software. The Corporation does not anticipate that the related overall costs
will be material in any single year. In total, the Corporation estimates that
its cost for compliance will amount to approximately $200,000 over the two-year
period from 1998-1999, of which approximately $125,000 was incurred as of June
30, 1999. No assurance can be given that the Year 2000 Compliance Plan will be
completed successfully by the Year 2000, in which event the Corporation could
incur significant costs. If the External Provider is unable to resolve the
potential problem in time, the Corporation would likely experience significant
data processing delays, mistakes or failures. These delays, mistakes or failures
could have a significant adverse impact on the financial statements of the
Corporation.
Successful and timely completion of the Year 2000 project is based on
management's best estimates derived from various assumptions of future events,
which are inherently uncertain, including the progress and results of the
Corporation's External Provider, testing plans, and all vendors, suppliers and
customer readiness.
MARKET RISK: The Corporation continues to monitor its exposure to various market
risk sensitive instruments. These instruments and procedures employed to monitor
market risks are listed in the Corporation's 1998 Annual Report.
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
No information is reported under this item.
ITEM 2. CHANGES IN SECURITIES
No changes have been made to the rights of holders of any class of securities
during the second quarter of 1999.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
No default has occurred with respect to any of the Corporation's securities
during 1999.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Annual Meeting of shareholders held on April 28, 1999, in
Peapack-Gladstone, New Jersey, the following matters were discussed and voted
upon:
(1) The following persons were elected as directors of Peapack-Gladstone
Financial Corporation for a term of one year:
Pamela Hill, T. Leonard Hill, Frank A. Kissel, John D. Kissel, Edward A.
Merton, F. Duffield Meyercord, John R. Mulcahy, Jack D. Stine, James R.
Lamb, George R. Layton and Philip W. Smith III.
ITEM 5. OTHER INFORMATION
No information is reported under this item.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on the 12th day of August 1999.
PEAPACK-GLADSTONE FINANCIAL CORPORATION
(Registrant)
BY /s/ FRANK A. KISSEL
--------------------------------
(FRANK A. KISSEL, PRESIDENT
AND CHIEF EXECUTIVE OFFICER)
/s/ ARTHUR F. BIRMINGHAM
--------------------------------
(ARTHUR F. BIRMINGHAM, SENIOR
VICE PRESIDENT AND TREASURER)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 12-MOS
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-1998
<PERIOD-END> JUN-30-1999 DEC-31-1998
<CASH> 39,961 42,679
<SECURITIES> 140,440 135,836
<RECEIVABLES> 222,895 216,819
<ALLOWANCES> 2,407 2,224
<INVENTORY> 0 0
<CURRENT-ASSETS> 1,344 516
<PP&E> 9,150 9,170
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 411,383 402,796
<CURRENT-LIABILITIES> 372,693 364,841
<BONDS> 0 0
0 0
0 0
<COMMON> 4,086 4,085
<OTHER-SE> 34,604 33,870
<TOTAL-LIABILITY-AND-EQUITY> 411,383 402,796
<SALES> 0 0
<TOTAL-REVENUES> 15,343 29,075
<CGS> 0 0
<TOTAL-COSTS> 0 0
<OTHER-EXPENSES> 6,049 11,761
<LOSS-PROVISION> 198 465
<INTEREST-EXPENSE> 4,052 8,438
<INCOME-PRETAX> 5,044 8,411
<INCOME-TAX> 1,782 3,092
<INCOME-CONTINUING> 3,262 5,319
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 3,262 5,319
<EPS-BASIC> 1.34 2.18
<EPS-DILUTED> 1.30 2.11
</TABLE>
