<PAGE> 1
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 September 30, 1995
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 No. 1-6082
GREINER ENGINEERING, INC.
----------------------------------------------------
Exact name of registrant as specified in its charter
Nevada 95-1799320
- ------------------------------ ------------------
State of other jurisdiction of I.R.S. Employer
incorporation or organization Identification No.
909 East Las Colinas Boulevard, #1900, Irving, Texas 75039
----------------------------------------------------------
Address of Principal Executive Offices
Registrant's telephone number, including area code (214) 869-1001
--------------
4,698,442 shares of $.50 par value common stock were outstanding as of October
27, 1995.
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
----- -----
<PAGE> 2
ITEM 1. FINANCIAL STATEMENTS PART I
GREINER ENGINEERING, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
September 30, 1995 December 31, 1994
------------------ -----------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $13,769,000 $15,043,000
Short-term investments 1,002,000 5,871,000
Accounts receivable, net 41,111,000 37,723,000
Deferred tax assets 1,661,000 -
Prepaid expenses and
other current assets 1,492,000 2,170,000
----------- -----------
Total current assets 59,035,000 60,807,000
Property and equipment, net 9,334,000 8,959,000
Investment in partnerships 153,000 2,475,000
Excess of cost over net assets
acquired, net 714,000 2,359,000
Long-term investments 3,999,000 973,000
Other assets 661,000 616,000
----------- -----------
$73,896,000 $76,189,000
=========== ===========
</TABLE>
See accompanying note to condensed consolidated financial statements.
2
<PAGE> 3
GREINER ENGINEERING, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
September 30, 1995 December 31, 1994
------------------ -----------------
<S> <C> <C>
Current liabilities:
Accounts payable $ 9,161,000 $ 8,222,000
Accrued liabilities 13,979,000 10,210,000
Current and deferred income taxes - 1,099,000
Long-term debt due within one year 44,000 44,000
----------- -----------
Total current liabilities 23,184,000 19,575,000
----------- -----------
Long-term liabilities:
Long-term debt 157,000 157,000
Other 1,280,000 1,231,000
----------- -----------
Total long-term liabilities 1,437,000 1,388,000
----------- -----------
Stockholders' equity:
Preferred stock, $1.00 par value
1,000,000 shares authorized, none issued - -
Common stock, $.50 par value,
20,000,000 shares authorized,
4,825,734 shares issued 2,413,000 2,413,000
Paid-in capital 24,797,000 24,797,000
Retained earnings 23,510,000 28,016,000
----------- -----------
50,720,000 55,226,000
Common stock held in treasury, at cost,
127,292 shares (1995) (1,445,000) -
----------- -----------
Total stockholders' equity 49,275,000 55,226,000
----------- -----------
$73,896,000 $76,189,000
=========== ===========
</TABLE>
See accompanying note to condensed consolidated financial statements.
3
<PAGE> 4
GREINER ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
----------------- -----------------
<S> <C> <C>
Gross revenue $ 39,745,000 $ 38,181,000
Direct costs, principally outside services 10,460,000 9,391,000
----------------- -----------------
Net revenue 29,285,000 28,790,000
Operating expenses:
Salaries and related costs 20,914,000 20,743,000
General expenses 9,309,000 6,995,000
Restructuring charges 3,100,000 -
Valuation adjustment - investment in partnership 2,300,000 -
----------------- -----------------
35,623,000 27,738,000
----------------- -----------------
Income (loss) from operations (6,338,000) 1,052,000
Other income, principally interest 212,000 246,000
Interest expense (3,000) (4,000)
----------------- -----------------
Income (loss) before income taxes (6,129,000) 1,294,000
Provision (benefit) for income taxes (1,852,000) 518,000
----------------- -----------------
Net income (loss) $ (4,277,000) $ 776,000
================= =================
Earnings (loss) per share $ (.91) $ .16
================= =================
Weighted average shares outstanding 4,708,531 4,825,734
================= =================
</TABLE>
See accompanying note to condensed consolidated financial statements.
4
<PAGE> 5
GREINER ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
----------------- -----------------
<S> <C> <C>
Gross revenue $ 117,092,000 $ 113,813,000
Direct costs, principally outside services 29,804,000 28,411,000
----------------- -----------------
Net revenue 87,288,000 85,402,000
Operating expenses:
Salaries and related costs 62,881,000 61,848,000
General expenses 24,518,000 19,536,000
Restructuring charges 3,100,000 -
Valuation adjustment - investment in partnership 2,300,000 -
----------------- -----------------
92,799,000 81,384,000
----------------- -----------------
Income (loss) from operations (5,511,000) 4,018,000
Other income, principally interest 803,000 553,000
Interest expense (11,000) (11,000)
----------------- -----------------
Income (loss) before income taxes (4,719,000) 4,560,000
Provision (benefit) for income taxes (1,288,000) 1,824,000
----------------- -----------------
Net income (loss) $ (3,431,000) $ 2,736,000
================= ==================
Earnings (loss) per share $ (.72) $ .57
================= ==================
Weighted average shares outstanding 4,773,774 4,825,734
================= ==================
</TABLE>
See accompanying note to condensed consolidated financial statements.
5
<PAGE> 6
GREINER ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
------------ ------------
<S> <C> <C>
Cash Flows From Operating Activities:
Net income (loss) $ (3,431,000) $ 2,736,000
Adjustments to reconcile to cash provided by
operating activities:
Depreciation and amortization 2,947,000 2,653,000
Valuation adjustment - investment in partnership 2,300,000 -
Valuation adjustment - writedown of goodwill 1,500,000 -
Provision for losses (recoveries) on accounts
receivable 1,154,000 (67,000)
Other 38,000 39,000
Changes in assets and liabilities:
Accounts receivable (4,542,000) (3,642,000)
Accounts payable and accrued liabilities 4,708,000 3,178,000
Current and deferred income taxes (2,760,000) 312,000
Prepaid expenses 678,000 691,000
Other assets and liabilities - 31,000
------------ ------------
Net cash provided by operating activities 2,592,000 5,931,000
------------ ------------
Cash Flows From Investing Activities:
Payments received on ESOP receivable - 500,000
Additions to property and equipment (3,120,000) (3,252,000)
Change in short-term investments 4,869,000 1,018,000
Change in other investments (3,151,000) -
Payments received on long-term notes receivable - 480,000
Purchase of treasury stock (1,445,000) -
Other 6,000 6,000
------------ ------------
Net cash used by investing activities $ (2,841,000) $ (1,248,000)
------------ ------------
</TABLE>
Continued on next page.
See accompanying note to condensed consolidated financial statements.
6
<PAGE> 7
GREINER ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(Unaudited)
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
-------------- --------------
<S> <C> <C>
Cash Flows From Financing Activities:
Cash dividends paid $ (1,074,000) $ (1,014,000)
Net increase in other long-term liabilities 49,000 49,000
-------------- --------------
Net cash used by financing activities (1,025,000) (965,000)
-------------- --------------
Net increase (decrease) in cash and cash equivalents (1,274,000) 3,718,000
Cash and cash equivalents at beginning of period 15,043,000 15,037,000
-------------- --------------
Cash and cash equivalents at end of period $ 13,769,000 $ 18,755,000
============== ==============
Supplemental cash flow disclosures:
Interest paid $ 11,000 $ 11,000
============== ==============
Income taxes paid $ 1,472,000 $ 1,512,000
============== ==============
</TABLE>
See accompanying note to condensed consolidated financial statements.
7
<PAGE> 8
GREINER ENGINEERING, INC.
NOTE TO CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
(Unaudited)
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
The condensed consolidated financial statements contained herein should be read
in conjunction with the consolidated statements of Greiner Engineering, Inc.
included in the annual report to stockholders for the year ended December 31,
1994. The accompanying condensed consolidated financial statements are
unaudited, but include all adjustments (including normal recurring accruals)
which management considers necessary for a fair presentation at September 30,
1995 and 1994.
It should be understood that accounting measurements at interim dates involve
greater imprecision than at year-end, which is due, in part, to increased
reliance on estimates at interim dates. The results for the nine-month period
ended September 30, 1995 are not necessarily indicative of results for the
entire year. Quarterly results of operations are subject to seasonal
fluctuations which affect the industry in which the Company operates.
Certain reclassifications have been made to the 1994 financial statements to
conform to the 1995 presentation.
Restructuring Charges:
During the third quarter of 1995, the Company initiated various activities to
restructure certain of its operations in order to reduce its cost structure and
improve profitability.
The Company will shift its center of Asian operations from Hong Kong to Kuala
Lumpur, Malaysia. Through consolidation of the Asian activities in its Kuala
Lumpur office, the Company will be able to reduce its office staff and office
space in Hong Kong. The Company recorded a third-quarter restructuring charge
of $500,000 primarily related to reduction of rental costs.
The Company has historically maintained two principal service disciplines in
the California marketplace--land development design and surface transportation
design. Continuing hardships in California's residential land development
market have prompted the Company's decision to de-emphasize residential land
development services within that geography. The firm intends to continue to
pursue transportation infrastructure projects and serve commercial,
recreational, and industrial clients. In redirecting its market priorities,
the firm will complete existing contract obligations to residential developers
and then reduce staff and office space and consolidate office locations to
match its ongoing level of operations. Restructuring charges associated with
these office reductions were recorded in the Company's third quarter of 1995
and are approximately $1,100,000. Costs related to staff reductions will be
reflected in the fourth quarter. A significant portion of the Company's
residential land development business was obtained through the 1990 acquisition
of Bissell & Karn, Inc. As a result of the current restructuring, the Company
has recorded a non-cash charge of $1,500,000 in the third quarter of 1995 to
reduce goodwill associated with the acquired residential land development
operations.
8
<PAGE> 9
GREINER ENGINEERING, INC.
NOTE TO CONDENSED CONSOLIDATED (continued)
FINANCIAL STATEMENTS
(Unaudited)
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
Valuation Adjustment - Investment in Partnership:
The National Transportation Authority (NTA)--a partnership between the Company
and The Perot Group--was formed in 1992 to pursue the planning, financing,
construction, and operation of tollroad facilities worldwide, principally
through public/private partnerships. NTA currently holds the franchise for the
tollway extension to State Route 57 (SR 57) in Orange County, California. To
date, NTA has been unsuccessful in securing necessary financing for the
preliminary environmental phases of the SR 57 project and currently holds no
other significant project franchises. Although NTA is continuing to pursue
financing alternatives for the SR 57 project and is actively seeking new
project opportunities in public/private transportation projects, the lack of
progress on the SR 57 project has caused the Company to record a non-cash
charge of $2,300,000 in the third quarter of 1995 to reduce the carrying value
of its investment in NTA in accordance with recent accounting pronouncements.
Earnings Per Share:
Earnings per share are computed independently for each of the quarters.
Therefore, the sum of quarterly earnings per share does not equal the earnings
per share for the year-to-date periods.
Other:
The Company paid quarterly cash dividends equal to $.075 per share of Common
Stock per quarter, totaling approximately $1,074,000 in 1995.
No sale of unregistered securities was made by the registrant during the
quarter ended September 30, 1995.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The following table sets forth the percentage of revenue represented by the
items in the Company's consolidated statements of operations:
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
---------------------- ---------------------
1995 1994 1995 1994
------ ------ ------ ------
<S> <C> <C> <C> <C>
Gross revenue 100.0% 100.0% 100.0% 100.0%
Direct costs, principally outside 26.3% 24.6% 25.5% 25.0%
services ----- ----- ----- -----
Net revenue 73.7% 75.4% 74.5% 75.0%
Operating expenses:
Salaries and related costs 52.6% 54.3% 53.7% 54.3%
General expenses 23.4% 18.3% 20.9% 17.2%
Restructuring charges 7.8% - 2.6% -
Partnership valuation adjustment 5.8% - 2.0% -
----- ----- ----- -----
89.6% 72.6% 79.2% 71.5%
----- ----- ----- -----
Income (loss) from operations (15.9)% 2.8% (4.7)% 3.5%
Other income, principally interest 0.5% 0.6% 0.7% 0.5%
----- ----- ----- -----
Income (loss) before income taxes (15.4)% 3.4% (4.0)% 4.0%
Provision (benefit) for income taxes (4.6)% 1.4% (1.1)% 1.6%
----- ----- ----- -----
Net income (loss) (10.8)% 2.0% (2.9)% 2.4%
====== ===== ===== =====
</TABLE>
Revenue:
The Company's gross revenue increased to $39,745,000 for the third quarter of
1995 from $38,181,000 in 1994. Net revenue for the same period increased to
$29,285,000 from $28,790,000. These increases in revenue are primarily due to
the continued increase in surface transportation projects in the mid-Atlantic,
northeast and southeast areas of the U.S. This increase in revenue was
partially offset by the decline in development projects in northern California.
For the first nine months of 1995, the Company's gross revenue increased to
$117,092,000 from $113,813,000 in 1994. Net revenue for the same period
increased to $87,288,000 from $85,402,000. These increases are due to the
revenue growth in the surface transportation markets discussed above.
10
<PAGE> 11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)
Salaries and Related Costs:
Salaries and related costs (payroll taxes, insurance and other fringe)
decreased in the third quarter of 1995 to 52.6% of gross revenue from 54.3% in
the third quarter of 1994. For the first nine months of the year, salaries and
related costs decreased to 53.7% of gross revenue in 1995 from 54.3% in 1994.
These decreases are primarily a result of the reduction in employee incentive
expenses in 1995 due to insufficient profits. This decrease was partially
offset by a increase in the Company's marketing efforts, particularly in the
international marketplace.
General Expenses:
General expenses increased to 23.4% of gross revenue during the third quarter
of 1995 from 18.3% for the same period of 1994. General expenses for the first
nine months of 1995 increased to 20.9% of gross revenue from 17.2% in 1994.
The Company recently announced that a contract through one of its subsidiaries
to provide design and construction engineering services for two major bridge
structures in Hong Kong had been terminated and all services have been
discontinued. Substantial contract and payment disputes exist which the
Company has been unable to resolve. These disputes resulted in an increase in
the allowance for doubtful accounts related to outstanding receivables on this
contract of approximately $850,000 in the third quarter. This increase in the
allowance for doubtful accounts is a principal reason for the increase in
general expenses. The Company has filed for arbitration pursuant to this
contract; however, resolution may take as long as one year to complete. The
termination of this contract does not significantly impact the Company's
backlog.
Several other factors also contributed to the increase in general expenses for
the third quarter and first nine months of 1995. They include higher
depreciation expense due to continued upgrading of computer hardware and
software; higher data processing expense as fewer of these expenses were
directly reimbursable on projects in 1995 compared to 1994; and increased
reserves related to contract audit matters, litigation and other contingencies.
Restructuring Charges:
During the third quarter of 1995, the Company initiated various activities to
restructure certain of its operations in order to reduce its cost structure and
improve profitability.
The Company will shift its center of Asian operations from Hong Kong to Kuala
Lumpur, Malaysia. Through consolidation of the Asian activities in its Kuala
Lumpur office, the Company will be able to reduce its office staff and office
space in Hong Kong. The Company recorded a third-quarter restructuring charge
of $500,000 primarily related to the reduction of rental costs.
The Company has historically maintained two principal service disciplines in
the California marketplace--land development design and surface transportation
design. Continuing hardships in California's residential land development
market have prompted the Company's decision to de-emphasize residential land
development services within that geography. The firm intends to continue to
pursue transportation infrastructure projects and serve commercial,
recreational, and industrial clients. In redirecting its market priorities,
the firm will complete existing contract obligations to residential developers
and then reduce staff and office space and consolidate office locations to
match its ongoing level of operations. Restructuring charges associated with
these office reductions were recorded in the Company's third quarter of 1995
and are approximately $1,100,000. A significant portion of the Company's
residential land development business was obtained through the 1990 acquisition
of Bissell & Karn, Inc. As a result of the current restructuring, the Company
has recorded a non-cash charge of $1,500,000 in the third quarter of 1995 to
reduce goodwill associated with the acquired residential land development
operations.
11
<PAGE> 12
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)
The Company expects to incur additional costs in the fourth quarter of 1995 for
staff reductions and/or redeployment of staff related to the restructuring.
These additional costs, as well as the accrued lease termination costs, will
result in future cash expenditures.
Valuation Adjustment - Investment in Partnership:
The National Transportation Authority (NTA)--a partnership between the Company
and The Perot Group--was formed in 1992 to pursue the planning, financing,
construction, and operation of tollroad facilities worldwide, principally
through public/private partnerships. NTA currently holds the franchise for the
tollway extension to State Route 57 (SR 57) in Orange County, California. To
date, NTA has been unsuccessful in securing necessary financing for the
preliminary environmental phases of the SR 57 project and currently holds no
other significant project franchises. Although NTA is continuing to pursue
financing alternatives for the SR 57 project and is actively seeking new
project opportunities in public/private transportation projects, the lack of
progress on the SR 57 project has caused the Company to record a non-cash
charge of $2,300,000 in the third quarter of 1995 to reduce the carrying value
of its investment in NTA in accordance with recent accounting pronouncements.
Other Income, Principally Interest:
Other income decreased slightly during the third quarter of 1995 due to the
decline in the Company's cash and investment balances. Other income increased
to $803,000 during the first nine months of 1995 from $553,000 in 1994 due to
the rise in interest rates on the Company's short-term and long-term
investments.
Liquidity and Capital Resources
The Company's liquidity and capital measurements are set forth below:
<TABLE>
<CAPTION>
September 30, December 31,
1995 1994
-------------------- --------------------
<S> <C> <C>
Working capital $35,851,000 $41,232,000
Working capital ratio 2.5 to 1 3.1 to 1
Percentage of debt to equity .4% .4%
</TABLE>
The decrease in working capital resulted from a combination of several factors.
In 1995 the Company has converted approximately $3,000,000 of short-term
investments to long-term (average maturity of two years) to improve the yield
on investments and also purchased treasury stock for $1,445,000. In addition,
the estimated costs related to the restructuring of the Company's Hong Kong and
California operations are included in current liabilities. Working capital was
positively impacted from the generation of current deferred tax benefits in
1995 resulting from certain of the restructuring charges and the reduction in
the carrying value of the investment in partnership. Working capital was also
improved by an increase in receivables resulting from operations.
At September 30, 1995 the Company had a $15,000,000 bank line of credit. Such
bank line provides for the payment of interest at the bank's prime rate or
1-1/2% over the bank's cost of acquiring funds. At September 30, 1995 and
December 31, 1994, there were no borrowings outstanding under the bank line of
credit.
12
<PAGE> 13
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)
The Company's debt covenants associated with the bank line of credit restrict
the declaration of cash dividends based on the Company's profitability. Due to
the losses incurred in the third quarter of 1995, primarily resulting from the
restructuring charges and the partnership valuation adjustment, the Company's
profitability fell below the level required for dividend declarations under the
terms of the debt covenants. Accordingly, the Company secured a waiver from
the bank relating to the declaration of the fourth quarter cash dividend.
Backlog:
The Company's backlog at September 30, 1995 was approximately $171,000,000 as
compared to $162,000,000 at December 31, 1994. Significant third quarter sales
include: a roadway and bridge construction inspection contract with a large
developer in Florida; final design for a portion of a six-lane divided highway
in Maryland; engineering and architectural design services for a new primary
care center in Indiana; and preparation of a master plan and environmental
impact statement for future airport projects at Manchester Airport,
Massachusetts.
13
<PAGE> 14
ITEM 6. INDEX TO EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 11 - Statement of computation of per share earnings
Exhibit 27 - Financial Data Schedule
(b) No reports on Form 8-K were filed during the quarter ended September 30,
1995.
14
<PAGE> 15
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.
GREINER ENGINEERING, INC.
(Registrant)
November 2, 1995 Patrick J. McColpin
- ---------------- ----------------------------------------
Date Patrick J. McColpin
Vice President and
Chief Financial Officer
15
<PAGE> 16
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
11 Computation of Per Share Earnings
27 Financial Data Schedule
<PAGE> 1
EXHIBIT 11 COMPUTATION OF PER SHARE EARNINGS
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
------------ ------------
<S> <C> <C>
Primary earnings per share:
Weighted average shares currently
outstanding or as originally reported 4,773,774 4,825,734
Effect of stock options (A) - -
------------ ------------
4,773,774 4,825,734
============ ============
Net income (loss) $ (3,431,000) $ 2,736,000
============ ============
Total earnings (loss) per share $ (.72) $ .57
============ ============
Fully diluted earnings per share:
Weighted average shares currently
outstanding or as originally reported 4,773,774 4,825,734
Effect of stock options (B) - -
------------ ------------
4,773,774 4,825,734
============ ============
Net income (loss) $ (3,431,000) $ 2,736,000
============ ============
Total earnings (loss) per share $ (.72) $ .57
============ ============
</TABLE>
(A) Excludes the effect of dilutive stock options of 4,122 for 1994
(antidilutive in 1995).
(B) Excludes the effect of dilutive stock options of 4,122 for 1994
(antidilutive in 1995).
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 13,769,000
<SECURITIES> 1,002,000
<RECEIVABLES> 41,111,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 59,035,000
<PP&E> 9,334,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 73,896,000
<CURRENT-LIABILITIES> 23,184,000
<BONDS> 0
<COMMON> 2,413,000
0
0
<OTHER-SE> 46,862,000
<TOTAL-LIABILITY-AND-EQUITY> 73,896,000
<SALES> 0
<TOTAL-REVENUES> 117,092,000
<CGS> 0
<TOTAL-COSTS> 29,804,000
<OTHER-EXPENSES> 92,799,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,000
<INCOME-PRETAX> (4,719,000)
<INCOME-TAX> (1,288,000)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,431,000)
<EPS-PRIMARY> (.72)
<EPS-DILUTED> 0
</TABLE>
