<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
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 1-5530
ALLIED PRODUCTS CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 38-0292230
- ------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
10 SOUTH RIVERSIDE PLAZA, CHICAGO, ILLINOIS 60606
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (312) 454-1020
Not Applicable
----------------------------------------------
(former name, former address and former fiscal
year, if changed since last report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of 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 requirement 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 practicable date: 8,078,272 common shares,
$.01 par value, as of April 30, 1997.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
INDEX
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INTRODUCTION
CONDENSED CONSOLIDATED BALANCE SHEETS-
March 31, 1997 and December 31, 1996
CONDENSED CONSOLIDATED STATEMENTS OF INCOME Three Months
Ended March 31, 1997 and 1996
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS- Three
Months Ended March 31, 1997 and 1996
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
PART II. OTHER INFORMATION
ITEM 1. NOT APPLICABLE
ITEM 2. NOT APPLICABLE
ITEM 3. NOT APPLICABLE
ITEM 4. NOT APPLICABLE
ITEM 5. NOT APPLICABLE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
EXHIBIT INDEX
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
INTRODUCTION
The condensed consolidated financial statements included herein (as of
March 31, 1997 and for the three months ended March 31, 1997 and 1996) have
been prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission and reflect all
adjustments of a recurring nature which are, in the opinion of management,
necessary to present fairly the condensed consolidated financial information
required therein. The information as of December 31, 1996 is derived from the
audited year end balance sheet for that year. Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed
or omitted pursuant to such rules and regulations, although the Company
believes that the disclosures are adequate to make the information presented
not misleading. It is suggested that these financial statements be read in
conjunction with the financial statements and the notes thereto included in
the Company's latest annual report on Form 10-K.
The results of operations for the three month periods ended March 31,
1997 and 1996 are not necessarily indicative of the results to be expected
for the full year.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------------ ------------
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 1,141,000 $ 833,000
------------ ------------
Notes and accounts receivable, less allowances of
$637,000 and $629,000, respectively $ 79,817,000 $ 52,914,000
------------ ------------
Inventories:
Raw materials $ 8,775,000 $ 9,524,000
Work in process 29,013,000 28,269,000
Finished goods 17,381,000 18,997,000
------------ ------------
$ 55,169,000 $ 56,790,000
------------ ------------
Deferred tax asset $ 14,532,000 $ 14,532,000
------------ ------------
Prepaid expenses $ 170,000 $ 191,000
------------ ------------
Total current assets $150,829,000 $125,260,000
------------ ------------
Plant and Equipment, at cost:
Land $ 2,192,000 $ 2,155,000
Buildings and improvements 35,953,000 37,196,000
Machinery and equipment 52,558,000 50,083,000
------------ ------------
$ 90,703,000 $ 89,434,000
Less- Accumulated depreciation and amortization 50,949,000 51,048,000
------------ ------------
$ 39,754,000 $ 38,386,000
------------ ------------
Other Assets:
Notes receivable, due after one year,
less allowance of $7,165,000 at March
31, 1997 and December 31, 1996,
respectively $ -- $ --
Deferred tax asset 5,282,000 5,282,000
Deferred charges (goodwill), net of amortization 1,624,000 1,668,000
Other 1,310,000 1,353,000
------------ ------------
$ 8,216,000 $ 8,303,000
------------ ------------
$198,799,000 $171,949,000
============ ============
</TABLE>
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' INVESTMENT
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------------- -------------
<S> <C> <C>
Current Liabilities:
Revolving credit agreement $ 55,300,000 $ 27,000,000
Current portion of long-term debt 193,000 193,000
Accounts payable 17,736,000 16,692,000
Accrued expenses 32,908,000 30,575,000
------------- -------------
Total current liabilities $ 106,137,000 $ 74,460,000
------------- -------------
Long-term debt, less current portion shown above $ 441,000 $ 489,000
------------- -------------
Other long-term liabilities $ 5,951,000 $ 3,547,000
------------- -------------
Commitments and Contingencies
Shareholders' Investment:
Preferred stock:
Undesignated-authorized 1,500,000 shares at March 31,
1997 and December 31, 1996: none issued $ -- $ --
Common Stock, par value $.01 per share;
authorized 25,000,000 shares; issued
9,364,844 shares at March 31,
1997 and December 31, 1996, respectively 94,000 94,000
Additional paid-in capital 94,749,000 94,671,000
Retained earnings 26,997,000 22,227,000
------------- -------------
$ 121,840,000 $ 116,992,000
Less: Treasury stock, at cost 1,286,572 and 905,071 shares
March 31, 1997 and December 31, 1996, respectively (35,570,000) (23,539,000)
------------- -------------
Total shareholder's equity $ 86,270,000 $ 93,453,000
------------- -------------
$ 198,799,000 $ 171,949,000
============= =============
</TABLE>
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
----------- ------------
<S> <C> <C>
Net sales $72,881,000 $ 75,243,000
Cost of products sold 55,226,000 58,347,000
----------- ------------
Gross profit $17,655,000 $ 16,896,000
----------- ------------
Other costs and expenses:
Selling and administrative expenses $ 8,493,000 $ 9,033,000
Interest expense 694,000 442,000
Other (income) expense, net 429,000 (106,000)
----------- ------------
$ 9,616,000 $ 9,369,000
----------- ------------
Income before taxes $ 8,039,000 $ 7,527,000
Provision for income taxes 2,868,000 2,409,000
----------- ------------
Net income $ 5,171,000 $ 5,118,000
=========== ============
Net income applicable to common stock $ 5,171,000 $ 5,118,000
=========== ============
Earnings per common share $ .63 $ .56
=========== ============
Weighted average of common shares outstanding 8,189,000 9,130,000
=========== ============
Dividends per common share $ .05 $ .05
=========== ============
</TABLE>
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the three months ended March 31,
------------------------------------
1997 1996
------------ ------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 5,171,000 $ 5,118,000
Adjustments to reconcile net income to net cash
provided from operating activities:
Depreciation and amortization 1,244,000 1,376,000
Amortization of deferred charges 44,000 44,000
Deferred income tax provision 2,528,000 2,168,000
Changes in noncash assets and liabilities,
net of noncash transactions:
(Increase) in accounts receivable (26,922,000) (21,159,000)
(Increase) decrease in inventories 1,621,000 (4,832,000)
(Increase) decrease in prepaid expenses 21,000 (26,000)
Decrease in notes receivable, due after one year -- 25,000
Increase in accounts payable and accrued expenses 3,120,000 6,409,000
Other, net (186,000) 90,000
------------ ------------
Net cash used for operating activities $(13,359,000) $(10,787,000)
------------ ------------
Cash Flows from Investing Activities:
Additions to plant and equipment $ (2,873,000) $ (785,000)
Proceeds from sales of plant and equipment 385,000 39,000
------------ ------------
Net cash used for investing activities $ (2,488,000) $ (746,000)
------------ ------------
Cash Flows from Financing Activities:
Borrowings under revolving loan and credit agreements $ 38,600,000 $ 40,800,000
Payments under revolving loan and credit agreements (10,300,000) (23,900,000)
Payments of short and long-term debt (48,000) (250,000)
Common stock issued -- 1,501,000
Purchase of treasury stock (12,956,000) (6,709,000)
Dividends paid 3,000 (456,000)
Stock option transactions 856,000 808,000
------------ ------------
Net cash provided from financing activities $ 16,155,000 $ 11,794,000
------------ ------------
Net increase in cash and cash equivalents $ 308,000 $ 261,000
Cash and cash equivalents at beginning of year 833,000 744,000
------------ ------------
Cash and cash equivalents at end of period $ 1,141,000 $ 1,005,000
============ ============
</TABLE>
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) ACCRUED EXPENSES
The Company's accrued expenses consist of the following:
<TABLE>
<CAPTION>
3/31/97 12/31/96
----------- -----------
<S> <C> <C>
Salaries and wages $ 6,675,000 $ 6,026,000
Warranty 9,764,000 9,559,000
Self insurance accruals 6,039,000 4,046,000
Pensions, including retiree health 5,707,000 6,417,000
Taxes, other than income taxes 433,000 811,000
Environmental matters 1,978,000 2,020,000
Other 2,312,000 1,696,000
----------- -----------
$32,908,000 $30,575,000
=========== ===========
</TABLE>
(2) EARNINGS PER COMMON SHARE
Earnings per common share in the first quarter of 1997 and 1996 are
based on the average number of common shares outstanding (8,189,000 and
9,130,000, respectively). The assumed exercise of stock options would not
result in material dilution for the quarters ended March 31, 1997 and
1996.
(3) TREASURY STOCK
The Company's Board of Directors in 1996 authorized the
purchase of up to 1,500,000 shares of the Company's common stock
from time to time on the open market, subject to prevailing market
conditions. Through the end of the first quarter of 1997 the
Company has purchased approximately 1,225,000 shares (422,000
shares in the first quarter) of its common stock since the
inception of the repurchase plan. Some treasury shares purchased
have been reissued in satisfaction of stock options exercised.
(4) CONTINGENT LIABILITIES
The Company is involved in a number of legal proceedings as a
defending party, including product liability and environmental
matters for which additional liability is reasonably possible.
However, after consideration of relevant data (consultation with
legal counsel and review of insurance coverage, accruals, etc.),
management believes that the eventual outcome of these matters will
not have a material adverse effect on the Company's financial
position or its ongoing results of operations.
<PAGE>
At March 31, 1997, the Company was contingently liable for
approximately $859,000 primarily relating to outstanding letters of
credit.
(5) INCOME TAXES
The provision for income taxes in the first quarter of 1997
and 1996 is based upon the Federal Statutory rate adjusted for
items that are not subject to taxes. See Note 4 of Notes to
Consolidated Financial Statements in the Company's 1996 Annual
Report on Form 10-K for a further discussion related to income
taxes.
(6) SUMMARY OF OTHER (INCOME) EXPENSE
Other (income) expense for the three months periods ended
March 31, 1997 and 1996 consists of the following:
<TABLE>
<CAPTION>
For the three months ended
--------------------------
3/31/97 3/31/96
--------- ---------
<S> <C> <C>
Interest income $ (17,000) $ (63,000)
Goodwill amortization 44,000 44,000
Loan cost expenses/amortization -- 78,000
Net (gain) loss on sales of operating
and non-operating assets (125,000) (39,000)
Litigation settlements/insurance
provisions 442,000 (96,000)
Other miscellaneous 85,000 (30,000)
--------- ---------
$ 429,000 $(106,000)
========= =========
</TABLE>
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
OPERATING RESULTS
Net sales in the first quarter of 1997 were $72,881,000 compared to net
sales of $75,243,000 reported in the first quarter of 1996. Income before
taxes in the first quarter of 1997 was $8,039,000 compared to income before
taxes of $7,527,000 in the same quarter of the prior year. Net income in the
first quarter of 1997 was $5,171,000 ($.63 per common share) compared to net
income of $5,118,000 ($.56 per common share) in the first quarter of the
prior year. As a result of the Company's program to purchase its common
stock, average common shares outstanding in the first quarter of 1997
(8,189,000) decreased 941,000 from the average common shares outstanding in
the first quarter of 1996.
At the Bush Hog division, net sales decreased 5% in the first quarter
of 1997 compared to the first quarter of 1996. Decreases were primarily
associated with various cutter/mower product lines. Certain cutter products
have been affected by weak cattle prices for the past two years. Cattle
prices recently have improved slightly. These sales decreases were partially
offset by improved loader and service parts sales in the current quarter.
Overall, the agricultural economy appears to be positive. During the first
quarter of 1997, weather conditions in the majority of the market areas
served by Bush Hog were favorable with moisture content being adequate. Gross
profits have decreased at the Bush Hog division due to the effects of
decreased sales volume noted above. Gross profit margins, however, improved
over margins reported in the first quarter of 1996. This improvement was
primarily associated with the effects of an improved mix of sales in the
current quarter. Manufacturing efficiencies increased slightly in the first
quarter of 1997.
At the Verson division, net sales in the first quarter of 1997
approximated those reported in the first quarter of 1996. Press related sales
decreased in the first quarter of the current year as work was completed on
the third "A" press for Chrysler, which was shipped at the end of the
quarter. Revenue and profits are recognized on a percentage of completion
basis for press production at this division. Decreases in press sales were
offset by the effects of improved parts sales in the current year's first
quarter. Subsequent to the end of the first quarter of 1997, the Verson
division received a major order for transfer presses from General Motors.
This order represents the first large transfer press order from General
Motors in the last ten years. This order plus new orders received by Verson
in the first quarter of 1997, exceed $100,000,000. Gross profits and gross
profit margins improved
<PAGE>
in the first quarter of 1997 compared to the first quarter of the prior year.
Warranty provisions decreased in the first quarter of the current year due
primarily to the mix of production (sales) during the quarter. This was
partially offset by increased overtime costs necessary to meet delivery
schedules and costs associated with a program undertaken to identify areas
and means of improvement in the manufacturing process. A similar program was
completed in 1996 at the Bush Hog division and resulted in a significant
improvement in manufacturing efficiencies.
At the Coz division, net sales decreased 4% in the first quarter of
1997 compared to the first quarter of 1996. On an industry wide basis, sales
have decreased in the current year. Customers serviced by the Coz division
have also experienced sales decreases. The majority of the decrease in net
sales was associated with unprocessed products. Gross profits and gross
profit margins improved at the Coz division in the first quarter of the
current year, primarily due to decreased manufacturing costs (primarily
related to lower employment levels), improved manufacturing efficiencies and
lower shipping expenses achieved as a result of spending controls.
Selling and administrative expenses decreased to $8,493,000 (11.7% of
net sales) in the first quarter of 1997 compared to expenses of $9,033,000
(12.0% of net sales) reported in the first quarter of 1996. The decrease in
selling expenses was primarily related to the Bush Hog division where
commissions have decreased. Decreases in administrative expenses were also
primarily related to the Bush Hog division where costs were incurred during
the first quarter of 1996 in connection with a program to identify areas and
means of improvement in the manufacturing process. This program was completed
at the end of the second quarter of 1996. No such costs were incurred at this
division in the first quarter of the current year.
Interest expense in the first quarter of 1997 was $694,000 compared to
interest expense of $442,000 reported in the first quarter of the prior year.
Increased borrowing needs were associated with the Verson division where the
number of presses in process has increased and the division is awaiting final
payments on presses currently being installed. The Company also purchased
approximately $13,000,000 of treasury stock during the first quarter of 1997
as part of a program to purchase up to 1,500,000 shares of the Company's
common stock. See Note 3 of Notes to Condensed Consolidated Financial
Statements.
Reference is made to Note 6 of Notes of Consolidated Condensed
Financial Statements for an analysis of Other (income) expense in the first
quarter of 1997 and 1996. It should be noted that "Litigation
settlements/insurance provisions" in 1997 included income of $1,550,000 from
the
<PAGE>
settlement of an environmental claim against the former owner of an idle
facility, and additional expense of approximately $1,950,000 related
primarily to product liability claims of certain former divisions of the
Company.
FINANCIAL CONDITION AND LIQUIDITY
Working capital at March 31, 1997 was $44,692,000 (current ratio of
1.42 to 1.0) compared to working capital of $50,800,000 (current ratio of
1.68 to 1.0) at December 31, 1996. Net receivables increased by approximately
$27,000,000 compared to December 31, 1996. Approximately 75% of the increase
was related to the Bush Hog division where cash collections associated with
the sale of agricultural equipment to dealers are dependent upon the retail
sale of the product by the dealer. Sales to dealers are typically strong in
the first quarter of the year or just prior to the use season by the farmer.
Extended payment terms are offered to dealers in the form of floor plan
financing which is customary in the industry. The remainder of the increase
in net receivables was associated with the Verson division. A portion of the
amount due from press sales typically is held back by customers until presses
are installed and running at designated rates. The holdbacks related to the
sale of the three "A" presses to Chrysler along with other holdbacks are
currently outstanding. In addition, significant shipments (invoicing) were
made during the latter portion of the first quarter. On a consolidated basis,
inventory levels have decreased by over $1,600,000 since the end of 1996. The
majority of the decrease was associated with the Bush Hog division.
Net borrowings under the Amended and Restated Credit Agreement
increased by over $28,000,000 since the end of 1996. These borrowings, along
with internally generated cash, were used to finance working capital needs
noted above and the purchase of 422,000 additional treasury shares. Through
the end of the first quarter of 1997, the Company has purchased approximately
1,225,000 shares of its common stock since the inception of the repurchase
plan in 1996.
As of March 31, 1997, the Company had cash balances of $1,141,000 and
additional funds of $42,253,000 available under its Amended and Restated
Credit Agreement of which $17,253,000 is available for general corporate and
operating purposes (including costs incurred by the Verson division in
connection with new press orders from the major U. S. automotive
manufacturers) and an additional $25,000,000 which is available for new
Verson business as noted above. The Company anticipates positive cash flow in
the second quarter of 1997, principally from the collection of Bush Hog and
Verson receivables. The Company believes that its expected operating cash
flow and funds available under the Amended and Restated Credit Agreement are
adequate to finance its operating
<PAGE>
and capital expenditures in the near future. During the first quarter of
1997, the Company has been in compliance with all provisions of loan
agreements in effect.
IMPACT FROM NOT YET EFFECTIVE RULES
In February 1997, the Financial Accounting Standards Board (FASB)
issued Statement of Financial Accounting Standards (SFAS) No. 128 - Earnings
per Share. This statement establishes standards for computing and presenting
earnings per share. It replaces the presentation of primary earnings per
share with a presentation of basic earnings per share. It also requires dual
presentation of basic and diluted earnings per share on the face of the
income statement for all entities with a complex capital structure and
requires a reconciliation of the numerator and denominator of basic earnings
per share to the numerator and denominator of the diluted earnings per share
computation. The statement is effective for financial statements issued for
periods ending after December 15, 1997, including interim periods. Earlier
application is not permitted. The Company anticipates that any earnings per
share adjustment from the application of this statement will not be material
to the current method of computing earnings per share.
<PAGE>
PART II - OTHER INFORMATION
Item 6. EXHIBIT AND REPORTS ON FORM 8-K
(a) Exhibits - See Exhibit Index included herein.
(b) Reports on Form 8-K - there were no reports on Form 8-K for the three
months ended March 31, 1997.
<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.
ALLIED PRODUCTS CORPORATION
--------------------------------------
(REGISTRANT)
MAY 12,1997 /s/ Kenneth B. Light
----------------------------------------------
Kenneth B. Light,
Executive Vice President, Chief Financial &
Administrative Officer; Director
MAY 12,1997 /s/ Robert J. Fleck
----------------------------------------------
Robert J. Fleck,
Vice President - Accounting & Chief Accounting
Officer
<PAGE>
ALLIED PRODUCTS CORPORATION
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION OF EXHIBITS
- ----------- -----------------------
27 Financial Data Schedule
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS STATEMENT CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AT MARCH 31, 1997 AND THE CONSOLIDATED
STATEMENT OF INCOME AND THE CONSOLIDATED STATEMENT OF CASH FLOW FOR THE
THREE MONTHS ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000003941
<NAME> ALLIED PRODUCTS
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,141
<SECURITIES> 0
<RECEIVABLES> 80,454
<ALLOWANCES> 637
<INVENTORY> 55,169
<CURRENT-ASSETS> 150,829
<PP&E> 90,703
<DEPRECIATION> 50,949
<TOTAL-ASSETS> 198,799
<CURRENT-LIABILITIES> 106,137
<BONDS> 441
94
0
<COMMON> 0
<OTHER-SE> 86,176
<TOTAL-LIABILITY-AND-EQUITY> 198,799
<SALES> 72,881
<TOTAL-REVENUES> 72,881
<CGS> 55,226
<TOTAL-COSTS> 55,226
<OTHER-EXPENSES> 9,616
<LOSS-PROVISION> 19
<INTEREST-EXPENSE> 694
<INCOME-PRETAX> 8,039
<INCOME-TAX> 2,868
<INCOME-CONTINUING> 5,171
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,171
<EPS-PRIMARY> .63
<EPS-DILUTED> .63
</TABLE>