SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended December 31, 1996 Commission file number 0-6664
K-TEL INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Minnesota 41-0946588
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2605 Fernbrook Lane North, Minneapolis, Minnesota 55447-4736
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612) 559-6888
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____
APPLICABLE ONLY TO CORPORATE ISSUERS:
At February 7, 1997 there were outstanding 3,761,431 shares of common stock,
$.01 par value per share, of K-tel International, Inc.
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
INDEX TO FORM 10-Q
For the quarter ended December 31, 1996
PART I - FINANCIAL INFORMATION PAGE NO.
- ------------------------------ --------
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Operations
- Three and six months periods ended December 31, 1996 and 1995 3
Consolidated Balance Sheets
- December 31, 1996 and June 30, 1996 4
Consolidated Statements of Cash Flows
- Six month periods ended December 31, 1996 and 1995 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-11
PART II - OTHER INFORMATION
- ---------------------------
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
- ----------
EXHIBITS
- --------
Exhibit 11: Statement Regarding Computation of Earnings Per Share
Exhibit 27: Financial Data Schedule (SEC use)
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED
(IN THOUSANDS - EXCEPT PER SHARE DATA)
Three Months Ended Six Months Ended
December 31, December 31,
-------------------- --------------------
1996 1995 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
NET SALES $ 17,131 $ 18,792 $ 32,753 $ 35,416
-------- -------- -------- --------
COSTS AND EXPENSES:
Cost of goods sold 8,431 10,320 15,909 18,832
Advertising 2,934 3,113 5,718 5,848
Selling, general & administrative 3,969 5,138 8,360 10,127
-------- -------- -------- --------
Total Costs and Expenses 15,334 18,571 29,987 34,807
-------- -------- -------- --------
OPERATING INCOME 1,797 221 2,766 609
-------- -------- -------- --------
NON-OPERATING INCOME (EXPENSE):
Interest income 13 (31) 30 75
Interest expense (3) (117) (21) (192)
Foreign currency transaction gain (loss) 70 (11) 51 (1)
-------- -------- -------- --------
Total Non-operating Income (Expense) 80 (159) 60 (118)
-------- -------- -------- --------
INCOME BEFORE PROVISION
FOR INCOME TAXES 1,877 62 2,826 491
PROVISION FOR INCOME TAXES (125) (144) (222) (268)
-------- -------- -------- --------
NET INCOME (LOSS) $ 1,752 $ (82) $ 2,604 $ 223
======== ======== ======== ========
NET INCOME (LOSS) PER COMMON AND
COMMON EQUIVALENT SHARE $ .45 $ (.02) $ .68 $ .06
======== ======== ======== ========
WEIGHTED AVERAGE NUMBER OF
COMMON AND COMMON EQUIVALENT
SHARES OUTSTANDING 3,864 3,717 3,823 3,792
======== ======== ======== ========
</TABLE>
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1996 AND JUNE 30, 1996
(IN THOUSANDS)
December 31, June 30,
1996 1996
------------ --------
(UNAUDITED)
ASSETS
Current Assets:
Cash and cash equivalents $ 6,186 $ 3,255
Accounts receivable, net 12,680 15,028
Inventories 5,880 5,808
Royalty advances 1,130 1,188
Prepaid expenses 1,483 645
Income tax refund receivable 89
-------- --------
Total Current Assets 27,359 26,013
-------- --------
Property and Equipment 2,958 2,759
Less-Accumulated depreciation and amortization (2,034) (1,966)
-------- --------
Property and Equipment, net 924 793
Other Assets 1,065 989
-------- --------
$ 29,348 $ 27,795
======== ========
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current Liabilities:
Line of credit $ -- $ 1,864
Accounts payable 2,937 4,112
Accrued royalties 11,506 10,866
Reserve for returns 7,049 6,817
Other current liabilities 3,600 2,328
Income taxes payable 112 244
-------- --------
Total Current Liabilities 25,204 26,231
-------- --------
Preferred stock -- --
Common stock 37 37
Contributed capital 7,884 7,870
Accumulated deficit (3,062) (5,666)
Cumulative translation adjustment (715) (677)
-------- --------
Total Shareholders' Investment 4,144 1,564
-------- --------
$ 29,348 $ 27,795
======== ========
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
FOR THE SIX MONTHS ENDED DECEMBER 31, 1996 AND 1995
(IN THOUSANDS)
December 31,
1996 1995
------- -------
Cash Flows From Operating Activities:
Net income $ 2,604 $ 223
Adjustments to reconcile net income to cash provided
by (used for) operating activities:
Depreciation and amortization 262 300
Changes in current operating items:
Restricted Cash -- 345
Accounts receivable 2,446 (4,889)
Inventories (50) (1,024)
Royalty advances 85 257
Prepaid expenses and other (828) 375
Current liabilities 710 2,382
------- -------
Cash provided by (used for) operating activities 5,229 (2,031)
------- -------
Cash flows from investing activities:
Property and equipment purchases (311) (268)
Proceeds from sale of property and equipment 30 58
Music catalog additions (122) (217)
Other (42) (31)
------- -------
Cash used for investing activities (445) (458)
------- -------
Cash flows from financing activities:
Repayments on line of credit (1,864) --
Proceeds from note payable to bank -- 2,243
Proceeds from exercise of stock options 14 38
------- -------
Cash provided by (used for) financing activities (1,850) 2,281
Effect of exchange rates on cash (3) (29)
------- -------
Net increase(decrease) in cash and cash equivalents 2,931 (237)
Cash and cash equivalents at beginning of year 3,255 2,154
------- -------
Cash and cash equivalents at period end 6,186 1,917
======= =======
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements 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 of Regulation S-X. Accordingly, they do not include
all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation have been
included. Operating results for the six month period ended December 31,
1996 are not necessarily indicative of the results that may be expected
for the year as a whole. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Company's annual report on Form 10-K for the year ended June 30, 1996.
2. LAWSUIT SETTLEMENT
In 1993, Dominion Entertainment, Inc. and K-tel Entertainment (U.K.),
Ltd. filed a lawsuit against a United Kingdom entertainment company
regarding infringement on a number of the Company's owned music master
copyrights. During December, 1996, the Company settled the lawsuit for
$950,000, consisting of a reimbursement of legal costs which produced
an $850,000 net income benefit to the company and is recorded as a
reduction of selling, general and administrative expenses in the
accompanying statement of operations for the period ended December 31,
1996. The Company also entered into a license agreement with that
United Kingdom company which included an advance of future royalties of
approximately $650,000 which has been recorded as a liability for
deferred income on the accompanying balance sheet as of December 31,
1996.
3. RECENTLY ISSUED ACCOUNTING STANDARD
Statement of Financial Accounting Standards No. 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to be
Disposed of ("Statement 121"), issued in March 1995 and effective for
fiscal years beginning after December 15, 1995, establishes accounting
standards for the recognition and measurement of impairment of
long-lived assets, and goodwill either to be held or disposed of.
Management believes the adoption of Statement 121 will not have a
material impact on the Company's financial position or results of
operations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
A. Results of Operations
The following tables set forth, for the periods indicated, certain
items from the Company's consolidated statements of operations
expressed as a percentage of net sales.
<TABLE>
<CAPTION>
K-TEL INTERNATIONAL, INC.
RESULTS OF OPERATIONS BY GEOGRAPHIC REGION
(IN 000'S)
Quarter Ended December 31, 1996 Quarter Ended December 31, 1995
------------------------------------------------------- ---------------------------------------------------
North America Europe Total North America Europe Total
---------------- ----------------- ---------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net Sales $ 8,979 100% $ 8,152 100% $17,131 100% $11,621 100% $ 7,171 100% $18,792 100%
Costs and expenses
Cost of goods sold 4,580 51% 3,851 47% 8,431 49% 6,861 59% 3,459 48% 10,320 55%
Advertising 1,255 14% 1,679 21% 2,934 17% 1,611 14% 1,502 21% 3,113 17%
Selling, general & 1,646 18% 1,815 22% 3,461 20% 2,900 25% 1,890 26% 4,790 25%
administrative ------- ---- ------- ----- ------- ---- ------- ---- ------- ---- ------- ----
Operating Income $ 1,498 17% $ 807 10% $ 2,305 13% $ 249 2% $ 320 5% $ 569 3%
======= ==== ======= ===== ======= ==== ======= ==== ======= ==== ======= ====
</TABLE>
In addition to the operating amounts above for the quarter ended December 31,
1996, the parent holding company recorded $508,000 in expenses. For the quarter
ended December 31, 1995 the parent holding company recorded $348,000 in
expenses.
<TABLE>
<CAPTION>
K-TEL INTERNATIONAL, INC.
RESULTS OF OPERATIONS BY GEOGRAPHIC REGION
(IN 000'S)
Six Months Ended December 31, 1996 Six Months Ended December 31, 1995
-------------------------------------------------- ---------------------------------------------------
North America Europe Total North America Europe Total
--------------- --------------- --------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net Sales $18,627 100% $14,126 100% $32,753 100% $23,247 100% $12,169 100% $35,416 100%
Costs and expenses
Cost of goods sold 9,381 50% 6,528 46% 15,909 49% 12,946 55% 5,886 48% 18,832 53%
Advertising 2,843 15% 2,875 20% 5,718 17% 3,411 15% 2,437 20% 5,848 17%
Selling, general & 4,033 22% 3,615 26% 7,648 23% 5,807 25% 3,537 29% 9,344 26%
administrative
------- ---- ------- ---- ------- ---- ------- ---- ------- ---- ------- ----
Operating Income (Loss) $ 2,370 13% $ 1,108 8% $ 3,478 11% $ 1,083 5% $ 309 3% $ 1,392 4%
======= ==== ======= ==== ======= ==== ======= ==== ======= ==== ======= ====
</TABLE>
In addition to the operating amounts above for the six months ended December 31,
1996, the parent holding company recorded $712,000 in expenses. For the six
months ended December 31, 1995 the parent holding company recorded $783,000 in
expenses.
For the six months ended December 31, 1996 consolidated net sales were
$32,753,000 with operating income of $2,766,000 and net income of
$2,604,000 or $.68 per share. Consolidated net sales for the same
period last fiscal year were $35,416,000 with operating income of
$609,000 and net income of $223,000 or $.06 per share.
For the quarter ended December 31, 1996 consolidated net sales were
$17,131,000 with operating income of $1,797,000 and net income of
$1,752,000 or $.45 per share. For the same period last fiscal year,
sales were $18,792,000 with operating income of $221,000 and net loss
of $82,000 or $.02 per share.
Consolidated net sales decreased $2,663,000 or 8% for the six months
ended December 31, 1996 from the previous year comparable period. North
American net sales were down 20% from the prior year comparable period
due primarily to prior year fourth quarter divestitures of unprofitable
businesses/divisions, lower U.S. consumer convenience product retail
sales due to less new product promotions and lower U.S. direct response
television sales due to fewer promotions. These North American sales
decreases more than off set a European 16% sales increase resulting
from stronger German and United Kingdom sales in the current year.
Foreign currency conditions were less favorable than in the comparable
prior year period and caused sales to be $624,000 lower for the six
months ended December 31, 1996, than they would have been had exchange
rates remained consistent with the prior year.
Consolidated net sales decreased $1,661,000 for the quarter ended
December 31, 1996 from the previous year comparable period. North
American sales decreased and European sales increased over the prior
year comparable period for the same reasons as described above with the
addition of lower second quarter U.S. retail music sales resulting from
a general, softer retail music sales environment in the current year.
Cost of goods sold for the six months ended December 31, 1996 were 49%
of sales compared to 53% for the same period last year, and decreased
to 49% for the quarter ended December 31, 1996 compared to 55% for the
previous year comparable period. For the six months and quarter ended
December 31, 1996, North American and European cost of goods sold, as a
percentage of sales, were less than the prior year comparable periods
due mainly to overall higher music and consumer product margins
resulting from an overall stronger margin product mix for the first
half of the current fiscal year.
Consolidated advertising costs as a percent of sales were approximately
17% for the six months and quarter ended December 31, 1996. For North
America and Europe, advertising costs as a percent of sales were
comparable to the prior year for both the quarter and six months ended
December 31.
Selling, general and administrative expenses for the six month period
ended December 31, 1996 were $8,360,000 or 26% of sales compared to
$10,127,000 or 29% of sales in the prior year comparable period. For
the quarter ended December 31, 1996, selling, general and
administrative expenses were $3,969,000 or 23% of sales compared to
$5,138,000 or 27% of sales in the prior year comparable period. North
American selling, general and administrative expenses were down for the
six months and quarter ended December 31, 1996, due mainly to the
second quarter settlement of a long outstanding legal dispute with a
United Kingdom entertainment company regarding infringement of a number
of the Company's owned music master recordings. The settlement resulted
in a second quarter net benefit (recovery of legal expenses) to the
Company of $850,000. (See Note 2). Selling, general and administrative
expenses for the periods were also down from prior year comparable
periods due to prior year end divestitures of unprofitable
businesses/divisions and some overhead reductions in the United States.
European selling, general and administrative expenses were lower as a
percent of sales for both the six month period and quarter ended
December 31, 1996, compared to the prior year periods, due mainly to
better overall European sales performance in the current fiscal year.
Operating income increased to $2,766,000, for the six months ended
December 31, 1996, from $609,000 for the same period last year.
Operating income increased to $1,797,000 for the quarter ended December
31, 1996 from $221,000 for the same period last fiscal year. For the
six months and quarter ended December 31, 1996, North American
operating income was $2,370,000 and $1,498,000, respectively, compared
to $1,083,000 and $249,000 for the prior year comparable periods. The
increase was due mainly to the positive profit impact from the above
mentioned settlement with a United Kingdom entertainment company
regarding infringement of a number of the company's owned music master
recordings. For the six months and quarter ended December 31, 1996,
European operating income was $1,108,000 and $807,000, respectively,
compared to $309,000 and $320,000 for the prior year comparable periods
due mainly to stronger current year profit from the Company's United
Kingdom and German operations versus the prior year as a result of
previous years restructuring and fine tuning in those operations.
Interest expense for the six months and quarter ended December 31, 1996
was $21,000 and $3,000, respectively compared to $192,000 and $117,000
for the comparable prior year periods. The decrease in interest expense
was due to the reduced usage of the Company's asset based line of
credit in the current fiscal year.
During the six month period ended December 31, 1996, the Company
experienced a foreign currency transaction gain of $51,000 compared to
a loss of $1,000 experienced in the comparable period in the prior
year. For the quarter ended December 31, 1996, the Company experienced
a foreign currency translation gain of $70,000 compared to a previous
year second quarter loss of $11,000. The Company has a policy to reduce
its foreign currency exchange exposure by hedging its exposure through
the use of forward contracts. Most of the Company's foreign currency
transaction exposure is due to certain European subsidiaries
liabilities which are payable to the Company's U.S. parent or U.S.
subsidiaries. In accordance with generally accepted accounting
principles the payable balances are adjusted quarterly to the local
currency equivalent of the U.S. dollar. The majority of the fiscal 1997
translation gains were the result of these intercompany liabilities.
Gains or losses resulting from these intercompany liabilities remain
unrealized until such time as the underlying liabilities are settled.
The provision for income taxes was $222,000 and $125,000 for the six
months and quarter ended December 31, 1996, respectively, compared to
$268,000 and $144,000 for the comparable periods last year. Variations
in the Company's tax provision are a factor of the country of origin of
profits and the availability of net operating loss carryforwards.
Operating results for the six month period ended December 31, 1996 are
not necessarily indicative of the results that may be expected for the
year as a whole.
B. Liquidity and Capital Resources
During the six months ended December 31, 1996, cash and cash
equivalents increased approximately $2,931,000 to $6,186,000. The
overall increase in cash was primarily due to increased net income and
net decreases in accounts receivable as higher prior fiscal year end
accounts receivable were collected in the first and second quarters of
the new fiscal year.
Two of the Company's United States subsidiaries, K-tel International
(USA), Inc. and Dominion Entertainment, Inc. (the "Subsidiaries") have
a revolving credit agreement which was extended to January 31, 1997.
The Company is currently in negotiations with the bank to extend this
line of credit and is confident the line of credit will be renewed. The
agreement provided for an asset based line of credit not to exceed
$5,000,000 in total, with availability based on a monthly borrowing
base derived from the Subsidiaries accounts receivable and inventory.
Borrowings are collateralized by the assets of the Subsidiaries,
including accounts receivable, inventories, equipment and Dominion
Entertainment, Inc.'s owned music master recordings. The Company has
also guaranteed all borrowings of the Subsidiaries. There was no amount
outstanding under the line of credit at December 31, 1996. The
Subsidiaries are required to maintain minimum levels of tangible net
worth and certain other financial ratios. As of December 31, 1996 the
Subsidiaries were in compliance or have obtained waivers for these
covenants.
During the first six months of fiscal 1997 the Company purchased
approximately $271,000 of consumer convenience product from K-tel
International Ltd., a company owned and operated in Canada by Mr.
Philip Kives, the Chairman of the Board. The Company owed approximately
$32,000 to K-tel International Ltd. at December 31, 1996. Also, K-tel
International Ltd. purchased approximately $130,000 from the Company
during the first six months ended December 31, 1996 and owed the
Company $92,000 at December 31, 1996. Outstanding balances are settled
on a timely basis. No interest will be charged on the related
outstanding balances during fiscal 1996.
Management considers its cash needs for the current fiscal year to be
adequately covered by its operations, borrowings under the bank line of
credit, when it is renewed, or by funding from a company owned by Mr.
Kives, the Chairman of the Board of Directors of the Company. Although
management is not privy to the financial statements of the Chairman's
other companies, he has assured K-tel International, Inc. that he will
fund its operations on an as needed basis consistent with his past
practices which have mainly been by way of giving the Company open
ended payment terms on product purchased from his affiliate companies.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBIT INDEX
11 Statement Regarding Computation of Earnings Per Share
27 Financial Data Schedule (SEC use)
(b) REPORTS ON FORM 8-K
The Company did not file any reports on Form 8-K during the quarter ended
December 31, 1996.
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.
K-TEL INTERNATIONAL, INC.
REGISTRANT
/S/ PHILIP KIVES
--------------------------------------
PHILIP KIVES
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
/S/ DAVID WEINER
--------------------------------------
DAVID WEINER
PRESIDENT
/S/ MARK DIXON
--------------------------------------
MARK DIXON
CHIEF FINANCIAL OFFICER
(principal accounting officer)
Exhibit 11
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
(In Thousands, Except Per Share Amounts)
For the Quarters ended December 31, 1996 and 1995
<TABLE>
<CAPTION>
1996 1995
------- -------
<S> <C> <C>
Primary earnings per share --
Weighted average number of issued shares outstanding 3,749 3,717
Effect of:
Stock Incentive Plan 115 --
------- -------
Shares outstanding used to compute primary earnings per share 3,864 3,717
======= =======
Net Income (Loss) $ 1,752 $ (82)
======= =======
Primary earnings (loss) per share $ .45 $ (.02)
======= =======
Fully diluted earnings per share --
Weighted average number of shares used for primary earnings per share 3,749 3,717
Effect of:
Stock Incentive Plan 170 --
------- -------
Shares outstanding used to compute fully diluted earnings per share 3,919 3,717
======= =======
Net Income (Loss) $ 1,752 $ (82)
======= =======
Fully diluted earnings (Loss) per share $ .45 $ (.02)
======= =======
</TABLE>
Exhibit 11
K-TEL INTERNATIONAL, INC. AND SUBSIDIARIES
STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
(In Thousands, Except Per Share Amounts)
For the six months ended December 31, 1996 and 1995
<TABLE>
<CAPTION>
1996 1995
------ ------
<S> <C> <C>
Primary earnings per share --
Weighted average number of issued shares outstanding 3,746 3,713
Effect of:
Stock Incentive Plan 77 79
------ ------
Shares outstanding used to compute primary earnings per share 3,823 3,792
====== ======
Net Income $2,604 $ 223
====== ======
Primary earnings per share $ .68 $ .06
====== ======
Fully diluted earnings per share --
Weighted average number of shares used for primary earnings per share 3,746 3,792
Effect of:
Stock Incentive Plan 119 --
------ ------
Shares outstanding used to compute fully diluted earnings per share 3,865 3,792
====== ======
Net Income $2,604 $ 223
====== ======
Fully diluted earnings per share $ .68 $ .06
====== ======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> OCT-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 6,186
<SECURITIES> 0
<RECEIVABLES> 12,680
<ALLOWANCES> 0
<INVENTORY> 5,880
<CURRENT-ASSETS> 27,359
<PP&E> 2,958
<DEPRECIATION> (2,034)
<TOTAL-ASSETS> 29,348
<CURRENT-LIABILITIES> 25,204
<BONDS> 0
0
0
<COMMON> 3,864
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 29,348
<SALES> 32,753
<TOTAL-REVENUES> 0
<CGS> 15,909
<TOTAL-COSTS> 29,987
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (21)
<INCOME-PRETAX> 2,826
<INCOME-TAX> (222)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,604
<EPS-PRIMARY> 0.68
<EPS-DILUTED> 0.68
</TABLE>
