SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the fiscal year ended Commission File
January 31, 1996 No. 0-5653
BALA CYNWYD CORPORATION
_________________________________________________________________
(Exact name of registrant as specified in its charter)
New Jersey 22-1436237
_________________________________ ______________________________
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) No.)
301 City Avenue
Bala Cynwyd, Pennsylvania 19004
_________________________________ __________
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number,
including area code: (610) 667-8225
_______________
Securities registered pursuant to Section 12(g) of the Act:
Common Stock - $.05 par value
______________________________
(Title of class)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
____ _____
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ____
The aggregate market value of the voting stock held by
non-affiliates of the registrant, computed on the basis of the
average bid price of such stock as of September 16, 1991, the
last date on which price information was available from the
National Quotation Bureau, Inc., was $116,728.
As of April 24, 1996, 1,021,314 shares of the registrant's common
stock were outstanding.
<PAGE>
PART I
________
Item 1. Business.
Until November 1, 1982, Bala Cynwyd Corporation, under
its former name, ITI Electronics, Inc. (the "Company") was
engaged primarily as a designer and manufacturer of electrical
equipment for the communications industry. On April 7, 1983, the
Company sold its business, its name and all of its operating
assets for the aggregate price of $592,600. The entire
consideration (subject to adjustments) was paid in cash at
settlement. In accordance with the terms of the purchase
agreement, the buyer assumed all warranties and returns on past
sales.
At the present time the Company has no employees.
On April 21, 1983, a Certificate of Amendment to the
Certificate of Incorporation was filed with the Secretary of
State of New Jersey changing the corporate name of the Company to
Bala Cynwyd Corporation.
Item 2. Properties.
At the present time, the Company shares space at 301
City Avenue, Bala Cynwyd, Pennsylvania 19004, with Davic
Financial Services, a sole proprietorship of Albert M. Zlotnick,
president of the Company.
Item 3. Legal Proceedings.
On September 1, 1992, Antiquities of Nevada, Inc.
defaulted on its obligations to the Company under the loan
documents, and on September 14, 1992, Antiquities filed a Chapter
11 bankruptcy proceeding in the United States Bankruptcy Court
for the District of Nevada. On February 24, 1993, the Court
confirmed the amended Antiquities Plan of Reorganization, which
provides, inter alia, for a monthly repayment schedule of
principal and interest owed to the Company over a period of 22
months through November 30, 1994. Antiquities has completed its
payments to the Company. See Note 2 to Financial Statements.
Item 4. Submission of Matters to Vote of Security Holders.
None.
PART II
________
Item 5. Market for Registrant's Common Stock and Related
Security Holder Matters.
(a) Price Range of Common Stock.
Due to the infrequent and limited number of shares of
common stock traded, the common stock has been unpriced during
the last two fiscal years. The last available market price data
for the common stock was on September 16, 1991 as follows: high
bid: 1/4; low bid: 1/4, as reported by the National Quotation
Bureau, Inc. Such quotations represent prices in the
over-the-counter market between dealers in securities, and do not
include retail mark-up, mark-down or commission, and do not
necessarily represent actual transactions, and cannot be
considered indicative of any reliable market value for the common
stock.
(b) Approximate Number of Security Holders.
Number of Record Holders
Title of Class (as of April 24, 1996)
_______________ __________________________
Common Stock 650
$.05 Par Value
(c) Dividends.
The Company did not pay a cash dividend on its common
stock during its last two fiscal years. The payment of any
future dividends is within the discretion of the Company's Board
of Directors and will depend, among other things, on the
Company's earnings and capital requirements. At the present time
the Company does not anticipate the payment of any cash dividends
in fiscal 1996.
Item 6. Selected Financial Data.
The following selected financial data for the years
ended January 31, 1992 and 1993 have been derived from financial
statements audited by Simonson, Lipschutz & Fogel P.C., the
Company's former independent certified public accountants.
The following selected financial data for the years
ended January 31, 1994, 1995 and 1996 have been derived from
financial statements audited by BDO Seidman, LLP, the Company's
current independent certified public accountants. The audited
financial statements at January 31, 1995 and 1996 and for the
years then ended with the report thereon of BDO Seidman, LLP are
included elsewhere herein and should be read in conjunction with
these data.
<PAGE>
<TABLE>
<CAPTION>
BALA CYNWYD CORPORATION
SUMMARY OF SELECTED FINANCIAL DATA
YEARS ENDED JANUARY 31, 1992 TO 1996
1996 1995 1994 1993 1992
______ ______ ______ ______ ______
<S> <C> <C> <C> <C> <C>
Results of operations
Income $38,402 $30,404 $39,084 $44,616 $38,454
Net income (loss) 16,314 (50,899) (5,142) (56,726) (296)
Dividends paid on
common stock 0 0 0 0 0
Per share of common
stock:
Income (loss) .02 (.05) (.01) (.06) 0
Weighted average number
of common shares
outstanding 1,021,314 1,021,314 1,021,314 1,021,314 1,021,314
Financial position:
Total assets $458,788 $442,645 $534,893 $558,268 $544,425
Shareholders' equity 436,046 419,732 470,631 475,773 532,499
</TABLE>
<PAGE>
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operation.
The Company has shown an increase in income of $8,098
in fiscal 1995 compared with the prior year due to higher yields
on its investments and repayment of a loan by Antiquities. See
Note 2 to Financial Statements. An increase in general and
administrative expenses of $10,775 in fiscal 1995 from the prior
year was primarily due to an increase in management fee expense,
offset by the recovery of a $31,990 reserve for any potentially
uncollectible reimbursements in connection with the loan to
Antiquities, resulted in net income of $16,314 for fiscal 1995
compared with a net loss of $50,899 for the prior year. During
fiscal 1994, the Company reported a decrease in income before
taxes and an increase of $45,757 in net loss compared to the
prior year due to lower yields on its investments and the
provision of an allowance in the amount of $38,000 for any
potentially uncollectible reimbursements in connection with the
loan to Antiquities.
The Company presently conducts no business. Its only
income consists of interest from notes receivable.
Effects of Inflation.
____________________
Inflation does not affect the Company except to the
extent that it may affect the yields on its investments.
Item 8. Financial Statements and Supplementary Data.
Report of Independent Certified Public Accountants
Board of Directors
Bala Cynwyd Corporation
Bala Cynwyd, Pennsylvania
We have audited the accompanying balance sheets of Bala Cynwyd
Corporation as of January 31, 1996 and 1995, and the related
statements of operations and retained earnings (deficit) and cash
flows for the years then ended. We have also audited Schedule II
included under Item 14. These financial statements and schedule
are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial
statements and schedule based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements and schedule are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall presentation of the financial
statements and schedule. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Bala Cynwyd Corporation as of January 31, 1996 and 1995, and
the results of its operations and cash flows for the years then
ended in conformity with generally accepted accounting
principles.
Also, in our opinion, Schedule II presents fairly, in all
material respects, the information set forth therein.
/s/ BDO SEIDMAN, LLP
__________________________
BDO SEIDMAN, LLP
April 22, 1996
<PAGE>
BALA CYNWYD CORPORATION
BALANCE SHEETS
January 31, 1996 1995
________________________________ __________ __________
Assets
Cash and cash equivalents $ 1,681 $ 21,508
Receivables
Litigation settlement, net
of allowance for losses of
$88,000 in 1995 (Note 2) -- 66,010
Other 4,920 4,416
Due from officer/stockholder
(Notes 3 and 7) 451,005 349,529
Prepaid and refundable income taxes 1,182 1,182
__________ __________
$ 458,788 $ 442,645
Liabilities and Stockholders' Equity
Liabilities
Due to affiliate (Note 4) $ 3,000 $ 3,000
Accrued expenses 19,742 19,913
__________ __________
22,742 22,913
Stockholders' equity
Preferred stock, cumulative
convertible, $.05 par;
authorized 500,000 shares,
issued 2,600 shares 130 130
Common stock, $.05 par;
authorized 2,000,000 shares,
issued 1,054,419 shares 52,721 52,721
Additional paid-in capital 462,327 462,327
(Deficit) (59,566) (75,880)
__________ __________
455,612 439,298
Less treasury stock, at cost
Preferred (2,600 shares) (5,000) (5,000)
Common (33,105 shares) (14,566) (14,566)
__________ __________
436,046 419,732
__________ __________
$ 458,788 $ 442,645
See accompanying notes to financial statements.
<PAGE>
BALA CYNWYD CORPORATION
STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (DEFICIT)
<TABLE>
<CAPTION>
Year ended January 31, 1996 1995 1994
_______________________________________________ _________ _________ ________
<S> <C> <C> <C>
Revenue, interest income (Note 3) $ 38,402 $ 30,404 $ 39,084
__________ __________ __________
38,402 30,404 39,084
General and administrative expenses (Note 5) 22,088 43,303 44,226
Provision for unreimbursed expenses (Note 2) -- 38,000 --
__________ __________ __________
22,088 81,303 44,226
__________ __________ __________
Income (loss) before income taxes 16,314 (50,899) (5,142)
Income taxes (Note 6) -- -- --
__________ __________ __________
Net income (loss) 16,314 (50,899) (5,142)
(Deficit), at beginning of year (75,880) (24,981) (19,839)
__________ __________ __________
(Deficit), at end of year $ (59,566) $ (75,880) $ (24,981)
========== ========== ==========
Income (loss) per common share $ .02 $ (.05) $ (.01)
========== ========== ==========
Weighted average number of common
shares outstanding 1,021,314 1,021,314 1,021,314
</TABLE>
See accompanying notes to financial statements.
<PAGE>
BALA CYNWYD CORPORATION
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Year ended January 31, 1996 1995 1994
__________________________________________________ ________ ________ ________
<S> <C> <C> <C>
Cash flows from operating activities
Net income (loss) $ 16,314 $ (50,899) $ (5,142)
Adjustments to reconcile net income
(loss) to net cash provided (used)
by operating activities
Provision (recovery) for losses
on receivables (31,990) 38,000 --
Increase (decrease) in
Receivables (505) 2,221 (24,263)
Prepaid and refundable income taxes -- 35 20
Increase (decrease) in
Accrued expenses (170) (41,350) (18,483)
Income taxes payable -- -- 250
________ ________ _________
Net cash (used in) operating activities (16,351) (51,993) (47,618)
________ ________ _________
Cash flows from investing activities
Advances to officer/stockholder, net (101,476) (139,263) (41,744)
Payments on notes receivable 98,000 166,724 130,000
________ ________ _________
Net cash (used) provided by investing activities (3,476) 27,461 88,256
________ ________ _________
Net (decrease) increase in cash and cash equivalents (19,827) (24,532) 40,638
Cash and cash equivalents, at beginning of year 21,508 46,040 5,402
________ ________ _________
Cash and cash equivalents, at end of year $ 1,681 $ 21,508 $ 46,040
======== ======== =========
Supplemental disclosure of cash flow information
Cash paid during the year for
Income taxes $ -- $ 250 $ --
</TABLE>
See accompanying notes to financial statements.
<PAGE>
BALA CYNWYD CORPORATION
NOTES TO FINANCIAL STATEMENTS
1. BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
The Company presently conducts no business, but is searching
for appropriate investment and acquisition opportunities.
Its only income consists of interest from notes receivable.
CASH EQUIVALENTS
For purposes of the statement of cash flows, the Company
considers all highly liquid debt instruments purchased with
maturities of three months or less to be cash equivalents.
EARNINGS PER SHARE
Earnings per share are computed based on the weighted
average number of common shares outstanding during each year
(1,021,314 shares in 1996, 1995 and 1994).
USE OF ESTIMATES
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results
could differ from those estimates.
2. NOTES RECEIVABLE
On October 30, 1991, the Company agreed to extend credit
facilities up to an initial principal amount of $350,000 to
Antiquities of Nevada, Inc. ("Antiquities"), and on January
29, 1992 entered into an amendment increasing the maximum
credit availability by $150,000 through June 15, 1992. On
May 15, 1992 the loan agreement was amended, whereby the
principal amount of $431,724 due as of that date was to be
repaid in installments from June to August 1992, with the
balance of principal, accrued interest and related costs due
on September 1, 1992. The notes bear interest at 10% per
annum and are collateralized by all of the assets of
Antiquities, along with the guarantees of the stockholders.
On September 1, 1992, Antiquities defaulted on its
obligations under the loan agreements, and filed for
protection under Chapter 11 of the Federal Bankruptcy Code
on September 14, 1992. Under court order, Antiquities was
required to pay the Company $10,000 per month towards this
obligation plus interest of $3,000 per month, pending the
filing and confirmation of a plan of reorganization. On
February 24, 1993, the plan of reorganization was confirmed
by the Court. The plan required monthly payments of
principal of $10,000 to July 1993, $15,000 to June, 1994 and
$20,000 to November 1994, plus interest payable monthly at
10% per annum. Through July 1993, the principal payments
were received. Subsequent to that point in time, monthly
principal payments in amounts less than the required amounts
were received.
As of January 31, 1996, the Company has incurred legal and
other costs in excess of $192,000 in connection with
exercising its rights under the notes, which pursuant to the
loan agreements is reimbursable to the Company by
Antiquities of which approximately $90,000 was collected.
The Bankruptcy Court has ordered Antiquities to pay during
the 23rd through 26th months of the confirmed plan, $86,500
of the Company's legal fees and expenses incurred during the
Antiquities bankruptcy proceeding. The Company has provided
an allowance in the amount of $88,000 for any potentially
uncollectible reimbursements. Antiquities has completed
payments in accordance with the loan agreements of $31,990
in excess of the Company's allowance. No further payments
are due from Antiquities.
3. DUE FROM OFFICER/STOCKHOLDER
There are no formal repayment terms and the advance bears
interest at the prime rate (8.50% at January 31, 1996).
Interest income relating to this advance was $35,595,
$19,488 and $11,592 for the years ended January 31, 1996,
1995 and 1994, respectively.
4. DUE TO AFFILIATE
There are no formal repayment terms and the advance bears
interest at the prime rate. Interest expense relating to
this advance was $249, $240 and $250 for the years ended
January 31, 1996, 1995 and 1994, respectively.
5. MANAGEMENT FEES
The Company has agreed to compensate its president and
principal stockholder for his services in maintaining the
corporate books and records and in investigating possible
merger and acquisition candidates for the Company, and to
reimburse him for expenses incurred. Management fees of
$30,000 are included in general and administrative expenses
for each of the years ended January 31, 1996, 1995 and 1994,
respectively.
6. INCOME TAXES
The Company is classified as a personal holding company for
each of the periods presented. The Company is subject to a
Federal tax equal to 28% of its undistributed earnings, in
addition to any other income taxes payable.
At January 31, 1996, the Company has accumulated, for
federal and state income tax purposes, net operating loss
carryforwards. The utilization of these losses to reduce
future income taxes will depend upon the generation of
sufficient taxable income prior to the expiration of the net
operating loss carryforwards. These carryforwards,
amounting to approximately $23,700, have expiration dates of
2008 through 2010.
7. SUBSEQUENT EVENT
On May 13, 1996, the amount due from officer/stockholder of
$451,005 was paid in full.
<PAGE>
BALA CYNWYD CORPORATION
SCHEDULE II -- VALUATION AND QUALIFYING ACCOUNTS
<TABLE>
<CAPTION>
Additions
___________
(1) (2)
Balance at Charged to Charged to Balance at
Beginning Costs and Other End of
of Year Expenses Accounts Deductions Year
_________ _________ _________ __________ __________
<S> <C> <C> <C> <C> <C>
1996
Litigation settlement -
allowance for uncollectible amounts $ 88,000 $ -- $ -- $ 88,000 $ --
1995
Litigation settlement -
allowance for uncollectible amounts $ 50,000 $ 38,000 $ -- $ -- $ 88,000
1994
Litigation settlement -
allowance for uncollectible amounts $ 50,000 $ -- $ -- $ -- $ 50,000
</TABLE>
See accompanying financial statements.
<PAGE>
Item 9. Disagreements on Accounting and Financial Disclosure.
None.
PART III
_________
Item 10. Directors and Executive Officers of Registrant.
(a) Identification of Directors.
Other offices
Name Age with Registrant Director Since
__________________ ___ _______________ ______________
Albert M. Zlotnick 71 Chairman of Board, 1979
President and Treasurer
Robert Zlotnick 33 None 1983
Robert Zlotnick is the son of Albert M. Zlotnick.
All Directors hold office for the balance of the
present term and until their successors are elected and
qualified.
(b) Identification of Executive Officers.
Albert M. Zlotnick is Chairman of the Board, President
and Treasurer of the Company. Mr. Zlotnick has been Chairman of
the Board since 1979 and has been President and Treasurer since
April 1983.
____________________
Business Experience.
Albert M. Zlotnick. Mr. Zlotnick has been a private
investor and financial consultant for a period in excess of five
years. Since 1987, he has been General Partner of Asset Ventures
I, a Pennsylvania limited partnership which is the largest
shareholder of Beverly Hills Bancorp and Macintosh Corporation.
Mr. Zlotnick is Chairman of the Board of the Company, Beverly
Hills Bancorp, P.H.C., Inc., Electronic Data Controls, Inc.,
Robin Industries, Inc., and Convention Centers, Inc.
Robert Zlotnick. Mr. Zlotnick is a psychologist and is
the son of Albert Zlotnick.
Item 11. Executive Compensation.
No Executive Officer received in excess of $100,000
cash compensation during the fiscal year ended January 31, 1996.
All Executive Officers as a group received a total of $30,000
cash compensation during the fiscal year ended January 31, 1996.
The following information is furnished for the
Company's Chief Executive Officer. See Note 5 to Financial
Statements.
Summary Compensation Table
Name and Principal Fiscal Years Total
Position ended January 31, Compensation
___________________ __________________ _____________
Albert M. Zlotnick 1996 $36,000
Chief Executive Officer, 1995 $30,000
Chairman and President 1994 $30,000
The Company does not provide any non-cash remuneration
to its Executive Officers and Directors. No pension plan or
other retirement benefit for the benefit of Executive Officers or
Directors is funded by the Company. The Company pays no
remuneration to Directors for service as such. The Company has
no options, warrants or rights plans.
Item 12. Security Ownership of Certain Beneficial Owners
and Management.
(a) Security Ownership of Certain Beneficial Owners.
The following table sets forth, as of April 24, 1996,
the information with respect to common stock ownership of each
person known by the Company to own beneficially more than 5% of
the shares of the Company's common stock:
Name and Address of Amount and Nature of Percent of
Beneficial Owner Beneficial Ownership Class
___________________ ____________________ ___________
Albert M. Zlotnick 554,404 54%
301 City Avenue
Bala Cynwyd, PA 19004
(b) Security Ownership of Management.
The following table sets forth, as of April 24, 1996,
the information with respect to common stock ownership of each
director, and of all directors and officers as a group:
Name and Address of Amount of Nature of Percent of
Beneficial Owner Beneficial Ownership Class
___________________ _____________________ __________
Albert M. Zlotnick 554,404 54%
All Directors and 554,404 54%
Officers as a Group (2)
Robert Zlotnick, a Director of the Company, by reason
of being the son of Albert M. Zlotnick, could be deemed to be a
beneficial owner of those shares owned by Albert M. Zlotnick,
although Robert Zlotnick has no legal or equitable interest in
such shares and disclaims beneficial ownership of such shares.
Item 13. Certain Relationships and Related Transactions.
The Company has made advances which bear interest at
the prime rate to Albert M. Zlotnick, president of the Company.
The balance of advances, net of repayments, was $451,005 at
January 31, 1996. See Note 3 to Financial Statements. On May
13, 1996, this amount was paid in full. See Note 7 to Financial
Statements.
PART IV
________
Item 14. Exhibits, Financial Schedules, and Reports on Form 8-K.
(a) 1. Financial Statements.
Independent Auditor's Report
Balance Sheets as of January 31,
1996 and 1995
Statements of Operations and Retained
Earnings (Deficit) for years ended
January 31, 1996, 1995 and 1994
Statements of Cash Flows for years ended
January 31, 1996, 1995 and 1994
Notes to Financial Statements
2. Financial Statement Schedules.
Schedule II - Valuation and Qualifying
Accounts
3. Exhibits.
Incorporated
Exhibit Number By Reference
______________ _____________
3.1 Articles of Incorporation, Form 10-K for year
as amended ended January 31, 1984
3.1 By-laws Form 10-K for year
ended January 31, 1984
10.1 Loan Agreement dated Form 10-Q for the
October 31, 1991, between quarter ended October
the Company and Antiquities 31, 1991
of Nevada, Inc.
27 Financial Data Schedule Filed herewith
28 Amended Disclosure Form 10-K for year
Statement and Amended Plan ended January 31,
of Reorganization of 1993
Antiquities of Nevada, Inc.,
and Court Orders approving
same
(b) Reports on Form 8-K. 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.
May 14, 1996 BALA CYNWYD CORPORATION
By:/s/Albert M. Zlotnick
_______________________________
Albert M. Zlotnick, President,
Chief Financial Officer
and Chief Executive Officer
Pursuant to the requirements of the Securities
Exchange Act of 1934, this Report is signed below by the
following persons on behalf of the Registrant and in the
capacities and on the dates indicated.
/s/Albert M. Zlotnick President, May 14, 1996
_______________________ Chairman of the
Albert M. Zlotnick Board and Director
/s/Robert Zlotnick Director May 14, 1996
_____________________
Robert Zlotnick
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
BALA CYNWYD CORPORATION
YEAR ENDED JANUARY 31, 1996
Appendix A to Item 601(c) of Regulations S-K
(Article 5 of Regulation S-X
Commercial and Industrial Companies)
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JAN-31-1996
<PERIOD-END> JAN-31-1996
<CASH> 1,681
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 7,783
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 458,788
<CURRENT-LIABILITIES> 22,742
<BONDS> 0
0
130
<COMMON> 52,721
<OTHER-SE> 383,195
<TOTAL-LIABILITY-AND-EQUITY> 458,788
<SALES> 0
<TOTAL-REVENUES> 70,392
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 44,078
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 26,314
<INCOME-TAX> 0
<INCOME-CONTINUING> 26,314
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 26,314
<EPS-PRIMARY> 0.03
<EPS-DILUTED> 0.03
</TABLE>
