Form 10-Q Quarterly Report
--------------------------
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 February 27, 1999
------------------------------------------
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 1-5901
--------------------------------------------------------
Fab Industries, Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-2581181
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer)
incorporation or organization) Identification No.)
200 Madison Avenue, New York, N.Y. 10016
- --------------------------------------------------------------------------------
(Address of principal executive office) (Zip Code)
(212) 592-2700
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
N/A
- --------------------------------------------------------------------------------
(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
--- ---
CLASS Shares Outstanding at April 13, 1999
- --------------------------------------- ------------------------------------
Common stock, $.20 par value 5,414,738
<PAGE>
FAB INDUSTRIES INC. AND SUBSIDIARIES
TABLE OF CONTENTS
PART 1 - FINANCIAL INFORMATION PAGE
Table of Contents 1
Consolidated Statements of Operations
13 Weeks ended February 27, 1999 and February 28, 1998 2
Consolidated Balance Sheets (Asset Section)
February 27, 1999 and November 28, 1998 3
Consolidated Balance Sheets (Liabilities and
Stockholders' Equity Section)
February 27, 1999 and November 28, 1998 4
Consolidated Statements of Stockholders' Equity
13 Weeks ended February 27, 1999 5
Consolidated Statements of Cash Flows
13 Weeks ended February 27, 1999 and February 28, 1998 6
Consolidated Statements of Comprehensive Income (Loss)
13 Weeks ended February 27, 1999 and February 28, 1998 7
Notes to Consolidated Financial Statements 8
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 11
Management's Discussion and Analysis of Financial Condition
and Results of Operations 12
SIGNATURES 17
(1)
<PAGE>
FAB INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
FOR THE 13 WKS ENDED
-------------------------------------------
February 27, 1999 February 28, 1998
-------------------------------------------
(Unaudited) (Unaudited)
<S> <C> <C>
Net sales $29,007,000 $34,251,000
Cost of goods sold 28,761,000 29,918,000
--------------- ----------------
Gross profit 246,000 4,333,000
Selling, general and administrative expenses 3,875,000 3,309,000
---------------- ----------------
Operating income (loss) (3,629,000) 1,024,000
---------------- ----------------
Other income (expense):
Interest and dividend income 837,000 1,124,000
Interest expense (13,000) (15,000)
Net gain on investment securities 319,000 399,000
---------------- ----------------
Total other income 1,143,000 1,508,000
---------------- ----------------
Income (loss) before taxes (2,486,000) 2,532,000
Income tax expense (benefit) (671,000) 797,000
================ ================
Net Income (Loss) $ (1,815,000) $ 1,735,000
Earnings (Loss) per share: (Note 5)
Basic $(0.33) $0.31
Diluted $(0.33) $0.30
</TABLE>
See notes to consolidated financial statements.
(2)
<PAGE>
FAB INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
A S S E T S
- - - - - -
<TABLE>
<CAPTION>
AS OF
----------------------------------------------
February 27, 1999 November 28, 1998
----------------------------------------------
(Unaudited)
<S> <C> <C>
Current Assets:
Cash and cash equivalents (Note 2) $ 4,514,000 $ 6,078,000
Investment securities available-for-sale (Note 3) 47,867,000 48,233,000
Accounts receivable-net of allowance of
$1,100,000 and $1,000,000 for doubtful accounts 21,886,000 27,979,000
Inventories (Note 4) 29,973,000 32,213,000
Other current assets 2,472,000 1,727,000
------------------ ----------------
Total current assets 106,712,000 116,230,000
------------------ ----------------
Property, plant and equipment - at cost 129,958,000 128,428,000
Less: Accumulated depreciation 90,024,000 88,407,000
------------------ ----------------
39,934,000 40,021,000
Other assets 4,072,000 4,152,000
------------------ ----------------
$150,718,000 $160,403,000
================== ================
</TABLE>
See notes to consolidated financial statements.
(3)
<PAGE>
FAB INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
L I A B I L I T I E S and
--------------------------
S T O C K H O L D E R S' E Q U I T Y
--------------------------------------
<TABLE>
<CAPTION>
AS OF
---------------------------------------------
February 27, 1999 November 28, 1998
---------------------------------------------
(Unaudited)
<S> <C> <C>
Current liabilities:
Accounts payable $ 6,866,000 $ 9,110,000
Corporate income and other taxes 408,000 768,000
Accrued payroll and related expenses 1,187,000 1,980,000
Dividends payable 948,000 977,000
Other current liabilities 300,000 495,000
Deferred income taxes 1,357,000 1,538,000
------------------ ----------------
Total current liabilities 11,066,000 14,868,000
------------------ ----------------
Obligations under capital leases - net of
current maturities 467,000 486,000
Other noncurrent liabilities 2,857,000 2,817,000
Deferred income taxes 4,806,000 4,705,000
------------------ ----------------
Total liabilities 19,196,000 22,876,000
------------------ ----------------
Stockholders' equity 131,522,000 137,527,000
------------------ ----------------
$150,718,000 $160,403,000
================== ================
</TABLE>
See notes to consolidated financial statements.
(4)
<PAGE>
FAB INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE 13 WEEKS ENDED FEBRUARY 27,1999
<TABLE>
<CAPTION>
Common Stock* Accumulated
============ Additional Loan to Other
Number of Paid-in Retained Employee Stock Comprehensive
Total Shares Amount Capital Earnings Ownership Plan Income (Loss)
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at
November 28, 1998 $137,527,000 6,588,444 $1,318,000 $6,903,000 $164,714,000 ($6,327,000) $550,000
Net loss (1,815,000) (1,815,000)
Cash dividends (948,000)
(948,000)
Exercise of
stock options 54,000 3,500 1,000 53,000
Purchase of
treasury stock (3,196,000)
Compensation under
restricted stock plan 12,000 11,000
Change in net
unrealized holding
gain (loss) on investment
securities available-for-
sale, net of taxes (112,000)
(112,000)
- ------------------------------------------------------------------------------------------------------------------------------------
Balance at
February 27, 1999 $131,522,000 6,591,944 $1,319,000 $6,967,000 $161,951,000 ($6,327,000) $438,000
(Unaudited)
=========================================================================================================
Unearned Treasury Stock
Restricted ==============
Stock Number of
Compensation Shares Cost
- --------------------------------------------------------------------------------
Balance at
November 28, 1998 ($1,000) (1,005,081) ($29,630,000)
Net loss
Cash dividends
Exercise of
stock options
Purchase of
treasury stock
(172,125) (3,196,000)
Compensation under
restricted stock plan
1,000
Change in net
unrealized holding
gain (loss) on investment
securities available-for-
sale, net of taxes
- --------------------------------------------------------------------------------
Balance at
February 27, 1999 $0 (1,177,206) ($32,826,000)
(Unaudited)
=====================================================
</TABLE>
* Common stock $0.20 par value - 15,000,000 shares
authorized.
Preferred stock $1.00 par value - 2,000,000
shares authorized, none issued.
See notes to consolidated financial statements.
(5)
<PAGE>
FAB INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
FOR THE 13 WKS ENDED
-------------------------------------------------
February 27, 1999 February 28, 1998
-------------------------------------------------
(Unaudited) (Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income ($1,815,000) $1,735,000
Adjustments to reconcile net income
to net cash provided by operating
activities:
Provision for doubtful accounts 100,000 100,000
Depreciation and amortization 1,617,000 1,270,000
Deferred income taxes (6,000) (40,000)
Net gain on investment securities (319,000) (399,000)
Compensation under restricted stock plan 12,000 10,000
Decrease (increase) in:
Accounts receivable 5,993,000 4,345,000
Inventories 2,240,000 (4,062,000)
Other current assets (745,000) 16,000
Other assets 80,000 (164,000)
(Decrease) increase in:
Accounts payable (2,244,000) 1,077,000
Accruals and other liabilities (1,356,000) (2,661,000)
------------------ ----------------
Net cash provided by
operating activities 3,557,000 1,227,000
------------------ ----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (1,530,000) (2,118,000)
Proceeds from sales of investment securities 1,208,000 1,764,000
Acquisition of investment securities (709,000) (1,486,000)
------------------ ----------------
Net cash used in
investing activities (1,031,000) (1,840,000)
------------------ ----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of treasury stock (3,196,000) (1,000)
Dividends (948,000) (995,000)
Exercise of stock options 54,000 76,000
------------------ ----------------
Net cash used in financing activities (4,090,000) (920,000)
------------------ ----------------
Decrease in cash and cash equivalents (1,564,000) (1,533,000)
Cash and cash equivalents, beginning of period 6,078,000 4,574,000
------------------ ----------------
Cash and cash equivalents, end of period $4,514,000 $3,041,000
================== ================
</TABLE>
See notes to consolidated financial statements.
(6)
<PAGE>
FAB INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE 13 WEEKS ENDED
<TABLE>
<CAPTION>
February 27, 1999 February 28, 1998
----------------- -----------------
(Unaudited) (Unaudited)
<S> <C> <C>
Net Income (Loss) ($1,815,000) $1,735,000
Unrealized holding loss on investment
securities, available-for-sale, arising
during the period net of taxes of
$(74,000) and $(6,000) (112,000) (9,000)
----------------- -----------------
Comprehensive Income (Loss) ($1,927,000) $1,726,000
================= =================
</TABLE>
(7)
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of presentation:
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and the instructions to Form 10-Q and Rule 10-01
of Regulation S-X of the Securities and Exchange Commission. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, all adjustments (consisting of only normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the 13 weeks ended February 27, 1999 are not necessarily indicative
of the results that may be expected for the entire fiscal year ending November
27, 1999. The balance sheet at November 28, 1998 has been derived from the
audited balance sheet at that date. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Company's Annual Report on Form 10-K for the fiscal year ended November 28,
1998.
2. Cash and cash equivalents consist of the following (in thousands):
<TABLE>
<CAPTION>
February 27, 1999 November 28, 1998
----------------- -----------------
(Unaudited)
<S> <C> <C>
Cash $1,152 $1,458
Tax-free short-term debt instruments 3,362 4,620
----------------- -----------------
$4,514 $6,078
================= =================
</TABLE>
(8)
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3. Investment Securities:
At February 27, 1999 and November 28, 1998 investment securities
available-for-sale consist of the following (in thousands):
<TABLE>
<CAPTION>
Gross Gross
Unrealized Unrealized
Holding Holding Fair
February 27, 1999 (Unaudited) Cost Gain Loss Value
- ----------------------------- ---------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Equities $ 9,031 $ 137 ($34) $ 9,134
U.S. Treasury obligations 12 12
Corporate bonds 4,256 106 (178) 4,184
Tax-exempt obligations 33,837 716 (16) 34,537
---------- ----------- ----------- -----------
$ 47,136 $ 959 ($228) $47,867
========== =========== =========== ===========
Gross Gross
Unrealized Unrealized
Holding Holding Fair
November 28, 1998 Cost Gain Loss Value
- ----------------------------- ---------- ----------- ----------- -----------
Equities $ 9,885 $ 331 ($55) $10,161
U.S. Treasury obligations 14 14
Corporate bonds 4,698 139 ( 171) 4,666
Tax-exempt obligations 32,719 686 (13) 33,392
---------- ----------- ----------- -----------
$ 47,316 $1,156 ($239) $48,233
========== =========== =========== ===========
</TABLE>
(9)
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4. Inventories:
The Company's inventories are valued at the lower of cost or market. Cost is
determined principally by the last-in, first-out (LIFO) method with the
remainder being determined by the first-in, first-out (FIFO) method. Because of
recent changes in the global marketplace and the resultant unpredictability of
future changes in yarn prices, the Company has based its LIFO reserve at
February 27, 1999 on actual rather than projected FIFO costs. This resulted in a
reduction in the LIFO reserve of $1,095,000 in the first quarter of fiscal 1999.
This reduction relates principally to a decline in the average cost of yarn
purchased during the first quarter.
<TABLE>
<CAPTION>
February 27, 1999 November 28, 1998
----------------- -----------------
(Unaudited)
<S> <C> <C>
Raw materials $ 8,979,000 $ 9,090,000
Work in process 11,957,000 14,177,000
Finished goods 9,037,000 8,946,000
----------------- -----------------
Total $29,973,000 $32,213,000
================= =================
Approximate percentage of
inventories valued
under LIFO valuation 47% 50%
Excess of FIFO valuation
over LIFO valuation $ 3,500,000 $ 4,595,000
================= =================
</TABLE>
5. Earnings Per Share:
Basic and diluted earnings (loss) per share for the 13 weeks ended
February 27, 1999 and February 28, 1998 are calculated as follows:
<TABLE>
<CAPTION>
Net
Income Per-share
(Loss) Shares Amount
------------ --------- -------
<S> <C> <C> <C>
For the 13 weeks ended February 27, 1999:
Basic and Diluted loss per share ($1,815,000) 5,435,028 ($0.33)
------------ --------- -------
For the 13 weeks ended February 28, 1998:
Basic earnings per share $1,735,000 5,683,723 $0.31
Effect of assumed conversion of employee
stock options - 52,909 $0.01
------------ --------- -------
Diluted earnings per share $1,735,000 5,736,632 $0.30
============ ========= =======
</TABLE>
(10)
<PAGE>
PART II. OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K
-----------------------------------------
a) Exhibits: No exhibits are filed herewith except for Exhibit 27 which
is filed with EDGAR filing only.
b) Reports on Form 8-K: The Registrant did not file any Current Reports
on Form 8-K during the quarter ending February 27, 1999.
(11)
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
Results of Operations
First Quarter
Fiscal 1999 Compared to Fiscal 1998
- -----------------------------------
Net sales for the first quarter of fiscal 1999 were $29,007,000 as
compared to $34,251,000 in the similar 1998 period, a decrease of $5,244,000 or
15.3%. The Asian financial crisis has continued to take a sustained toll on the
U.S. Textile Manufacturing Sector, as U.S. firms are forced to compete against a
flood of cheap imports and falling demand for U.S. goods overseas. These factors
have continued to exert downward pressure on the Company's sales levels. These
conditions have to date continued into the second quarter.
Gross margins as a percentage of sales declined from 2.7% to 0.8%.
Lower sales volume reduced operating schedules at manufacturing plants and a
less profitable mix also exerted unfavorable pressure on profit margins. The
Company is still incurring start-up costs in connection with the second quarter
1998 acquisitions of Lida Stretch Fabrics and SMS Textiles, manufacturers of
circular knit stretch fabrics and wide elastic fabrics, respectively. In the
1999 quarter, a reduction in LIFO inventory reserves arising principally from
lower average FIFO cost levels benefited margins in the amount of $1,095,000.
Selling, shipping and administrative expenses in the current quarter
increased by $566,000 or 17.1%, and as a
(12)
<PAGE>
percentage of sales increased from 9.7% to 13.4%. An increase in selling
expenses of approximately $650,000, attributable primarily to the acquisitions
of LIDA Stretch Fabrics and SMS Textiles (acquired in the second quarter 1998)
was offset by lower incentive-based compensation and other related expenses. The
Company has instituted an expense containment program.
Interest and dividend income decreased by $287,000 as a result of lower
average available balances.
The Company has realized a tax benefit for the current quarter of 27.0%
compared to an effective income tax rate of 31.5% in the comparative 1998
period.
As a result of these factors, the Company had a net loss of
$(1,815,000)for the current quarter compared to net income of $1,735,000 in last
year's first quarter.
For the current quarter, basic and diluted losses per share were
$(0.33) compared to basic and diluted earnings per share of $0.31 and $0.30 in
last years' first quarter.
Liquidity and Capital Resources
- -------------------------------
Operating activities provided cash of $3,557,000 and $1,227,000,
respectively, for the 13 weeks ended February 27, 1999 and February 28, 1998. Of
this increase, $6,302,000 relates to comparative changes in inventories, and
$1,648,000 in accounts receivable, which were offset by a $3,550,000 reduction
in net income and $2,016,000 related to changes in accounts payable, accruals
and other liabilities.
Capital expenditures for the quarter were approximately $1.5 million
compared to approximately $2.1 million in the 1998 period.
During the quarter, the Company repurchased 172,125 shares of its
common stock at a cost of $3,196,000 (an average price of $18.57). The Company
intends to continue to purchase
(13)
<PAGE>
its shares of common stock from time-to-time as market conditions warrant and
price criteria are met.
The Company declared a quarterly dividend of $0.175 per share, payable
April 23, 1999, to stockholders of record as of March 17, 1999.
Stockholders' equity was $131,522,000 ($24.29 per share) at February
27, 1999, as compared to $137,527,000, or ($24.63 per share) at the previous
fiscal year-end November 27, 1998, and $138,708,000 ($24.39 per share) at the
end of the comparative 1998 first quarter.
Management believes that the current financial position of the company
is more than adequate to internally fund any future expenditures to maintain,
modernize and expand its manufacturing facilities, and pay dividends.
(14)
<PAGE>
Compliance with Year 2000
- -------------------------
The Company has devoted significant resources and has taken steps in an
attempt to make the transition to the year 2000 successful and without incident.
Management has initiated a Company wide program to prepare the Company's
computer systems, hardware, devices and other equipment for year 2000
compliance.
An inventory of hardware and software is being completed, including the
Company's centralized information system department, distributed technologies,
and process control and non-technical components such as checks and forms. A
primary plan for remediation of the Company's legacy systems is in place, and
system and program changes are being implemented and tested as they become
ready. The Company has established a corporate task force to monitor the
progress toward the resolution of identified year 2000 issues. All known
computer systems corrections are expected to be completed by June 30, 1999.
The Company expects to incur internal staff costs as well as other
expenses necessary to prepare its systems for the year 2000, including costs for
outside consultants. The Company expects to resolve year 2000 compliance issues
primarily through normal upgrades of its software or, when necessary, through
replacement of existing software with year 2000 compliant applications. As of
March 1, 1999, the Company has incurred approximately $95,000 of external costs
to address the Company's year 2000 issues. The total cost of this effort is
still being evaluated, but is not expected to be material to the Company's
results of operations or financial condition. However, there can be no assurance
that such corrections can be completed on schedule or within estimated costs or
can successfully address the year 2000 compliance issues.
The Company has provided information regarding the status of its year
2000 compliance to customers who requested. The Company is in the process of
asking its major customers and suppliers to certify that they are year 2000
compliant or, if they are not yet so compliant, to provide the Company with a
description of their plans to become so. If the Company's present efforts to
address the year 2000 compliance issues are not successful, or if customers,
suppliers and other third parties with which the Company conducts business do
not successfully address such issues, the Company's business, results of
operations and financial condition could be materially and adversely affected.
(15)
<PAGE>
FORWARD LOOKING INFORMATION
- ---------------------------
Certain statements in this report are "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. All
forward looking statements involve risks and uncertainties. In particular, any
statement contained herein, in press releases, written statements or other
documents filed with the Securities and Exchange Commission, or in the Company's
communications and discussions with investors and analysts in the normal course
of business through meetings, phone calls and conference calls, regarding the
consummation and benefits of future acquisitions, as well as expectations with
respect to future sales, operating efficiencies and product expansion, are
subject to known and unknown risks, uncertainties and contingencies, many of
which are beyond the control of the Company, which may cause actual results,
performance or achievements to differ materially from anticipated results,
performances or achievements. Factors that might affect such forward looking
statements include, among other things, overall economic and business
conditions; the demand for the Company's goods and services; competitive factors
in the industries in which the Company competes; changes in government
regulation; changes in tax requirements (including tax rate changes, new tax
laws and revised tax law interpretations); interest rate fluctuations and other
capital market conditions, including foreign currency rate fluctuations:
economic and political conditions in international markets, including
governmental changes and restrictions on the ability to transfer capital across
borders; the ability to achieve anticipated synergies and other cost savings in
connection with acquisitions; the timing, impact and other uncertainties of
future acquisitions; and the Company's ability and its customers' and suppliers'
ability to replace, modify or upgrade computer programs in order to adequately
address Year 2000 issue.
(16)
<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.
Dated: April 13, 1999 FAB INDUSTRIES, INC.
By: /s/ David A. Miller
---------------------------------
David A. Miller
Vice President-Finance, Treasurer
and Chief Financial Officer
(Principal Financial and Accounting
Officer)
(17)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-27-1999
<PERIOD-END> FEB-27-1999
<CASH> 4,514
<SECURITIES> 47,867
<RECEIVABLES> 21,886
<ALLOWANCES> 1,100
<INVENTORY> 29,973
<CURRENT-ASSETS> 106,712
<PP&E> 129,958
<DEPRECIATION> 90,024
<TOTAL-ASSETS> 150,718
<CURRENT-LIABILITIES> 11,066
<BONDS> 467
0
0
<COMMON> 1,319
<OTHER-SE> 130,203
<TOTAL-LIABILITY-AND-EQUITY> 150,718
<SALES> 29,007
<TOTAL-REVENUES> 29,007
<CGS> 28,761
<TOTAL-COSTS> 28,761
<OTHER-EXPENSES> 3,875
<LOSS-PROVISION> 100
<INTEREST-EXPENSE> 13
<INCOME-PRETAX> (2,486)
<INCOME-TAX> (671)
<INCOME-CONTINUING> (1,815)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,815)
<EPS-PRIMARY> (.33)
<EPS-DILUTED> (.33)
</TABLE>