UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
Quarterly report pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
For the Quarterly period ended April 29, 1995
Commission file number 1-5745-1
FOODARAMA SUPERMARKETS, INC.
(Exact name of registrant as specified in its charter)
New Jersey 21-0717108
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
922 Highway 33, Freehold, N.J. 07728
(Address of principal executive offices)
Telephone #908-462-4700
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 12 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
and (2) has been subject to the filing requirements for at least
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 close of the latest
practicable date.
OUTSTANDING AT
CLASS June 9, 1995
Common Stock 1,118,150 shares
$1 par value<PAGE>
FOODARAMA SUPERMARKETS, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited Consolidated Balance Sheets
April 29, 1995 and October 29, 1994
Unaudited Consolidated Statements of
Operations for the thirteen weeks ended
April 29, 1995 and April 30, 1994
Unaudited Consolidated Statements of
Operations for the twenty six weeks ended
April 29, 1995 and April 30, 1994
Unaudited Consolidated Statements of Cash
Flows for the twenty six weeks ended
April 29, 1995 and April 30, 1994
Notes to Unaudited Consolidated Financial
Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit (27) Financial Data Schedule
(b) No reports on Form 8-K were filed
for the 13 weeks ended April 29,
1995
<PAGE>
PART I FINANCIAL INFORMATION
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(IN THOUSANDS)
April 29, October 29,
1995 1994
(Unaudited) (1)
ASSETS
Current assets:
Cash and cash equivalents $ 4,639 $ 5,542
Merchandise inventories 29,414 29,800
Receivables and other current assets 5,052 6,276
Patronage dividend receivable 1,232 3,717
Total current assets 40,337 45,335
Property and equipment:
Land 1,650 1,762
Buildings and improvements 1,867 2,132
Leaseholds and leasehold improvements 33,129 33,146
Equipment 49,262 50,860
Property under capital leases 9,649 9,649
Equipment under capital leases 4,511 7,140
100,068 104,689
Less accumulated depreciation and
amortization including $7,599, 1995
and $9,780, 1994 related
to property and equipment
under capital leases 45,153 45,612
54,915 59,077
Other assets:
Investments in related party 8,315 9,215
Intangibles 7,205 7,508
Other 11,647 9,686
27,167 26,409
$122,419 $130,821
(continued)
(1) Derived from the Audited Consolidated Financial Statements for the year
ended October 29, 1994.
See accompanying notes to consolidated financial statements.
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(IN THOUSANDS EXCEPT SHARE DATA)
April 29, October 29,
1995 1994
(Unaudited) (1)
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 13,069 $ 10,830
Current portion of long-term debt,
related party 895 349
Current portion of obligations under
capital leases 1,061 813
Accounts payable:
Related party 19,960 20,538
Others 7,308 11,005
Accrued expenses 7,842 8,464
Deferred income tax liability 2,010 2,010
Total current liabilities 52,145 54,009
Revolving note 10,990
Long-term debt 13,827 27,817
Long-term debt, related party - 767
Obligations under capital leases 8,140 8,855
Deferred income taxes 2,730 2,730
Other long-term liabilities 5,293 5,959
Total long-term liabilities 40,980 46,128
Mandatory redeemable preferred stock
$12.50 par; authorized
1,000,000 shares; issued 136,000
shares 1,700 1,700
Shareholders' equity:
Common stock, $1.00 par; authorized
2,500,000 shares; issued 1,621,627
shares 1,622 1,622
Capital in excess of par 2,351 2,351
Retained earnings 30,928 32,318
Minimum pension liability adjustment (685) (685)
34,216 35,606
Less 503,477 shares, held in
treasury, at cost 6,622 6,622
27,594 28,984
$ 122,419 $ 130,821
(1) Derived from the Audited Consolidated Financial Statements for the year
ended October 29, 1994.
See accompanying notes to consolidated financial statements.
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations - Unaudited
(IN THOUSANDS - EXCEPT SHARE DATA)
13 Weeks Ended
April 29, April 30,
1995 1994
Sales $ 146,266 $ 151,546
Cost of merchandise sold 108,729 115,413
Gross profit 37,537 36,133
Store operating, general and
administrative expenses 36,130 36,782
Income (loss) from operations 1,407 ( 649)
Interest - net 1,210 1,268
Income (loss) before taxes and
extraordinary item 197 (1,917)
Income tax provision (benefit) 51 ( 616)
Income (loss) before extraordinary item 146 (1,301)
Extraordinary item: Early extinguishment
of debt (net of taxes of $480) (1,368) 0
Net loss $ (1,222) $ (1,301)
Income (loss) per common share before
extraordinary item $ .10 $ (1.19)
Extraordinary item (1.22) 0
Net loss per common share $ (1.12) $ (1.19)
Weighted average number of common
shares outstanding 1,118,150 1,118,150
Dividends per common share -0- -0-
See accompanying notes to consolidated financial statements.
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations - Unaudited
(IN THOUSANDS - EXCEPT SHARE DATA)
26 Weeks Ended
April 29, April 30,
1995 1994
Sales $ 298,014 $ 309,037
Cost of merchandise sold 222,853 234,202
Gross profit 75,161 74,835
Store operating, general and
administrative expenses 72,446 74,182
Income from operations 2,715 653
Interest - net 2,508 2,504
Income (loss) before taxes, extraordinary
item and cumulative effect of change in
accounting 207 (1,851)
Income tax provision (benefit) 54 ( 590)
Income (loss) before extraordinary item and
cumulative effect of change in accounting 153 (1,261)
Extraordinary item: Early extinguishment of
debt (net of taxes of $480) (1,368) 0
Cumulative effect of change in accounting
(net of taxes of $61) ( 175) 0
Net loss $ (1,390) $ (1,261)
(continued)<PAGE>
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations - Unaudited
(IN THOUSANDS - EXCEPT SHARE DATA)
26 Weeks Ended
(continued)
April 29, April 30,
1995 1994
Income (loss) per common share before
extraordinary item and cumulative effect
of change in accounting $ .08 $ (1.18)
Extraordinary item (1.22) 0
Cumulative effect of change in accounting ( .16) 0
Net loss per common share $ (1.30) $ (1.18)
Weighted average number of common
shares outstanding 1,118,150 1,118,150
Dividends per share -0- -0-
See accompanying notes to consolidated financial statements.
<PAGE>
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows - Unaudited
(IN THOUSANDS)
Oct.30,1994 Oct.31,1993
to April 29,1995 to April 30,1994
Cash flows from operating activities:
Net loss $ (1,390) $ (1,261)
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation 4,411 4,594
Amortization, intangibles 362 794
Amortization, deferred financing costs 229 285
Amortization, escalation rents 295 0
Amortization, other assets 64 352
Gain on sale of property ( 570) -
Changes in assets and liabilities:
Decrease in inventories 386 5,602
Decrease in receivables and other
current assets 1,224 3,173
Increase in other assets (1,413) ( 518)
Decrease in patronage dividend receivable 2,485 2,576
Decrease in accounts payable (4,275) ( 4,971)
Decrease in other liabilities (1,583) ( 5,033)
Net cash provided by operating
activities 225 5,593
Cash flows from investing activities:
Purchase of property and equipment (624) (4,468)
Net proceeds from sale of property 945 -
Net cash provided by (used in)
investing activities 321 (4,468)
Cash flows from financing activities:
Principal payments under long-term debt (35,987) ( 1,100)
Principal payments under capital
lease obligations (467) (687)
Proceeds from issuance of debt 35,005 0
Net cash used in financing activities (1,449) ( 1,787)
NET DECREASE IN CASH AND CASH EQUIVALENTS ( 903) ( 662)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 5,542 4,765
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 4,639 $ 4,103
See accompanying notes to consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Note 1 Basis of Presentation
The unaudited Consolidated Financial Statements as of April 29, 1995,
included herein, have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q and rule 10-01. The balance sheet at October 29,
1994 has been derived from the audited financial statements at that date. In
the opinion of the management of the Registrant, all adjustments (consisting
only of normal recurring accruals) which the Registrant considers necessary
for a fair presentation of the results of operations for the period have been
made. Certain financial information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. The reader is
referred to the consolidated financial statements and notes thereto included
in the Registrant's annual report on Form 10-K/A for the year ended October
29, 1994.
The Registrant has classified its debt to institutional lenders as of
October 29, 1994 according to the payment schedules in the original loan
agreements. While the Registrant was in default of these agreements at that
time, it concluded a refinancing on February 15, 1995 and repaid those
lenders.
These results are not necessarily indicative of the results for the entire
fiscal year.
Note 2 Adoption of Accounting Standards
Employee Benefit Plans
Effective October 30, 1994, the Registrant adopted Statement of Financial
Accounting Standards (SFAS) No. 112, "Employers' Accounting for
Postemployment Benefits." SFAS No. 112 requires the accrual for
postemployment benefits provided to former or inactive employees. The effect
of this change resulted in a pre tax charge of $236,000 and an after tax
charge of $175,000 or $.16 per share in the quarter ended January 29, 1995.
There was no material effect on earnings, in the quarter ended April 29,
1995, from the adoption of SFAS No. 112. Prior to this change, the Registrant
charged these amounts to expense on a cash basis.
Part I - Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations
Financial Condition and Liquidity
On February 15, 1995, the Registrant entered into a Revolving Credit and Term
Loan Agreement ("the Agreement") with a group of banks providing for a total
commitment of $38,000,000, secured by substantially all of the Registrant's
assets. The proceeds from this financing were utilized to repay the
Registrant's Senior notes and bank debt which totaled $33,200,000. The
Agreement provides a working capital facility to fund future operations and
capital expenditures.
The Agreement consists of three Term Loans (A, B and C) and a Revolving Note.
Term Loan A totals $2,000,000, bears interest at 2% over prime, and is due
August 15, 1995. Term Loan B totals $8,500,000, bears interest at 2% over
prime and is due February 15, 1996. Term Loans A and B are expected to be
repaid from asset sales or equipment refinancing. Term Loan C totals
$12,500,000 and bears interest at 2% over prime until Term Loans A and B are
repaid, at which time interest is reduced to 1.25% over prime. Term Loan C
is payable in quarterly installments commencing March 31, 1996 through
December 31, 1998. The Revolving Note, with a total availability of
$15,000,000 bears interest at 1.5% over prime until Term Loans A and B are
repaid, at which time interest is reduced to 1.25% over prime. A commitment
fee of 1/2 of 1 percent is charged on the unused portion of the Revolving
Note.
Pursuant to the provisions of the terminated loan agreements, the Registrant
was required to pay a special premium totaling $1,100,000. Additionally, the
Registrant paid the new lenders a facility fee of $1,000,000 and an annual
administrative fee of $150,000. The Registrant has written off, in the second
quarter of 1995, expenses of $1,848,000, including the special premium,
related to the early extinguishment of debt.
The Agreement contains certain affirmative and negative covenants which,
among other matters will, (i) restrict capital expenditures, (ii) require the
maintenance of certain levels of net worth and earnings before interest,
taxes, depreciation and amortization, and maintenance of (iii) fixed charge
coverage and total liabilities to net worth ratios.
The new Agreement combined with an asset redeployment plan strengthens the
Registrant's financial condition by reducing outstanding debt, lowering
interest cost and providing working capital through the Revolving Note.
<PAGE>
In order to repay Term Loans A and B on a timely basis, the Registrant has
developed an Asset Redeployment Program. This program consists of the sale
of the assets of two supermarkets located in Bethlehem and Whitehall,
Pennsylvania, the sale of a real estate partnership interest in a non-
supermarket property located in Shrewsbury, New Jersey, the sale/leaseback
or mortgaging of a supermarket building owned by the Registrant and located
in Aberdeen, New Jersey and the financing of equipment in three operating
locations in Neptune, Piscataway and Sayreville, New Jersey. Other than the
sale of the two supermarkets in Pennsylvania, it is not anticipated that the
Asset Redeployment Program will have any impact on the Registrant's sales,
gross margins or net income. As of April 29, 1995 the aggregate outstanding
balance on Term Loans A and B was $10,500,000. The Registrant anticipates
that the proceeds from the sale or refinancing of assets will be sufficient
to satisfy Term Loans A and B. There can be no assurance that such proceeds
will be fully realized.
On May 23, 1995 the Registrant concluded the sale of its two operating
locations in Pennsylvania for $5,700,000 plus inventory of $2,300,000 and
obtained the return of its investment in Wakefern, a related party, with
respect to the two stores. All proceeds were in cash and were used to reduce
outstanding debt. $2,000,000 was used to repay Term Loan A, $3,000,000 was
applied against Term Loan B, $1,200,000 of equipment leases were fully
repaid, $900,000 repaid debt due to Wakefern and the balance of the proceeds
was applied against accounts payable and the Revolving Note.
The Registrant's compliance with the major financial covenants under the
Agreement was as follows for the twenty-six weeks ended April 29, 1995:
Actual
Financial Loan (As defined in Loan
Covenant Agreement Agreement)
Capital Expenditures Less than $2,364,000 $ 624,000
Net Worth Greater than $27,500,000 $30,108,000
Fixed charge coverage
ratio Greater than 1.05 to 1.00 1.59 to 1.00
Total liabilities to
net worth ratio Less than 3.15 to 1.00 2.95 to 1.00
EBITDA Greater than $6,700,000 $ 7,506,000
Under the terminated loan facility, the Registrant was not in compliance with
interest coverage and cash flow coverage covenants since the quarter ended
July 31, 1993. Additionally, the Registrant was in default of the current
ratio and working capital covenants since the quarter ended October 30, 1993.
The Registrant was also in violation of the net worth provision for the
quarters ended July 31, 1993, April 30, 1994, July 30,1994 and October 29,
1994 and was in default of the capital expenditures covenant for the year
ended October 30, 1993.
These covenant violations were primarily the result of the losses incurred
in the quarter ended July 31, 1993 when the Registrant was impacted by a
strike of its employees in Local 1262.
Working Capital
At April 29, 1995, the Registrant had a working capital deficiency of
$11,808,000 compared to a deficiency of $8,674,000 at October 29, 1994 and
a deficiency of $31,766,000 at April 30, 1994 which was the result of
reflecting $28,379,000 of debt in default as a current liability.
The increase in working capital deficiency of $3,134,000 from October 29,
1994 to April 29, 1995 was the result of the refinancing on February 15,
1995. The Registrant's Senior Notes and bank debt of $34,200,000, of which
$9,700,000 was current, was replaced with Term Loans and a Revolving Note for
$34,000,000, of which $11,250,000 is classified as current. As part of the
Asset Redeployment Program previously discussed, a portion of the debt
classified as current will be repaid or replaced by long-term debt.
Working capital ratios were as follows:
April 29, 1995 0.77 to 1.0
October 29, 1994 0.84 to 1.0
April 30, 1994 0.54 to 1.0
Cash flows (in millions) were as follows for the twenty-six weeks ended:
4/29/95 4/30/94
Operating activities... $ 0.2 $ 5.6
Investing activities... 0.3 (4.5)
Financing activities... (1.4) (1.8)
Totals $(0.9) $( .7)
The Registrant had $4,010,000 of available credit, at April 29, 1995, under
its revolving credit facility and believes that its capital resources are
adequate to meet its operating needs, scheduled capital expenditures and debt
service in fiscal 1995.
Other assets increased as a result of additional collateral required for
worker's compensation insurance and financing costs associated with debt
refinancing, which costs will be amortized quarterly over the term of the
loan.
Depreciation and amortization totaled $5,361,000 while capital expenditures
totaled $624,000, compared to $6,025,000 and $4,468,000 in the prior year.
Results of Operations (13 weeks ended April 29, 1995 compared to 13
weeks ended April 30, 1994)
Sales:
Sales for the twenty stores in operation for the current quarter totaled
$146.3 million. Sales for the twenty one stores in operation in the prior
period totaled $151.5 million. Same store sales were down 1.98% period to
period which was the result of increased competition in the Pennsylvania
trading area and lower average customer transaction size. The smaller orders
were caused by a mild winter in the current period compared to severe weather
conditions in the prior year when customers stocked up.
Excluding sales from the two Pennsylvania stores sold on May 23, 1995,
$12,327,000 for the period ended April 29, 1995 and $14,045,000 for the prior
year period, same store sales would have declined .91%.
Gross Profit:
The current period produced gross profit of 25.66% versus 23.84% in the prior
year period. The increase was due to a return to historical gross margin
levels compared to the prior year when the Registrant used price reductions
to stimulate the sell off of excess inventory.
The exclusion of results of the two Pennsylvania stores would not have had
any material impact on gross profit percentages when comparing current period
to prior year period.
Operating Expenses:
Selling general and administrative expenses totaled 24.70% of sales during
this quarter compared to 24.27% in the prior year period. Current period
expenses were reduced by $570,000 resulting from a gain on the sale of a
vacant property.
The increase in the percentage of operating expenses was due to the decline
in same store sales and increases in certain expense categories. Payroll and
fringe benefits increased by .35% while advertising rose by .05% and supply
costs increased by .24%.
Interest Expense:
Current period costs were $1,210,000 (.83% of sales)compared to $1,268,000
(.85% of sales) in the prior year period. Total debt decreased by $2,050,000
since April 30, 1994 while interest rates have increased on floating rate
debt.
Income Taxes:
Taxes have been computed at 26% of the current period pre tax income and
extraordinary item based on the full fiscal 1994 effective rate, versus a
rate of 32% used to calculate the benefit in the prior year period.
Net Income (loss):
Net income of $146,000 was realized for the current quarter before an
extraordinary charge, net of taxes, of $1,368,000, versus a net loss of
$1,301,000 in the prior year period. The extraordinary item was the result
of a write off of costs related to the early termination of debt. The current
quarter includes an after tax gain of $422,000 on the sale of property.
Earnings before interest, taxes, depreciation and amortization ("EBITDA") for
the current period were $3,579,000 as compared to $2,205,000 in the prior
year period.
Excluding operating losses from the sold Pennsylvania stores, income before
the extraordinary item would have been $646,000 or $.58 per share for the
thirteen weeks ended April 29, 1995 and a loss of $968,000 or $.87 per share
in the prior year period.
Net income per common share, before extraordinary item, of $.10 is based on
1,118,150 shares outstanding after a provision of $34,000 for preferred stock
dividends. In the prior year period, the net loss per common share was
$(1.19) based on 1,118,150 shares after a provision for preferred stock
dividends of $34,000.
(26 weeks ended April 29, 1995 compared to 26 weeks ended April 30, 1994)
Sales:
For the twenty six weeks ended April 29, 1995 sales totaled $298,014,000
compared to $309,037,000 in the prior year period. Twenty stores were
operating in the current period versus twenty one previously. Same store
sales were down 2.1% in the current period. Sales in the current period were
impacted by the conditions previously discussed.
Excluding sales from the Pennsyvania supermarkets, $26,219,000 for the twenty
six weeks ended April 29, 1995 and $28,911,000 for the prior year period,
same store sales would have decreased 1.31%.
Gross Profit:
The twenty six weeks ended April 29, 1995 generated gross profit of 25.22%
compared to 24.21% in the comparable prior year period. As previously
discussed, an inventory reduction program in the prior year affected those
results. Excluding the results of the Pennsyvania stores would not have had
any material impact on the gross profit percentages for both the current and
prior year twenty six week periods.
Operating Expenses:
Selling general and administrative expenses were 24.31% after a gain on the
sale of a property of .19% for the current twenty six weeks compared to
23.98% in the prior year period. The increase was caused by the decrease in
sales and an increase in payroll and fringe benefits costs of .21% and supply
costs of .20% period to period.
Interest expense:
For the twenty six weeks ended April 29, 1995 and April 30, 1994 interest
expense totaled $2,508,000 and $2,504,000, respectively, representing .84%
and .81% of sales.
Income taxes:
Taxes were computed at a 26% rate currently and 32% in the prior year. These
rates were based on the effective tax rates for fiscal 1994 and 1993,
respectively.
Net income (Loss):
Income, before extraordinary item and cumulative effect of change in
accounting, of $153,000 or $.08 per share was realized for the current twenty
six weeks. These amounts include an after tax gain of $422,000 or $.38 per
share on the sale of a closed supermarket building. In the prior year period
the Registrant incurred a loss of $1,261,000.
After a post tax extraordinary charge of $1,368,000 or $1.22 per share and
a post tax charge of $175,000 or $.16 per share for a change in accounting
for postemployment benefits, the Registrant reported a net loss of $1,390,000
or $1.30 per share versus a net loss of $1,261,000 or $1.18 per share in the
prior year period. There were 1,118,150 shares outstanding in both periods.
Preferred stock dividends of $68,000 were used to compute per share earnings
in both periods. EBITDA for the twenty six weeks ended April 29, 1995 were
$7,506,000 compared to $6,678,000 in the prior year period.
Excluding operating losses from the two Pennsylvania stores sold on May 23,
1995, income before the extraordinary item and the change in accounting would
have been $1,076,000 or $.96 a share for the twenty six week period ended
April 29, 1995 and a loss of $736,000 or $.66 a share in the comparable
period in the prior year.
<PAGE>
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit (27) - Financial Data Schedule
(b) NONE
<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.
FOODARAMA SUPERMARKETS, INC.
(Registrant)
Date: June 13, 1995 /S/ MICHAEL SHAPIRO
(Signature)
Michael Shapiro
Senior Vice President
Chief Financial Officer
Date: June 13, 1995 /S/ JOSEPH C. TROILO
(Signature)
Joseph C. Troilo
Senior Vice President
Principal Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> OCT-28-1995
<PERIOD-END> APR-29-1995
<CASH> 4639
<SECURITIES> 0
<RECEIVABLES> 7212
<ALLOWANCES> (928)
<INVENTORY> 29414
<CURRENT-ASSETS> 40337
<PP&E> 100068
<DEPRECIATION> 45153
<TOTAL-ASSETS> 122419
<CURRENT-LIABILITIES> 52145
<BONDS> 0
<COMMON> 1622
1700
0
<OTHER-SE> 24272
<TOTAL-LIABILITY-AND-EQUITY> 122419
<SALES> 298014
<TOTAL-REVENUES> 0
<CGS> 222853
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 72446
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2508
<INCOME-PRETAX> 207
<INCOME-TAX> 54
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> (1368)
<CHANGES> (175)
<NET-INCOME> (1390)
<EPS-PRIMARY> (1.30)
<EPS-DILUTED> 0
</TABLE>
