<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended DECEMBER 31, 1996
-----------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
-------------- ----------------
Commission File Number 0-9010
---------------------------------------------------
ROBINSON NUGENT, INC.
(Exact name of registrant as specified in its charter)
- --------------------------------------------------------------------------
INDIANA 35-0957603
- --------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 East Eighth Street, New Albany, Indiana 47151-1208
- --------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (812) 945-0211
--------------------
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
----- -----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practical date: As of
January 31, 1997, the registrant had outstanding 4,891,765 common shares
without par value.
The Index to Exhibits is located at page 13 in the sequential
numbering system. Total pages: 14.
<PAGE>
ROBINSON NUGENT, INC. AND SUBSIDIARIES
INDEX
Page No.
PART I. Financial Information:
Item 1. Financial Statements (Unaudited)
Consolidated condensed balance sheets at December 31, 1996,
December 31, 1995 and June 30, 1996 ...........3
Consolidated condensed statements of income for the three
and six months ended December 31, 1996 and December 31, 1995...5
Consolidated condensed statements of cash flows for the
six months ended December 31, 1996 and December 31,1995........6
Notes to consolidated condensed financial statements...........7
Item 2. Management's discussion and analysis of financial
condition and results of operations ...........8
PART II. Other Information ..........11
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
December 31 June 30
------------------ -------
ASSETS 1996 1995 1996
------- ------- -------
<S> <C> <C> <C>
Current assets:
Cash and cash equivalents $ 2,323 $ 2,622 $ 2,368
Accounts receivable, net 11,051 10,712 10,433
Inventories:
Raw materials 1,739 2,143 1,899
Work in process 6,299 6,780 7,021
Finished goods 4,078 3,118 4,526
------- ------- -------
Total inventories 12,116 12,041 13,446
Other current assets 1,873 1,815 1,532
------- ------- -------
Total current assets 27,363 27,190 27,779
------- ------- -------
Property, plant & equipment, net 22,658 25,434 23,618
Other assets 60 948 69
------- ------- -------
Total assets $50,081 $53,572 $51,466
======= ======= =======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
December 31 June 30
----------------- -------
LIABILITIES AND SHAREHOLDERS' EQUITY 1996 1995 1996
------- ------- -------
<S> <C> <C> <C>
Current liabilities:
Current installments of long-term debt $ 420 $ 660 $ 713
Short-term bank borrowings 6,400 2,059 6,400
Accounts payable 4,062 4,785 5,692
Accrued expenses 4,644 3,957 4,557
Income taxes 817 371 89
------- ------- -------
Total current liabilities 16,343 11,832 17,451
------- ------- -------
Long-term debt, excluding current
installments 2,598 3,693 3,036
Deferred income taxes 1,003 1,061 1,011
------- ------- -------
Total liabilities 19,944 16,586 21,498
------- ------- -------
Shareholders' equity:
Common shares without par value
Authorized shares: 15,000,000;
Issued shares: 6,851,250 20,950 20,950 20,950
Retained earnings 19,768 22,750 19,521
Equity adjustment from foreign
currency translation 2,628 3,487 2,847
Employee stock purchase plan loans
and deferred compensation (213) (577) (354)
Less treasury shares: 1,959,485 shares
at December 31, 1996 and June 30, 1996,
and 1,459,642 shares at December 31, 1995 (12,996) (9,624)
(12,996)
------- ------- -------
Total shareholders' equity 30,137 36,986 29,968
------- ------- -------
Total liabilities and shareholders'
equity $50,081 $53,572 $51,466
======= ======= =======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31 December 31
---------------- ----------------
1996 1995 1996 1995
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net sales $20,100 $20,047 $41,223 $40,547
Cost of sales 15,852 15,775 32,248 31,014
------- ------- ------- -------
Gross profit 4,248 4,272 8,975 9,533
Selling, general and administrative
expenses 3,925 4,013 7,678 7,786
------- ------- ------- -------
Operating income 323 259 1,297 1,747
------- ------- ------- -------
Other income (expense):
Interest income 12 31 42 58
Interest expense (187) (109) (374)
(233)
Royalty income 20 30 50 60
Currency gain (loss) 156 (49) 175 (101)
Other expense -- (63) -- (122)
------- ------- ------- -------
1 (160) (107) (338)
------- ------- ------- -------
Income before income taxes 324 99 1,190 1,409
Income taxes 186 155 650 665
------- ------- ------- -------
Net income (loss) $ 138 $ (56) $ 540 $ 744
======= ======= ======= =======
Net income (loss) per common share $ .03 $ (.01) $ .11 $ .14
======= ======= ======= =======
Dividends per common share $ .03 $ .03 $ .06 $ .06
======= ======= ======= =======
Weighted average number of
common shares outstanding
and common share equivalents 4,905 5,438 4,907 5,443
======= ======= ======= =======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
Six Months Ended
December 31
------------------
1996 1995
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 540 $ 744
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 2,623 2,507
Losses from disposition of capital assets 66 167
(Increase) decrease in receivables (618) 1,497
(Increase) decrease in inventories 1,330 (763)
(Increase) decrease in other current assets (166) 332
Decrease in accounts payable and
accrued expenses (1,543) (1,845)
Increase in income taxes 545 206
------- -------
Net cash provided by operating activities 2,777 2,845
------- -------
Cash flows from investing activities:
Capital expenditures (1,875) (3,558)
Decrease in other assets 9 57
------- -------
Net cash used in investing activities (1,866) (3,501)
------- -------
Cash flows from financing activities:
Proceeds from short-term bank borrowings -- 1,730
Repayments of short-term bank borrowings -- (203)
Proceeds from long-term debt -- 193
Repayments of long-term debt (588) (498)
Cash dividends paid (293) (322)
Repayments of employee stock purchase plan loans 98 126
Stock options exercised -- 3
------- -------
Net cash provided by (used in) financing
activities (783) 1,029
------- -------
Effect of exchange rate changes on cash (173) (211)
------- -------
Increase (decrease) in cash and cash equivalents (45) 162
Cash and cash equivalents at beginning of period 2,368 2,460
------- -------
Cash and cash equivalents at end of period $ 2,323 $ 2,622
======= =======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 1996 AND 1995, AND JUNE 30, 1996
1. In the opinion of management, the accompanying unaudited consolidated
condensed financial statements contain all adjustments necessary (all
of which are normal and recurring) to present fairly the financial
position of the Company and its subsidiaries, results of operations,
and cash flows in conformity with generally accepted accounting
principles.
2. Earnings per common share are based upon the weighted average number
of shares outstanding during each period, plus common share
equivalents resulting from dilutive stock options.
3. The income tax expense for the quarter and the six months ended
December 31, 1996 were provided using the appropriate effective tax
rates for each of the tax jurisdictions in which the Company operates.
A provision for income tax expense has been accrued for profits
generated in the United States, Switzerland and Netherlands, but no
tax benefit has been recognized on the pretax losses incurred in
Singapore, Malaysia and Japan. The income tax expense for profits
generated in Scotland were offset by the partial reversal of a
valuation allowance for tax benefits of prior period net operating
losses. At such time as management is able to project the probable
utilization of all or part of this net operating loss carryforward
provision, the valuation allowance for this deferred tax asset will be
reversed.
4. Reference is directed to the Company's consolidated financial
statements (Form 10-K), including references to the Annual Report, for
the year ended June 30, 1996 and management's discussion and analysis
included in Part I, Item 2 in this report.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
This discussion and analysis contains both historical and forward looking
information. The forward looking statements are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward looking statements may be significantly impacted by certain risks
and uncertainties described herein, and in the Company's annual report on
Form 10-K for the year ended June 30, 1996.
MATERIAL CHANGES IN RESULTS OF OPERATIONS
=========================================
Net sales for the quarter ended December 31, 1996 were $20,100,000,
compared to sales of $20,047,000 in the same period a year ago. The sales
in the quarter reflect an increase in sales in Europe, partially offset by
lower customer sales in the United States. Customer sales in Europe
advanced by 12 percent or $605,000 due primarily to higher sales of "Smart
Card" and PCMCIA connectors. Customer sales in the United States
decreased 4% compared to prior year, due primarily to lower sales of high
density sockets. Net sales for the six months ended December 31, 1996
were $41,223,000, up 2 percent over sales of $40,547,000 for the same
period a year ago. Customer sales were higher in Europe and Asia,
partially offset by slightly lower customer sales in the United States.
Customer sales in the United States decreased slightly compared to the
prior year due primarily to the assignment of Asian customer sales to our
Asia Pacific division. European sales increased 5% due to higher domestic
sales, partially offset by lower exports to Asia. Higher sales in Asia
were due primarily to a shift in customer sales from the United States and
Europe to Asia.
<PAGE>
<TABLE>
<CAPTION>
Comparative sales by geographic territory for the respective periods
follows:
Three Months Ended Six Months Ended
($000 omitted) December 31 December 31
----------------- ----------------
1996 1995 1996 1995
-------- ------- ------- -------
<S> <C> <C> <C> <C>
United States:
Domestic $12,699 $13,087 $26,087 $26,028
Export:
Europe 19 5 31 37
Asia 50 239 184 984
Rest of world 379 334 1,148 557
------- ------- ------- -------
Total export sales 448 578 1,363 1,578
------- ------- ------- -------
Total sales to customers 13,147 13,665 27,450 27,606
Intercompany 1,948 1,694 4,007 3,146
------- ------- ------- -------
Total United States 15,095 15,359 31,457 30,752
------- ------- ------- -------
Europe:
Domestic 5,593 4,704 10,582 9,467
Export to Asia 35 319 422 1,028
------- ------- ------- -------
Total sales to customers 5,628 5,023 11,004 10,495
Intercompany 867 845 1,848 1,733
------- ------- ------- -------
Total Europe 6,495 5,868 12,852 12,228
------- ------- ------- -------
Asia:
Domestic 1,325 1,359 2,674 2,446
Export to Europe -- -- 95 --
------- ------- ------- -------
Total sales to customers 1,325 1,359 2,769 2,446
Intercompany 975 831 1,619 1,582
------- ------- ------- -------
Total Asia 2,300 2,190 4,388 4,028
------- ------- ------- -------
Eliminations (3,790) (3,370) (7,474) (6,461)
------- ------- ------- -------
Consolidated $20,100 $20,047 $41,223 $40,547
======= ======= ======= =======
</TABLE>
Incoming customer orders for the quarter ended December 31, 1996 were
$20.3 million, compared to orders of $21.6 million in the same quarter a
year ago. Customer orders for the six months ended December 31,1996 were
$41.3 million compared to $41.0 million in the prior year, an increase of
$0.3 million or .05 percent. The Company ended the quarter with a backlog
of unshipped orders of $16.0 million compared to $15.8 million a year ago.
Gross profits in the quarter ended December 31, 1996 amounted to
$4,248,000 or 21.1 percent of net sales, compared to $4,272,000 or 21.3
percent of net sales in the prior year. Gross profits are net of
engineering charges associated with new product development which amounted
to $762,000 or 3.8 percent of net sales in the current quarter compared to
$866,000 or 4.3 percent of net sales in the prior year. The gross profits
in the quarter reflect continued competitive price pressures, partially
offset by lower manufacturing costs and higher gross profits from recently
developed products. Gross profits for the six months ended December 31,
1996 amounted to $8,975,000 or 21.8 percent of net sales, compared to
$9,533,000 or 23.5 percent of net sales in the prior year. Engineering
expenses for the six months ended December 31, 1996 amounted to $1,535,000
or 3.7 percent of net sales compared to $1,675,000 or 4.1 percent of net
sales in the prior year.
Selling, general and administrative expenses of $3,925,000 for the three
months ended December 31, 1996 decreased by $88,000 or 2 percent compared
to expenses of $4,013,000 in the prior year. Lower expenses in Europe
were partially offset by higher
<PAGE>
administrative expenses in the United States and Asia. The lower expenses
in Europe reflect actions taken in prior periods to reduce operating
expenses in this region. Expenses of $7,678,000 for the six months ended
December 31, 1996 decreased by $108,000 or 1.4 percent compared to
expenses of $7,786,000 in the prior year. This primarily reflected lower
commissions, advertising and travel expenses.
Other income and expense for the three months ended December 31, 1996
reflected a net income of $1,000 compared to a net expense of $160,000 for
the comparable three month period in the prior year. This reflected
higher interest expenses, offset by royalty income and a currency gain in
the quarter. Interest expense increased to $187,000 compared to $109,000
in the prior year due to higher short term bank borrowings. Currency
gains totaled $156,000 compared to losses of $49,000 in the prior year.
Other income and expense for the six months ended December 31, 1996
reflected an expense of $107,000 compared to $338,000 for the comparable
six month period in the prior year. Interest expense increased to $374,000
compared to $233,000 in the prior year period due to an increased
borrowing level. Other expense in the prior year includes $122,000 of
expenses related to the terminated Isocon L.C. joint venture.
The provision for income taxes was provided using the appropriate
effective tax rates for each of the tax jurisdictions in which the Company
operates. A provision for income tax expense has been accrued for profits
generated in the United States, Switzerland and Netherlands, but no tax
benefit has been recognized on the pretax losses incurred in Singapore,
Malaysia and Japan. The income tax expense for profits generated in
Scotland were offset by the partial reversal of a valuation allowance for
tax benefits of prior period net operating losses. At such time as
management is able to project the probable utilization of all or part of
this net operating loss carryforward provision, the valuation allowance
for this deferred tax asset will be reversed.
The net income in the quarter ended December 31, 1996 amounted to $138,000
or 3 cents per share, compared to a net loss of $56,000 or 1 cent per
share, a year ago. The net income for the six months ended December 31,
1996 amounted to $540,000 or 11 cents per share compared to $744,000 or 14
cents per share a year ago. Year-to-date net income in the United States
of $947,000 and Europe of $145,000 were partially offset by net losses of
$552,000 in Asia.
MATERIAL CHANGES IN FINANCIAL CONDITION
- ---------------------------------------
Net working capital at December 31, 1996 amounted to $11.0 million
compared to $15.4 million at December 31, 1995 and $10.3 million at June
30, 1996. The current ratio was 1.7 to 1 compared to 2.3 to 1 in the
prior year. The decrease in net working capital, compared to the prior
year, primarily reflects the use of funds to finance a $3.4 million common
share repurchase program (completed in the fourth quarter of 1996) and
higher capital expenditures. The Company's funding requirements were
primarily provided by increased short-term borrowings. Short-term bank
borrowing increased $4,341,000 compared to the prior year, but remained
unchanged compared to June 30, 1996. Cash and cash equivalent balances
decreased by $45,000 at December 31, 1996 compared to June 30, 1996.
There were no significant changes in long-term debt in the quarter ended
December 31, 1996. Long-term debt due after one year represented $2.6
million, or 9 percent of shareholders' equity at the quarter end, compared
to $3.7 million or 10 percent of shareholders' equity at the prior year's
quarter end. The Company believes working capital and capital expenditure
requirements can be met from operations, cash balances, and available
lines of credit.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Not applicable.
Item 2. Not applicable.
Item 3. Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of Robinson Nugent, Inc. was
held on November 7, 1996 for the following purposes:
1. Election of two (2) directors to hold office for three (3)
years from meeting date as follows:
Vote
---------------------------------
Shares: For Withheld No Vote
--- -------- -------
Larry W. Burke 4,321,049 148,843 --
James W. Robinson 4,321,165 147,727 --
The following directors shall continue their term of office as a
director from November 7, 1996:
Jerrol Z. Miles - 1 year
Samuel C. Robinson - 1 year
Richard W. Strain - 1 year
Richard L. Mattox - 2 years
Diane T. Maynard - 2 years
Patrick C. Duffy - 2 years
2. Ratification of the selection of Coopers & Lybrand L.L.P. as
certified public accountants for the Company for the fiscal year
ending June 30, 1997.
Vote
--------------------------------------
For Against Abstain No Vote
--- ------- ------- -------
Shares: 4,440,924 23,740 4,228
Item 5. Not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) See Index to Exhibits.
(b) No reports on Form 8-K were filed during the quarter
ended December 31, 1996.
<PAGE>
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.
ROBINSON NUGENT, INC.
--------------------------------------
(Registrant)
Date
----------------------- --------------------------------------
Larry W. Burke
President and Chief Executive Officer
Date
----------------------- --------------------------------------
Robert L. Knabel
Vice President, Treasurer and Chief
Financial Officer
<PAGE>
FORM 10-Q
INDEX TO EXHIBITS
Number of Sequential
Item Numbering
Assigned in System
Regulation S-K Page Number
Item 601 Description of Exhibit of Exhibit
- -------------- ---------------------------- -----------
(2) Not applicable.
(4) 4.1 Specimen certificate for Common Shares,
without par value. (Incorporated by
reference to Exhibit 4 to Form S-1
Registration Statement No. 2-62521.)
4.2 Rights Agreement dated April 21, 1988
between Robinson Nugent, Inc. and Bank
One, Indianapolis, N.A. (Incorporated
by reference to Exhibit I to Form 8-A
Registration Statement dated May 2,
1988.)
4.3 Amendment No. 1 to Rights Agreement
dated September 26, 1991 between
Robinson Nugent, Inc. and Bank One,
Indianapolis, N.A. (Incorporated by
reference to Exhibit 4.3 to Form 10-K
Report for year ended June 30, 1991.)
4.4 Amendment No. 2 to Rights Agreement
dated June 11, 1992. (Incorporated by
reference to Exhibit 4.4 to Form 8-K
Current Report dated July 6, 1992.)
(10) 10.1 Robinson Nugent, Inc. 1983 Tax-Qualified
Incentive Stock Option Plan.
(Incorporated by reference to Exhibit
10.1 to Form 10-K Report for year ended
June 30, 1983.)
10.2 Robinson Nugent, Inc. 1983 Non Tax-
Qualified Incentive Stock Option Plan.
(Incorporated by reference to Exhibit
10.2 to Form 10-K Report for year ended
June 30, 1983.)
<PAGE>
10.3 Deferred compensation agreement dated
May 10, 1990 between Robinson Nugent,
Inc. and Larry W. Burke, President and
Chief Executive Officer, and related
agreement dated May 10, 1990 between
Robinson Nugent, Inc. and PNC Bank,
Kentucky, Inc. (formerly Citizens
Fidelity Bank and Trust Company of
Louisville, Kentucky) as trustee.
(Incorporated by reference to Exhibit
19.1 to Form 10-K Report for year ended
June 30, 1990.)
10.4 Summary of Robinson Nugent, Inc. Bonus
Plan for the fiscal year ended June 30,
1997. (Incorporated by reference to
Exhibit 10.7 to Form 10-K Report for
year ended June 30, 1996.)
10.5 1993 Robinson Nugent, Inc. Employee and
Non-Employee Director Stock Option Plan.
(Incorporated by reference to Exhibit
19.1 to Form 10-K Report for year ended
June 30, 1993.)
10.6 Summary of the Robinson Nugent, Inc.
Employee Stock Purchase Plan
(Incorporated by reference to Exhibit
19.2 to Form 10-K Report for year ended
June 30, 1993.)
(11) Not applicable.
(15) Not applicable.
(18) Not applicable.
(19) Not applicable.
(22) Not applicable.
(23) Not applicable.
(24) Not applicable.
(27) Financial Data Schedule
(99) Not applicable.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
ROBINSON
NUGENT, INC. 10-Q FOR THE PERIOD ENDING DECEMBER 31, 1996 AND IS
QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 2,323
<SECURITIES> 0
<RECEIVABLES> 11,704
<ALLOWANCES> 653
<INVENTORY> 12,116
<CURRENT-ASSETS> 27,363
<PP&E> 61,773
<DEPRECIATION> 39,115
<TOTAL-ASSETS> 50,081
<CURRENT-LIABILITIES> 16,343
<BONDS> 0
<COMMON> 20,950
0
0
<OTHER-SE> 9,187
<TOTAL-LIABILITY-AND-EQUITY> 50,081
<SALES> 41,223
<TOTAL-REVENUES> 41,223
<CGS> 32,248
<TOTAL-COSTS> 32,248
<OTHER-EXPENSES> 7,678
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 374
<INCOME-PRETAX> 1,190
<INCOME-TAX> 650
<INCOME-CONTINUING> 540
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 540
<EPS-PRIMARY> .11
<EPS-DILUTED> .11
</TABLE>
