<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
[ ] 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 1(9627)
ZENITH NATIONAL INSURANCE CORP.
[Exact name of registrant as specified in its charter]
DELAWARE 95(2702776)
[State or other jurisdiction of [I.R.S. Employer
incorporation or organization] identification No.]
21255 Califa Street, Woodland Hills, California 91367(5021)
[Address of principal executive offices] [Zip Code]
[818] 713(1000)
[Registrant's telephone number, including area code]
Not Applicable
[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 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
---- ----
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. At April 30, 1997,
17,685,000 shares of common stock were outstanding, net of 6,843,000 shares
of treasury stock.
Page 1
<PAGE>
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (UNAUDITED)
<TABLE>
<CAPTION>
Dollars and Shares in Thousands
ASSETS MAR. 31, 1997 DEC. 31, 1996
<S> <C> <C>
Investments
Fixed maturities:
At amortized cost (fair value $50,891 & $53,113) $ 52,015 $ 53,353
At fair value (cost $606,559 & $608,756) 592,604 605,630
Floating rate preferred stocks, at fair value (cost $14,614) 14,150 14,071
Convertible and non redeemable preferred stocks, at fair value
(cost $1,000 & $750) 1,040 784
Common stocks, at fair value (cost $16,050 & $18,030) 20,933 22,771
Short-term investments (at cost, which approximates fair value) 113,997 106,712
Other investments 49,151 49,478
----------- -----------
TOTAL INVESTMENTS 843,890 852,799
Cash 11,826 12,125
Accrued investment income 12,322 10,973
Premiums receivable 80,902 80,545
Receivable from reinsurers, state trust funds and prepaid reinsurance premiums 103,299 104,748
Deposits receivable 14,776 14,776
Federal income taxes 30,329 29,939
Deferred policy acquisition costs 20,772 20,752
Properties and equipment, less accumulated depreciation 48,892 49,179
Other assets 65,390 66,888
----------- -----------
TOTAL ASSETS $ 1,232,398 $ 1,242,724
----------- -----------
----------- -----------
LIABILITIES
Policy liabilities and accruals
Unpaid losses and loss expenses $ 621,826 $ 620,078
Unearned premiums 128,818 127,209
Policyholders' dividends accrued 5,249 7,670
Other policyholder funds 8,250 9,109
Reserves on loss portfolio transfers 7,970 8,359
Payable to banks and other notes payable 13,592 14,508
Senior notes payable, less unamortized issue costs of $617 & $647 74,383 74,353
Other liabilities 37,414 43,935
----------- -----------
TOTAL LIABILITIES 897,502 905,221
----------- -----------
STOCKHOLDERS' EQUITY
Preferred stock, $1 par - shares authorized 1,000; issued and outstanding,
none in 1997 and 1996
Common stock, $1 par - shares authorized 50,000; issued 24,525,
outstanding 17,682, 1997; issued 24,447, outstanding 17,604, 1996 24,525 24,447
Additional paid-in capital 260,490 258,875
Retained earnings 178,366 175,684
Net unrealized (depreciation) appreciation on investments, net of deferred
tax (benefit) expense of ($3,475) & $284 (6,454) 528
----------- -----------
456,927 459,534
Less treasury stock at cost (6,843 shares ) (122,031) (122,031)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 334,896 337,503
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,232,398 $ 1,242,724
----------- -----------
----------- -----------
</TABLE>
The accompanying notes are an integral part of this statement.
Page 2
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS
ENDED MARCH 31,
1997 1996
(Dollars in Thousands,
except per share data)
<S> <C> <C>
CONSOLIDATED REVENUES:
Premiums earned $ 122,363 $ 112,237
Net investment income 12,448 12,054
Realized gains on investments 1,876 4,272
Real estate sales 9,963 5,985
--------- ---------
Total revenues 146,650 134,548
EXPENSES:
Losses and loss expenses incurred 87,767 73,415
Policy acquisition costs 23,114 22,364
Other underwriting and operating expenses 15,176 12,126
Policyholders' dividends and participation (968) 559
Real estate construction and operating costs 9,704 5,750
Interest expense 1,136 1,420
--------- ---------
Total expenses 135,929 115,634
--------- ---------
Income before federal income tax 10,721 18,914
Federal income tax expense 3,621 6,514
--------- ---------
NET INCOME $ 7,100 $ 12,400
--------- ---------
--------- ---------
EARNINGS PER SHARE:
Net Income per common share $ 0.40 $ 0.70
--------- ---------
--------- ---------
</TABLE>
The accompanying notes are an integral part of this statement.
Page 3
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS
Dollars in thousands ENDED MARCH 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Premiums collected $ 129,052 $ 110,594
Investment income received 10,872 13,243
Proceeds from sales of real estate 9,963 5,985
Losses & loss expenses paid (85,454) (83,767)
Underwriting & other operating expenses paid (40,988) (33,351)
Real estate construction costs paid (9,686) (7,869)
Reinsurance premiums paid (6,203) (5,764)
Dividends paid to policyholders (1,067) (1,086)
Interest paid (259) (38)
Income taxes paid (2,100)
---------- ----------
Net cash flows from operating activities, excluding cash from trading portfolio 6,230 (4,153)
Net cash from trading portfolio investments 750
---------- ----------
Net cash flows from operating activities, including cash from trading portfolio 6,230 (3,403)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of investments:
Debt securities Held-to-Maturity (5,342)
Debt and equity securities Available-for-Sale (37,646) (143,980)
Other investments (206) (1,139)
Proceeds from maturities and exchanges of investments:
Debt securities Held-to-Maturity 1,302 3,408
Debt and equity securities Available-for-Sale 10,458 5,404
Other investments 336
Proceeds from sales of investments:
Debt and equity securities Available-for-Sale 32,136 257,621
Other investments 496
Capital and other expenditures (1,195) (1,261)
Net change in short-term investments (6,774) (109,070)
Other (1,063) (188)
---------- ----------
Net cash flows from investing activities (2,652) 5,949
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash advanced from bank construction loans 7,376 7,827
Cash repaid on bank construction loans (8,346) (7,505)
Cash dividends paid to common stockholders (4,405) (4,438)
Proceeds from exercise of stock options 1,498 370
Purchase of treasury shares (4,204)
---------- ----------
Net cash flows from financing activities (3,877) (7,950)
---------- ----------
Net increase (decrease) in cash (299) (5,404)
Cash at beginning of period 12,125 6,919
---------- ----------
Cash at March 31, $ 11,826 $ 1,515
---------- ----------
---------- ----------
(continued)
</TABLE>
Page 4
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(continued)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS
ENDED MARCH 31,
1997 1996
Dollars in Thousands
<S> <C> <C>
RECONCILIATION OF NET INCOME TO NET CASH FLOWS
FROM OPERATING ACTIVITIES:
Net Income $ 7,100 $ 12,400
Adjustments to reconcile net income to net cash flows
from operating activities:
Depreciation and amortization 1,237 1,865
Realized gains on investments (1,876) (4,272)
Net cash from trading portfolio 750
Decrease (increase) in:
Accrued investment income (1,349) 818
Premiums receivable (357) (9,197)
Receivable from reinsurers 1,449 202
Deferred policy acquisition costs (20) (248)
Federal income taxes 3,692 4,411
Increase (decrease) in:
Unpaid losses and loss expenses 1,748 (10,618)
Unearned premiums 1,609 3,181
Policyholders' dividends accrued (2,421) (1,304)
Other policyholder funds (859) (1,526)
Other (3,723) 135
---------- ----------
Net cash flows from operating activities $ 6,230 $ (3,403)
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of this statement.
Page 5
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
<TABLE>
<CAPTION>
Note 1. Computation of Earnings per Share: FOR THE THREE MONTHS
ENDED MARCH 31,
1997 1996
<S> <C> <C>
(A) Net income $ 7,100,000 $ 12,400,000
------------ -------------
------------ -------------
(B) Number of shares used in calculating
primary earnings per share:
Weighted average outstanding shares
during the period 17,654,000 17,705,000
Additional common shares issuable under
employee stock options using the
treasury stock method (1) 268,000 83,000
------------ -------------
17,922,000 17,788,000
------------ -------------
------------ -------------
Net income per share (A)/(B) $ 0.40 $ 0.70
------------ -------------
------------ -------------
(C) Number of fully diluted shares:
Weighted average outstanding shares
during the period 17,654,000 17,705,000
Additional common shares issuable under
employee stock options using the
treasury stock method (2) 268,000 106,000
------------ -------------
17,922,000 17,811,000
------------ -------------
------------ -------------
Net income per share (A)/(C) $ 0.40 $ 0.70
------------ -------------
------------ -------------
</TABLE>
(1) Based on the average market price during the period.
(2) Based on the higher of the average market price or price at the end of each
period.
Note 2. New Accounting Standard
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128, "Earnings per Share" ("SFAS
No. 128"). The accounting standard is effective for periods ending after
December 15, 1997, including interim periods. SFAS No. 128 requires dual
presentation of newly defined basic and diluted earnings per share on the face
of the income statement for all entities with complex capital structures. Based
on its current capital structure, Zenith National Insurance Corp. ("Zenith")
will present basic earnings per share based on its weighted-average shares
outstanding for the period, without considering options outstanding. Diluted
earnings per share will be the equivalent of primary earnings per share under
current guidance. The following table shows the pro-forma effect of adoption
of SFAS No. 128 for Zenith.
FOR THE THREE MONTHS
ENDED MARCH 31,
1997 1996
Basic earnings per share $ 0.40 $ 0.70
Diluted earnings per share 0.40 0.70
Page 6
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
PART I FINANCIAL INFORMATION
In the opinion of management, all adjustments necessary for a fair
presentation of the results of operations for the periods presented
(consisting only of normal recurring adjustments) have been included. The
results of operations for an interim period are not necessarily indicative of
the results for an entire year.
On February 27, 1997, the Board of Directors declared a regular quarterly
cash dividend of $.25 per share on the outstanding shares, payable May 15,
1997 to stockholders of record at the close of business on April 30, 1997.
ITEM 2:
MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Zenith's principal source of consolidated earnings is the income, including
investment income, from operations of its property and casualty insurance
businesses. The comparative results of operations are set forth in the table
below, followed by a discussion of significant changes.
- -------------------------------------------------------------------------------
Three months ended March 31,
Dollars in thousands 1997 1996
- -------------------------------------------------------------------------------
Investment income, after tax $8,265 $8,016
Realized gains on investments, after tax 1,219 2,777
- -------------------------------------------------------------------------------
Sub-total 9,484 10,793
- -------------------------------------------------------------------------------
Property-casualty underwriting, after tax:
Income (loss) excluding catastrophes (423) 2,776
Catastrophe losses (910)
- -------------------------------------------------------------------------------
Property-casualty underwriting income (loss) (1,333) 2,776
- -------------------------------------------------------------------------------
Income from real estate operations, after tax 157 163
Interest expense, after tax (738) (923)
Parent expenses, after tax (470) (409)
- -------------------------------------------------------------------------------
Net income $7,100 $12,400
- -------------------------------------------------------------------------------
Page 7
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
PART I FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
PROPERTY AND CASUALTY OPERATIONS:
Premiums earned, underwriting results and combined ratios before tax for the
three months ended March 31, 1997 and 1996 were as follows:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
Three Months Ended March 31, Increase
Dollars in Thousands 1997 1996 (Decrease)
- ------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Premiums Earned
Workers' Compensation
California $33,945 $37,721 (10%)
Outside California 26,800 13,805 94%
-------- --------
Total Workers' Compensation 60,745 51,526 18%
Other Property & Casualty 52,724 50,169 5%
Reinsurance 8,894 10,542 (16%)
-------- --------
Total $122,363 $112,237 9%
-------- --------
-------- --------
Underwriting Income (Loss) Before Taxes
Workers' Compensation ($5,981) ($1,310)
Other Property & Casualty 972 2,209
Reinsurance 3,005 3,503
-------- --------
Total ($2,004) $4,402
-------- --------
-------- --------
Combined Loss and Loss Expense Ratios
Workers' Compensation
Losses 63.1% 46.4%
Loss Expenses 15.3% 22.6%
Underwriting Expenses 33.0% 32.4%
Dividends to Policyholders (1.6%) 1.1%
-------- --------
Combined Ratio 109.8% 102.5%
Other Property & Casualty
Losses and Loss Expenses 67.4% 65.4%
Underwriting Expenses 30.8% 30.2%
-------- --------
Combined Ratio 98.2% 95.6%
Reinsurance
Losses and Loss Expenses 51.6% 47.9%
Underwritng Expenses 14.6% 18.9%
-------- --------
Combined Ratio 66.2% 66.8%
Total Property & Casualty
Losses and Loss Expenses 71.7% 65.4%
Underwriting Expenses 30.7% 30.2%
Dividends to Policyholders (0.8%) 0.5%
-------- --------
Combined Ratio 101.6% 96.1%
- ------------------------------------------------------------------------------------------------------
</TABLE>
Page 8
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
PART I FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Underwriting results deteriorated in the first quarter of 1997 compared to
the corresponding period in 1996 principally because of the continued decline
in workers' compensation profitability and catastrophe losses in the Other
Property and Casualty operation.
As a result of the acquisition of Associated General Commerce Self-Insurers'
Trust Fund ("AGC-SIF") on December 31, 1996, Zenith commenced writing
business in Florida in the first quarter of 1997, which increased the
workers' compensation premium generated outside of California. Workers'
compensation premium earned in California continued to decline, reflecting
the amount of business at rates Zenith considers adequate and that meets its
underwriting criteria. Results in the Workers' Compensation operation
declined from the prior year due primarily to an increase in the 1997
accident year loss ratio and adverse development of prior year losses in the
first quarter of 1997 compared to the prior year, partially offset by a
decrease in the ratio of loss and underwriting expenses.
Competition in the workers' compensation business continues to be intense and
profitability is dependent upon the ability to maintain adequate rates,
manage claims costs and keep operating expenses in line with premium volume.
Zenith is unable to predict when its California Workers' Compensation
operation will return to the underwriting profitability consistent with
Zenith's historical experience.
The results of Other Property and Casualty operations declined in the first
quarter of 1997, due to losses from severe weather damage in California,
which amounted to $1.4 million, before tax.
Reinsurance premiums earned declined in the first quarter of 1997 compared to
the same period in 1996 due primarily to selected non-renewal of certain
reinsurance treaties and softening of property catastrophe rates.
Page 9
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
PART I FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
INVESTMENTS:
Fluctuations in interest rates continue to impact stockholders' equity due to
changes in the market value of fixed maturity securities classified as
Available-for-Sale. At March 31, 1997, the unrealized loss on such fixed
maturities was $13.8 million, before deferred taxes, compared to an
unrealized loss of $3.0 million, before deferred taxes, at December 31, 1996.
This change resulted in a decrease in stockholders' equity of $7.0 million,
after deferred taxes, between December 31, 1996 and March 31, 1997.
Stockholders' equity will continue to be affected by volatility in the fixed
maturity securities markets.
Investment income increased in the quarter ended March 31, 1997 compared to
the same period in 1996 principally due to the increase in invested assets
for Zenith Insurance Company associated with its merger with AGC-SIF.
The yields on invested assets, which vary with the general level of interest
rates, were as follows:
- -------------------------------------------------------------------------------
Investment Yields Three Months Ended March 31,
1997 1996
- -------------------------------------------------------------------------------
Pre-tax 5.7% 5.8%
Post-tax 3.8% 3.9%
- -------------------------------------------------------------------------------
Bonds with investment grade ratings represented 97% of the consolidated
carrying values of investments in bonds at both March 31, 1997 and
December 31, 1996. At March 31, 1997, the average maturity of the investment
portfolio was 5.0 years, compared to 5.1 years at December 31, 1996.
Page 10
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
PART I FINANCIAL INFORMATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The change in the carrying value of Zenith's consolidated investment
portfolio during the three months ended March 31, 1997 was as follows:
<TABLE>
<CAPTION>
Dollars in thousands
- -------------------------------------------------------------------------------------------------------
<S> <C> <C>
Carrying Value at December 31, 1996 $852,799
Purchases at cost 37,852
Maturities and exchanges of investments (12,096)
Proceeds from sales of fixed maturity investments:
Available-for-sale (32,136)
Realized gains from maturities and exchanges of investments:
Available-for-sale 20
Realized gains from sales of investments:
Available-for-sale 1,343
Trading portfolio 139
Other investments 374
-----
Total realized gains on investments 1,876
Unrealized losses on investments (10,741)
Increase in short-term investments 7,286
Net accretion of bonds and preferred stocks and other changes (950)
- -------------------------------------------------------------------------------------------------------
Carrying Value at March 31, 1997 $843,890
- -------------------------------------------------------------------------------------------------------
</TABLE>
LIQUIDITY:
Zenith is principally dependent upon its portfolio of marketable securities
and the investment yields thereon; dividends from its insurance subsidiaries,
whose operations are supported by their own cash flows; and available lines
of credit ($50,000,000 at March 31, 1997) to pay its expenses, service debt
and pay any cash dividends which may be declared to its stockholders.
The increase in net cash flows from operations in the first quarter of 1997
compared to the same period last year is due primarily to increased premiums
collected in the Workers' Compensation operations, resulting from the
acquisition of AGC-SIF on December 31, 1996.
Page 11
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
PART II OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
[a] Exhibits
[3.1] Certificate of Incorporation of Zenith as in effect immediately prior
to November 22, 1985. (Incorporated herein by reference to Exhibit 3
to Zenith's Amendment on Form 8, date of amendment October 10,
1985, to Zenith's Current Report on Form 8-K, date of report July 26,
1985). Certificate of Amendment to Certificate of Incorporation
of Zenith, effective November 22, 1985. (Incorporated herein by
reference to Zenith's Current Report on Form 8-K, date of report
November 22, 1985.)
[3.2] By-Laws of Zenith, as currently in effect. (Incorporated herein by
reference to Exhibit 3.2 to Zenith's Annual Report on Form 10-K for
the year ended December 31, 1988.)
[11] Statement re: computation of per share earnings Part I, Item 1, Note 1
of the consolidated financial statements is incorporated herein by
reference
[27] Financial Data Schedule
[b] Reports on Form 8-K
None.
Page 12
<PAGE>
ZENITH NATIONAL INSURANCE CORP. AND SUBSIDIARIES
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.
ZENITH NATIONAL INSURANCE CORP.
Registrant
Date: May 15, 1997 Stanley R. Zax
----------------------------------------
Stanley R. Zax, Chairman of the Board
& President (Principal Executive Officer)
Date: May 15, 1997 Fredricka Taubitz
----------------------------------------
Fredricka Taubitz, Executive Vice President
& Chief Financial Officer (Principal
Accounting Officer)
Page 13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 7
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<DEBT-HELD-FOR-SALE> 706,601
<DEBT-CARRYING-VALUE> 52,015
<DEBT-MARKET-VALUE> 50,891
<EQUITIES> 36,123
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 843,890
<CASH> 11,826
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 20,772
<TOTAL-ASSETS> 1,232,398
<POLICY-LOSSES> 621,826
<UNEARNED-PREMIUMS> 128,818
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 8,250
<NOTES-PAYABLE> 87,975
0
0
<COMMON> 24,525
<OTHER-SE> 310,371
<TOTAL-LIABILITY-AND-EQUITY> 334,896
122,363
<INVESTMENT-INCOME> 12,448
<INVESTMENT-GAINS> 1,876
<OTHER-INCOME> 9,963
<BENEFITS> 87,767
<UNDERWRITING-AMORTIZATION> 23,114
<UNDERWRITING-OTHER> 15,176
<INCOME-PRETAX> 10,721
<INCOME-TAX> 3,621
<INCOME-CONTINUING> 7,100
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,100
<EPS-PRIMARY> .40
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
