<PAGE> 1
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
------------------------
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
------------------------
<TABLE>
<S> <C>
FOR THE QUARTER ENDED COMMISSION FILE
MARCH 31, 1995 NUMBER 0-21822
</TABLE>
ADVANCE ROSS CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 36-3878407
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
233 SOUTH WACKER DRIVE, SUITE 9700, CHICAGO, IL 60606-6502
(Address of principal executive office) (Zip Code)
Registrant's telephone number including area code: (312) 382-1100
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
THE REGISTRANT HAS 3,483,152 SHARES OF COMMON STOCK OUTSTANDING AT MARCH
31, 1995.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE> 2
ADVANCE ROSS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1995 1994
(UNAUDITED) (NOTE 4)
----------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents................................................. $ 17,329 $ 13,539
Accounts receivable, less allowances:
1995 -- $1,834; 1994 -- $1,813.......................................... 18,932 22,871
Inventory................................................................. 1,033 1,117
Prepaid expenses.......................................................... 1,390 975
Other current assets...................................................... 5,139 4,398
-------- --------
Total current assets.................................................. 43,823 42,900
COST IN EXCESS OF NET ASSET VALUE OF ACQUIRED BUSINESSES -- Net of
amortization:
1995 -- $2,470; 1994 -- $2,169.......................................... 15,967 15,793
LICENSE AND TRADEMARKS -- Net of amortization:
1995 -- $296; 1994 -- $263.............................................. 336 364
-------- --------
Total intangibles..................................................... 16,303 16,157
OTHER ASSETS................................................................ 3,406 3,067
PROPERTY, PLANT AND EQUIPMENT:
Land...................................................................... 84 84
Building and improvements................................................. 351 351
Machinery and equipment................................................... 5,645 5,057
-------- --------
Total property, plant and equipment................................... 6,080 5,492
Less allowance for depreciation and amortization.......................... 3,857 3,496
-------- --------
Property, plant and equipment -- net.................................. 2,223 1,996
-------- --------
TOTAL ASSETS................................................................ $ 65,755 $ 64,120
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt......................................... $ 1,808 $ 1,677
Accounts payable.......................................................... 2,630 2,715
Accrued compensation...................................................... 2,444 4,649
Income taxes payable...................................................... 3,908 3,949
Other current liabilities................................................. 10,822 9,512
-------- --------
Total current liabilities............................................. 21,612 22,502
LONG-TERM DEBT.............................................................. 7,232 6,707
OTHER LIABILITIES........................................................... 2,098 1,380
SHAREHOLDERS' EQUITY:
Capital stock:
Preferred stock, $1 par value per share; authorized 1,000,000 shares;
issued, none
5% cumulative preferred stock, $25 par value per share; callable at
$27.50 per share plus accumulated dividends; authorized, 200,000
shares; issued 20,247 shares, including 1,277 shares and 1,273 shares
held in treasury in 1995 and 1994, respectively........................ 506 506
Common stock, $.01 par value per share; authorized, 12,000,000 shares;
issued, 3,784,254 shares, including 301,102 shares and 336,734 shares
held in treasury in 1995 and 1994, respectively........................ 38 38
Capital in excess of par value............................................ 3,675 3,547
Retained earnings......................................................... 34,748 34,310
Treasury stock, at cost................................................... (1,623) (1,654)
Foreign currency translation adjustment................................... (2,531) (3,216)
-------- --------
Total shareholders' equity............................................ 34,813 33,531
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY.................................. $65,755 $ 64,120
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
1
<PAGE> 3
ADVANCE ROSS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS
ENDED MARCH 31
--------------------
1995 1994
------- -------
(UNAUDITED)
<S> <C> <C>
NET SALES AND SERVICES................................................. $13,951 $11,568
COSTS OF PRODUCTS AND SERVICES......................................... 10,729 8,495
------- -------
Gross profit......................................................... 3,222 3,073
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES........................... 1,542 1,454
------- -------
Operating income..................................................... 1,680 1,619
AMORTIZATION OF COST IN EXCESS OF NET ASSET VALUE OF ACQUIRED
BUSINESS............................................................. (237) (233)
INTEREST INCOME........................................................ 324 180
INTEREST EXPENSE....................................................... (394) (428)
OTHER INCOME (EXPENSE) -- Net.......................................... 50 (246)
------- -------
INCOME BEFORE INCOME TAXES AND EQUITY IN PROFIT OF UNCONSOLIDATED
AFFILIATES........................................................... 1,423 892
PROVISION FOR INCOME TAXES............................................. 1,227 787
------- -------
INCOME BEFORE EQUITY IN PROFIT OF UNCONSOLIDATED AFFILIATES............ 196 105
EQUITY IN PROFIT OF UNCONSOLIDATED AFFILIATES.......................... 248 114
------- -------
NET INCOME............................................................. $ 444 $ 219
======= =======
EARNINGS PER COMMON SHARE:
Primary.............................................................. $0.10 $0.05
Fully diluted........................................................ $0.10 $0.05
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Primary.............................................................. 4,305 4,219
======= =======
Fully diluted........................................................ 4,344 4,230
======= =======
</TABLE>
See notes to condensed consolidated financial statements.
2
<PAGE> 4
ADVANCE ROSS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS
ENDED MARCH 31
---------------------
1995 1994
------- -------
(UNAUDITED)
<S> <C> <C>
OPERATING ACTIVITIES:
Net income.......................................................... $ 444 $ 219
Adjustments to reconcile net income to net cash flows from operating
activities:
Depreciation and amortization.................................... 523 475
Provision for deferred income taxes.............................. 167 --
Equity in profit of unconsolidated affiliates.................... (248) (114)
Loss on sale of equipment........................................ -- 25
Changes in operating assets and liabilities:
Decrease in accounts receivable................................ 4,118 841
Decrease in inventory.......................................... 93 144
(Increase) decrease in prepaid expenses........................ (408) 60
(Increase) decrease in other assets............................ (728) 153
Increase (decrease) in accounts payable........................ (105) 616
(Decrease) in accrued compensation............................. (2,231) (302)
(Decrease) in income taxes payable............................. (69) (5)
Increase in other liabilities.................................. 1,434 2,232
------- -------
Net cash flows from operating activities.................... 2,990 4,344
------- -------
INVESTING ACTIVITIES:
Purchase of property, plant and equipment........................... (447) (452)
Investment in unconsolidated affiliate.............................. -- (227)
------- -------
Net cash flows from investing activities.................... (447) (679)
------- -------
FINANCING ACTIVITIES:
Decrease in short-term borrowings -- net............................ -- (1,476)
Decrease in long-term debt.......................................... -- (2,659)
Purchase of treasury stock.......................................... (226) (16)
Proceeds from exercise of stock options............................. 382 604
Dividends paid...................................................... (6) (6)
------- -------
Net cash flows from financing activities.................... 150 (3,553)
------- -------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS.......... 1,097 (16)
------- -------
INCREASE IN CASH AND CASH EQUIVALENTS................................. 3,790 96
CASH AND CASH EQUIVALENTS -- Beginning of year........................ 13,539 10,142
------- -------
CASH AND CASH EQUIVALENTS -- End of period............................ $17,329 $10,238
======= =======
</TABLE>
See notes to condensed consolidated financial statements
3
<PAGE> 5
ADVANCE ROSS CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
NOTE 1.
The accompanying condensed consolidated financial statements, which are for
an interim period, do not include all disclosures provided in annual financial
statements. These financial statements should be read in conjunction with the
consolidated financial statements and the footnotes thereto contained in the
Company's Form 10-K for the year ended December 31, 1994.
NOTE 2.
The accompanying condensed consolidated financial statements are subject to
year-end adjustments. The financial statements reflect all adjustments
consisting of normal, recurring accruals which are, in the opinion of
management, necessary for a fair statement of the results for the interim
period.
NOTE 3.
The Company's pollution control equipment business records revenue under
the percentage of completion method based on the relationship of costs incurred
to total estimated costs at completion. The cumulative gross profit recognized
on contracts is adjusted for differences between actual and estimated costs at
completion.
NOTE 4.
The balance sheet at December 31, 1994, has been derived from the audited
consolidated financial statements at that date.
NOTE 5.
Certain 1994 amounts have been reclassified to conform with the 1995
presentation.
NOTE 6.
Supplementary Information -- Net Sales and Services and Operating Income of
Principal Business Segments.
<TABLE>
<CAPTION>
THREE MONTHS ENDED THREE MONTHS ENDED
MARCH 31, 1995 MARCH 31, 1994
----------------------- -----------------------
NET SALES NET SALES
AND OPERATING AND OPERATING
SERVICES INCOME SERVICES INCOME
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Tax-free activities.................. $11,978 $ 2,130 $10,408 $ 2,095
Pollution control equipment.......... 1,973 217 1,160 96
--------- --------- --------- ---------
TOTAL......................... $13,951 $ 2,347 $11,568 $ 2,191
======= ======= ======= =======
</TABLE>
NOTE 7.
The investments in Fexco Tax-free Shopping Ltd., European Data Processing
Ltd., Europe Tax-free Shopping France S.A. and Uintah Basin Limited Partnership
are accounted for under the equity method.
4
<PAGE> 6
Summary financial information for the unconsolidated affiliates accounted for
under the equity method is as follows:
<TABLE>
<CAPTION>
UNCONSOLIDATED
AFFILIATES
MARCH 31
-----------------------
1995 1994
------- -------
<S> <C> <C>
Current assets......................................... $16,014 $14,995
Noncurrent assets...................................... 3,309 3,276
Current liabilities.................................... 11,811 15,110
Noncurrent liabilities................................. 2,258 193
Stockholders' equity................................... 5,254 2,968
Revenues (Three Months)................................ 3,414 2,117
Net income (Three Months).............................. 542 328
</TABLE>
NOTE 8.
Washington State Department of Transportation v. Washington Natural Gas
Company et al. (United States District Court Eastern District of Washington).
The Company was one of three defendants in a lawsuit filed by the Washington
State Department of Transportation ("WDOT") claiming approximately $6 million
(allegedly incurred in cleaning up coal tar which WDOT encountered while
building a highway in Tacoma, Washington, in the mid-1980s) of joint and several
liability against each of the defendants for violations of the Comprehensive
Environmental Response Compensation and Liability Act 42 U.S.C. 9601. The claims
against the Company were based upon the allegations that the Company owned or
operated a coal gasification facility, directly or through corporate
subsidiaries, in the relevant location during the period from 1910 through 1924.
The lawsuit was tried in November 1992 and, in December 1992, judgment was
entered in favor of the defendants and against the plaintiff, finding no
liability on the part of the Company. WDOT appealed the judgment and in April
1995, the Court of Appeals for the Ninth Circuit unanimously affirmed the lower
court's judgment in favor of the Company. WDOT has filed a motion to have the
Court of Appeals reconsider its opinion; this motion is presently pending.
On May 10, 1994, WDOT filed a state court action against the same three
defendants who were named in the United States District Court lawsuit referenced
above, and a fourth defendant. This lawsuit is in the Superior Court of the
County of Pierce, State of Washington. It is in most respects virtually
identical to the federal lawsuit, but is based on state environmental statutes
rather than federal law. As in the previous lawsuit, the claimed damages are for
approximately $6 million incurred in cleaning up coal tar from WDOT's highway
right-of-way. On June 10, 1994, this lawsuit was stayed pending resolution of
the federal lawsuit by the United States Court of Appeals for the Ninth Circuit.
The Washington Department of Ecology ("DOE"), in December 1992, identified
the Company as a potentially liable person ("PLP") for cleanup costs at the
Tacoma Coal Gasification Site in Tacoma, Washington ("Site"). This Site includes
part of the property involved in the WDOT case described above, and is part of
the much larger Commencement Bay Superfund site, at which the United States
Environmental Protection Agency and DOE are now coordinating cleanup activities.
A number of other PLPs have been identified, and the DOE is in the process of
conducting a site investigation to implement interim source control measures and
to remediate any contaminated sediments. Since the cleanup activities for the
Site have not yet been determined, and since the Company's potential share, if
any, of the cleanup costs is not known, the Company's potential liability cannot
now be quantified. The Company has advised the DOE that it is not responsible
for any of the alleged contamination and that its liability, if any, is de
minimis, although it does plan to cooperate with the DOE at least in the site
investigation stage.
The Company and others have been informed by the Washington Natural Gas
Company ("WNG") that WNG is contemplating voluntarily cleaning up a site in
Everett, Washington which was once a coal gasification facility allegedly owned
or operated at various times by WNG, the Company (directly or through corporate
subsidiaries) and others. No formal claim has been made on the Company, but it
is expected that WNG will formally ask the Company and others to participate
financially in the clean up.
5
<PAGE> 7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
CONSOLIDATED RESULTS
Comparison of Three Months Ended March 31, 1995, with Three Months Ended
March 31, 1994. (In thousands, except per share amounts)
Net sales and services for the three months ended March 31, 1995, increased
by $2,383, or 20.6%, to $13,951 compared to $11,568 for the three months ended
March 31, 1994, due to increases in both tax-free activities and pollution
control products sales. Approximately 86% and 90% of the revenues for the
respective periods were the result of the operations of the Company's
wholly-owned subsidiary, Europe Tax-free Shopping, Ltd. ("ETS").
Gross profit for the three months ended March 31, 1995, increased by $149,
or 4.8%, to $3,222 from $3,073 for the three months ended March 31, 1994, due to
the higher level of sales offset partly by a decline in gross margin. Gross
margin for the 1995 period decreased to 23.1% from 26.6% in the comparable 1994
period. Gross margin declined primarily as the result of increased business
development activities in new tax-free markets, including Switzerland, Hungary,
Slovenia and Turkey; increased marketing activities in Italy and Spain; costs
incurred for printing additional promotion material; and expenses associated
with developing the Company's biofiltration equipment operation.
Operating income for the three months ended March 31, 1995, increased by
$61, or 3.8%, to $1,680 from $1,619 in the comparable 1994 period due to higher
sales offset partly by the lower gross margin. Operating margin decreased to
12.0% from 14.0%. Although selling, general and administrative expenses in the
1995 period increased by $88 from 1994, these expenses declined to 11.1% of
sales in 1995 compared to 12.6% for the 1994 period.
Interest expense in the first quarter of 1995 declined by $34 due primarily
to the lower level of debt outstanding. Interest income increase by $144 due to
the increased level of cash and cash equivalents.
Other income (expense) -- net increased by $296 due primarily to the
favorable impact in ETS of foreign currencies.
The Company's effective tax rate for the three months ended March 31, 1995,
decreased to 86.2% from 88.2% in the comparable 1994 period. The provision for
income taxes exceeds the Federal income tax rate of 35.0% primarily because
income taxes are currently payable in certain high tax-rate European countries,
such as Germany and Italy, which have a significant portion of the Company's
taxable income, that cannot be offset by losses incurred in other European
countries or the United States.
The $134 increase in equity in profit of unconsolidated affiliates results
primarily from increased sales and profits of the 50%-owned joint ventures in
England and France.
Consolidated net income was $444 for the three months ended March 31, 1995,
compared to $219 for the 1994 period. Both primary and fully diluted earnings
per common share were $.10 in the three months ended March 31, 1995, compared to
$.05 for each in the 1994 period. The Company's results for the first three
months of 1995 and 1994 were affected by the amortization of goodwill related to
the acquisition of ETS of $237 ($.05 per fully diluted share) and $233 ($.06 per
fully diluted share), respectively.
FINANCIAL POSITION
At March 31, 1995, the Company had cash and cash equivalents totaling
$17,329 and long-term debt, resulting from the acquisition of ETS, of $7,232
compared to $13,539 and $6,707, respectively, at December 31, 1994. Long-term
debt increased as a result of currency fluctuations relative to the dollar. The
Company's working capital at March 31, 1995, was $22,211.
Capital expenditures for 1995 and 1996 will be financed primarily by funds
from operations. If any acquisitions are completed, additional financing may be
required.
6
<PAGE> 8
ETS's business is closely tied to the "tourist season" in Europe and is,
accordingly, highly seasonal. The months of January, February, March, April and
December are the least active for ETS. From May, the start of the traditional
tourist season in Europe, ETS has historically operated at a generally
accelerating rate of profit, peaking in about August and September and then
declining in October and November. ETS borrows funds on a short-term basis to
finance working capital requirements during these peak months of tourist travel.
As of March 31, 1995, and December 31, 1994, the Company had no amounts
outstanding under any such short-term facilities.
Inflation affects the Company's revenues, costs of operation and interest
received from short-term investments. Revenues are affected as the amount of
value-added tax ("VAT") varies with sales prices and as prices on products sold
are increased to maintain gross margins.
TAX-FREE ACTIVITIES
The Company's tax-free activities include the operation of ETS's VAT refund
business and two duty-free perfume and cosmetics stores at Landvetter Airport,
outside Gothenburg, Sweden. For the three months ended March 31, 1995, ETS had
sales of $11,978, an increase of 15.1% over sales of $10,408 for the comparable
1994 period, and operating income of $2,130, an increase of 1.7% from $2,095 in
the 1994 period. Net sales of ETS increased in 1995 over the comparable period
in 1994 as a result of ETS's expanding business activity in many of the
countries it serves, especially Italy and Germany, plus continued growth in
Spain. The increase in operating income in the three-month period ended March
31, 1995, over the comparable period in 1994 is primarily the result of
increased sales offset partly by higher expenses for development activities in
new countries and increased marketing expenses as discussed above.
Fluctuations in the dollar versus the Swedish krona, German deutsche mark
and other European currencies can affect the financial results of ETS. For
example, a strong (weak) dollar versus the Swedish krona and German deutsche
mark will reduce (increase) the dollar value of reported operating results of
ETS. Counter to this impact, (i) a strong (weak) dollar will generally lead to
more (less) purchases by dollar-oriented travelers in Europe, and (ii) the debt
used to acquire ETS is denominated in Swedish kronor and German deutsche marks.
The ideal economic operating environment for ETS is a politically and
economically stable world with strong economic growth outside Western Europe and
relatively weak European currencies.
Austria, Finland and Sweden joined the European Union ("EU") effective
January 1, 1995. Norway voted against EU membership. The decision by these three
countries will adversely affect sales in 1995. ETS will be adversely affected
since EU resident travelers to these countries and travelers from these three
countries who shop in EU countries will no longer be entitled to VAT refunds.
Management estimates that such sales represented approximately 9% of ETS's sales
in the year ended December 31, 1994. It is expected, however, that the Company's
expansion efforts, both to countries served by ETS and by greater activity with
non-affected tourists will, at least in part, offset this prospective effect.
POLLUTION CONTROL PRODUCTS
For the three months ended March 31, 1995, the Company's PPC Industries
unit had sales of $1,973, an increase of 70.1% over sales of $1,160 for the 1994
period, and operating income of $217, an increase of 126.0% from $96 in the 1994
period. Net sales of PPC Industries increased in 1995 over the comparable period
in the prior year as the result of an increase in demand for precipitators,
primarily from the wood products industry. The increase in operating income in
the three-month period ended March 31, 1995, over the comparable period in 1994
is primarily the result of increased sales and gross profit from the sale of
pollution control equipment offset partly by start-up costs associated with
development of the Company's biofiltration equipment business.
At March 31, 1995, PPC's backlog was $4.1 million. Management anticipates
that almost all of the backlog will be delivered in 1995.
This segment has historically experienced fluctuations in its quarterly
results arising from the timing of the completion of contracts.
7
<PAGE> 9
PART II OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K --
(a) Exhibits --
11. Computation of per share earnings
(b) Reports on Form 8-K -- None
* * * *
Unless otherwise indicated as used in this report, the "Company" and
"Advance Ross" refer to Advance Ross Corporation, its predecessors and
subsidiaries.
* * * *
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ADVANCE ROSS CORPORATION
--------------------------------------
(Registrant)
/s/ R. M. JOSEPH
--------------------------------------
R. M. Joseph
Vice President, Chief Financial
Officer and Treasurer
Chief Financial & Accounting Officer
Authorized Agent
May 11, 1995
8
<PAGE> 1
EXHIBIT 11
ITEM 6(A)(1) -- COMPUTATION OF PER SHARE EARNINGS (IN THOUSANDS, EXCEPT PER
SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED
MARCH 31
-----------------
1995 1994
----- -----
<S> <C> <C>
PRIMARY
Average shares outstanding.............................................. 3,451 3,370
Net effect of dilutive stock options -- based on the treasury stock
method using average market price.................................... 854 849
----- -----
Total.............................................................. 4,305 4,219
===== =====
Net income.............................................................. $ 444 $ 219
Preferred stock dividends............................................... (6) (6)
----- -----
Net income applicable to common stock................................... $ 438 $ 213
===== =====
Per share amount........................................................ $0.10 $0.05
===== =====
FULLY DILUTED
Average shares outstanding.............................................. 3,451 3,370
Net effect of dilutive stock options -- based on the treasury stock
method using the period end price, if higher than average market
price................................................................ 893 860
----- -----
Total.............................................................. 4,344 4,230
===== =====
Net income.............................................................. $ 444 $ 219
Preferred stock dividends............................................... (6) (6)
----- -----
Net income applicable to common stock................................... $ 438 $ 213
===== =====
Per share amount........................................................ $0.10 $0.05
===== =====
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 17,329
<SECURITIES> 0
<RECEIVABLES> 20,766
<ALLOWANCES> 1,834
<INVENTORY> 1,033
<CURRENT-ASSETS> 43,823
<PP&E> 6,080
<DEPRECIATION> 3,857
<TOTAL-ASSETS> 65,755
<CURRENT-LIABILITIES> 21,612
<BONDS> 7,232
<COMMON> 38
0
506
<OTHER-SE> 34,269
<TOTAL-LIABILITY-AND-EQUITY> 65,755
<SALES> 1,973
<TOTAL-REVENUES> 13,951
<CGS> 1,693
<TOTAL-COSTS> 10,729
<OTHER-EXPENSES> (137)
<LOSS-PROVISION> 112
<INTEREST-EXPENSE> 394
<INCOME-PRETAX> 1,423
<INCOME-TAX> 1,227
<INCOME-CONTINUING> 444
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 444
<EPS-PRIMARY> .10
<EPS-DILUTED> .10
</TABLE>
