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Page 1 of 14
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 THE THREE MONTHS ENDED DECEMBER 31, 1994 COMMISSION FILE NO. 0-11527
MPSI SYSTEMS INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 73-1064024
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8282 South Memorial Drive, Tulsa, Oklahoma 74133
- --------------------------------------------------------------------------------
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code (918) 250-9611
------------------------------
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
----- -----
Number of shares of common stock outstanding at December 31, 1994 - 2,728,411
-------------
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INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Part I. FINANCIAL INFORMATION:
Financial Statements:
Consolidated Balance Sheets - December 31, 1994
and September 30, 1994 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Statements of Operations -
Three Months Ended December 31, 1994 and 1993 . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Consolidated Statement of Stockholders' Equity -
Three Months Ended December 31, 1994 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Consolidated Statements of Cash Flow -
Three Months Ended December 31, 1994 and 1993 . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Notes To Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Management's Discussion and Analysis of Financial Condition and
Quarterly Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Part II. OTHER INFORMATION (Including Index to Exhibits) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
</TABLE>
2
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MPSI SYSTEMS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
Assets
- -------------------------------------------------------------------------------------------------------------------
December 31, September 30,
1994 1994
- -------------------------------------------------------------------------------------------------------------------
(unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 783,000 $ 635,000
Short-term investments, at cost 45,000 44,000
Receivables:
Trade 2,912,000 2,089,000
Current portion of long-term receivables 2,020,000 2,313,000
Work in process inventory 595,000 532,000
Prepayments 166,000 216,000
- -----------------------------------------------------------------------------------------------------------------
Total current assets 6,521,000 5,829,000
Long-term receivables, net of current portion
and unamortized discount 1,722,000 1,790,000
Property and equipment, net of accumulated amortization 920,000 987,000
Software products, net of accumulated amortization 600,000 601,000
Other assets 526,000 527,000
- -----------------------------------------------------------------------------------------------------------------
Total assets $10,289,000 $ 9,734,000
=================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
3
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MPSI SYSTEMS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Cont'd)
Liabilities and Stockholders' Equity
<TABLE>
<CAPTION>
December 31, September 30,
1994 1994
- -------------------------------------------------------------------------------
(unaudited)
<S> <C> <C>
Current liabilities:
Accounts payable $ 1,315,000 $ 1,224,000
Accrued liabilities 1,082,000 1,160,000
Deferred revenue 3,698,000 3,392,000
Net current liabilities of discontinued 11,000 58,000
operations
- -------------------------------------------------------------------------------
Total current liabilities 6,106,000 5,834,000
Non-current deferred revenue 1,194,000 1,068,000
Other noncurrent liabilities 244,000 349,000
- -------------------------------------------------------------------------------
Total liabilities 7,544,000 7,251,000
- -------------------------------------------------------------------------------
Commitments and contingencies - -
Stockholders' equity (Note 2):
Preferred Stock, $.10 par value, 1,000,000
shares authorized, none issued or
outstanding - -
Common Stock, $.05 par value, 20,000,000
authorized, 2,728,000 shares issued
and outstanding at December 31 and
September 30, 1994 136,000 136,000
Junior Common Stock, $.05 par value, 500,000
shares authorized, none issued or
outstanding - -
Additional paid-in capital 12,742,000 12,742,000
Deficit (11,197,000) (11,369,000)
Foreign currency translation adjustment 1,064,000 974,000
- -------------------------------------------------------------------------------
Total stockholders' equity 2,745,000 2,483,000
- -------------------------------------------------------------------------------
Total liabilities and stockholder $10,289,000 $ 9,734,000
equity
===============================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
4
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MPSI SYSTEMS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
Three Months Ended December 31,
-------------------------------
1994 1993
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Revenues:
Software maintenance and information services $ 4,659,000 $ 4,344,000
Software 252,000 13,000
- -------------------------------------------------------------------------------------------------------------------
Total revenues 4,911,000 4,357,000
- -------------------------------------------------------------------------------------------------------------------
Cost of Sales:
Software maintenance and information services 1,903,000 1,670,000
Software 30,000 60,000
- -------------------------------------------------------------------------------------------------------------------
Total cost of sales 1,933,000 1,730,000
- -------------------------------------------------------------------------------------------------------------------
Gross profit 2,978,000 2,627,000
Operating expenses:
General and administrative 646,000 610,000
Marketing 1,644,000 1,290,000
Research and development 609,000 544,000
- -------------------------------------------------------------------------------------------------------------------
Total operating expenses 2,899,000 2,444,000
- -------------------------------------------------------------------------------------------------------------------
Operating income 79,000 183,000
Other income (expense):
Interest income 40,000 52,000
Interest expense (2,000) (5,000)
Gain on foreign exchange 91,000 42,000
Other, net 5,000 (3,000)
- -------------------------------------------------------------------------------------------------------------------
Income before income taxes 213,000 269,000
Provision for income taxes (41,000) (58,000)
- -------------------------------------------------------------------------------------------------------------------
Income from continuing operations 172,000 211,000
Loss from discontinued operations - (88,000)
- -------------------------------------------------------------------------------------------------------------------
Net income $ 172,000 $ 123,000
===================================================================================================================
Income (loss) per share:
Continuing operations $ .06 $ .07
Discontinued operations - (.03)
- -------------------------------------------------------------------------------------------------------------------
Net income per share $ .06 $ .04
===================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
5
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MPSI SYSTEMS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
THREE MONTHS ENDED DECEMBER 31, 1994
(UNAUDITED)
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------
Foreign
Common stock Additional currency Total
----------------------- paid-in translation stockholders'
Shares Amount capital Deficit adjustment equity
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance,
September 30, 1994 2,728,000 $136,000 $12,742,000 $(11,369,000) $ 974,000 $2,483,000
Net income - - - 172,000 - 172,000
Foreign currency
translation
adjustment - - - - 90,000 90,000
- -----------------------------------------------------------------------------------------------------------------
Balance,
December 31, 1994 2,728,000 $136,000 $12,742,000 $(11,197,000) $1,064,000 $2,745,000
=================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
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MPSI SYSTEMS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED)
(NOTE 3)
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------
Three Months Ended December 31,
--------------------------------
1994 1993
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Income from continuing operations $ 172,000 $ 211,000
Adjustments to reconcile income from continuing operations
to cash provided (used) by continuing operations:
Depreciation and amortization of property and equipment 99,000 98,000
Amortization of software products 30,000 60,000
Gain on sale of assets (5,000) (9,000)
Changes in assets and liabilities:
Decrease (increase) in assets:
Receivables (462,000) 856,000
Inventories (63,000) 29,000
Other 51,000 152,000
Increase (decrease) in liabilities:
Trade payables and accruals (46,000) (671,000)
Taxes payable (3,000) 9,000
Deferred revenue 432,000 (724,000)
- -------------------------------------------------------------------------------------------------------------------
Net cash provided by operations 205,000 11,000
- -------------------------------------------------------------------------------------------------------------------
Loss from discontinued operations:
Adjustments to reconcile loss from discontinued operations - (88,000)
to cash provided by discontinued operations:
Provision for loss on accounts receivable - 1,000
Depreciation and amortization of property and equipment - 9,000
Changes in assets and liabilities - 200,000
- ------------------------------------------------------------------------------------------------------------------
Net cash provided by discontinued operations - 122,000
- ------------------------------------------------------------------------------------------------------------------
Net cash provided by operations 205,000 133,000
- ------------------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
Decrease (increase) in short-term investment (1,000) (38,000)
Purchase equipment (33,000) (38,000)
Software development (29,000) (40,000)
Proceeds from disposition of assets 6,000 -
Net investment activities of discontinued operations - (31,000)
- ------------------------------------------------------------------------------------------------------------------
Net cash used by investing activities (57,000) (147,000)
- ------------------------------------------------------------------------------------------------------------------
Cash flows from financing activities - -
- ------------------------------------------------------------------------------------------------------------------
Decrease in cash and cash equivalents 148,000 (14,000)
Cash and cash equivalents at beginning of period 635,000 415,000
- ------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period $ 783,000 $ 401,000
==================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements.
7
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MPSI SYSTEMS INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. General Notes
Certain notes to the September 30, 1994 audited consolidated financial
statements filed with Form 10-K are applicable to the unaudited
consolidated financial statements for the three months ended December
31, 1994. Accordingly, reference should be made to the audited
financial statements at September 30, 1994.
In the opinion of the Company, the unaudited consolidated financial
statements as of December 31, 1994 contain all adjustments (including
normal recurring accruals) necessary to fairly present the financial
position and the results of operations of the Company. The results of
operations for the three months ended December 31, 1994 are not
necessarily indicative of the results to be expected for the full year.
2. Stock Transactions
During the quarter ended December 31, 1994 the Company collected
approximately $6,000 of receivables held over from the September 1, 1994
sale of assets by its Retail Systems, Inc. subsidiary. During the same
period, the Company settled severance and close-down liabilities of
approximately $53,000 accrued at the time of disposition. At December
31, 1994 there remained approximately $11,000 of accrued employee health
insurance liabilities expected to be settled during the fiscal quarter
ending March 31, 1995.
3. Supplemental Cash Flow Information
The Company paid interest of $2,000 and $5,000 during the three months
ended December 31, 1994 and 1993, respectively. Income taxes of $43,000
and $50,000 were paid during the quarter ended December 31, 1994 and
1993, respectively.
8
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND QUARTERLY RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
MPSI Systems Inc. reported net income from continuing operations of
$172,000 or $.06 per share for the quarter ended December 31, 1994 on revenues
of $4,911,000 compared with $211,000 or $.07 per share on revenues of
$4,357,000 for the first fiscal quarter last year.
REVENUES. Revenues in the comparative quarter ended December 31, 1994
were favorably impacted by an unusual contract adjustment with a European
client. Such adjustment accounted for all of the software revenues in that
quarter and contributed approximately $324,000 of market study revenues without
any costs. Subsequent discussions in this report concerning comparison of
affected accounts will ignore that transaction.
Software revenues increased $252,000 compared with the year-ago quarter
reflecting revenue from three new clients. These new clients represent a
Scandinavian postal service and petroleum clients in Thailand and the U.S.
Software maintenance revenue declined $216,000 principally related to
maintenance revenues from one U.S. software user who renewed its software
license for three years beginning in March 1994. The license renewal
contractually tied maintenance activities and revenues to the delivery of
world- wide market studies to the licenser's affiliates. Since the renewal,
only nominal new market study orders to which this contract applies have been
received. The Company is, however, currently negotiating a substantial market
study order package with the licenser and expects maintenance revenues in
future periods to increase to more comparable levels as a result thereof.
Revenues from market study and consulting services are up approximately
$877,000 or 22% compared with the year-ago quarter. Geographically, such
increase reflects improvement in the Pacific Rim - $480,000 or 27%; North
America - $313,000 or 25% and South America - $67,000 or 20%. Our European
operations are flat compared with last year's quarter. Although the Company
does not anticipate substantial improvement in that European trend during the
remainder of fiscal year 1995, several clients and former clients are very
interested in recently released products aimed at providing customized market
information. Such information is substantially less expensive than full-blown
market studies and, while such services do not provide the market place
modeling attributes of the Company's more expansive products, they do allow
clients with smaller networks or more limited budgets to have access to market
information.
MPSI continues to pursue business opportunities with the United States
Postal Service. The Company is currently developing a $300,000 market study of
a major U.S. metropolitan area as a test project and anticipates delivery in
May 1995. Any subsequent business, should it be forthcoming, is not expected
to impact the 1995 results of operations until late in the fiscal year.
Management believes there is substantial business opportunity in this industry
sector.
Although not significantly impacting the results of operations in the
current quarter, MPSI has been providing services recently to petroleum
companies seeking to align themselves with quick service restaurants in order
to increase retail traffic. These services have thus far been performed
primarily for four major oil company clients in North and South America.
However, MPSI's multinational petroleum clients may move the same philosophy
overseas if it is successful in the Americas. This could provide MPSI an
opportunity to serve not only major petroleum clients but stand-alone quick
service restaurants and smaller independent petroleum marketers as well.
GROSS PROFIT. Gross profit on market study services as a percent of
revenues increased to approximately 58% during the quarter ended December 31,
1994 from 55% during the comparable quarter last year. This profitability
increase was attributable to production process improvements and technology
being applied to information gathering, geographic mapping and data base
production methods.
Amortization of software development costs, which accounts for the Software
Cost of Sales in the Consolidated Statements of Operations, was lower during
the quarter ended December 31, 1994 than in the comparable quarter last year.
This is primarily attributable to lower cost capitalization as certain of the
Company's new products approach commercial release. The Company anticipates
that such amortization costs will increase in subsequent quarters as new
products are
9
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commercially released. The commercial version of PVO(TM) is scheduled for
release this summer. MPSI anticipates release of its new CAPS(TM) model for
the United States during the second fiscal quarter ending March 31, 1995.
Subsequent geographical releases of that product are scheduled for Europe in
the third quarter, South America in the fourth quarter, Japan in the first
fiscal quarter of 1996 and Southeast Asia during the 1996 second quarter.
OPERATING EXPENSES. Operating expenses were $455,000 or 19% higher than
for the same quarter last year. General and administrative expenses are up
compared with December 31, 1993 primarily due to the costs associated with
updating an active registration statement in order to reflect the September
discontinuance of operations by a subsidiary (see "Discontinued Operations"
below). Comparability of marketing expense between the two quarters was
affected by the severe staff reductions undertaken in 1993 which left staff
levels at December 31, 1993 at the lowest point in several years. Such staff
reductions had been undertaken in order to more properly align costs with the
then current level of revenues. Subsequent to December 31, 1993 as revenues
increased and new products approached commercial release, the Company has
selectively added staff to meet new demand. Cost increases reflected in the
current quarter were principally directed at South American business
opportunities and at increased technical expertise related to the PVO(TM)
product. Research and development costs increased compared with last year
principally due to a lower percentage of personnel costs being capitalized. As
the CAPS(TM) product nears delivery for the U.S. market, resources are shifting
to specification and planning phases on other projects. Such costs are not
capitalizable in accordance with the Company's current accounting policies.
OTHER INCOME (EXPENSE). As noted above, a substantial portion of the
increase in revenues during the quarter ended December 31, 1994 was
attributable to the Pacific Rim. Such revenues are generally billed in
Singapore Dollars. The Singapore Dollar continued to increase in strength
compared with the U.S. Dollar since September 30, 1994. The Company
accordingly realized higher exchange gains on such transactions in the quarter
ended December 31, 1994. Income taxes set forth in the Consolidated Statements
of Operations are primarily foreign income taxes withheld at the source by our
clients. The Company still has substantial net operating loss carryforwards
for U.S. tax purposes and is not anticipating significant U.S. tax expense this
fiscal year.
DISCONTINUED OPERATIONS. The operations of a wholly owned subsidiary,
Retail Systems, Inc., which was discontinued September 1, 1994, contributed a
loss of $88,000 or $.03 per share during the prior year quarter. Although such
operations contributed positively to cash flow from operations for the quarter
ended December 31, 1993 as set forth in the Consolidated Statements of Cash
Flow, such operations had not previously been positive cash contributors and
did not positively contribute between December 31, 1993 and September 1, 1994,
the date on which operations were terminated. During the quarter ended
December 31, 1994 the Company liquidated severance and other obligations
totaling $47,000 accrued at the disposition date. The remaining obligations of
$11,000 at December 31, 1994 relate primarily to employee insurance claims
which will be liquidated in the Company's second fiscal quarter of 1995.
FINANCIAL CONDITION AND LIQUIDITY
WORKING CAPITAL. Cash and working capital improved by approximately
$148,000 and $420,000, respectively, during the quarter ended December 31,
1994, reflecting better liquidity. Reflected in the working capital
improvements was an increase in receivables and a decline in payables and
accruals. The increase in receivables reflects advanced billings to Japanese
and U.S. clients from whom business levels are higher than during the same
quarter last year. Portions of such advance billings are offset in deferred
revenue based upon the percent of completion applicable to each underlying
market study project. Accounts payable and accrued liabilities at December 31,
1994 rose $13,000 compared with December 31, 1993, but actually declined
$97,000 if a reclassification from Other Non-current Liabilities in the amount
of $110,000 is taken into account. The reclassification related to an
obligation for deferred compensation payable in November 1995 at the earliest.
Such obligation was classified as non-current at September 30, 1994 but as a
current accrued liability at December 31, 1994.
The Company had a line of credit with its principal bank in the amount of
$375,000 at December 31, 1994, none of which was in use. As set forth in its
Annual Report, the availability under such line of credit declines $25,000 each
quarter.
NON-CURRENT ASSETS. Property and equipment declined during the quarter
ended December 31, 1994 as the result of normal depreciation in the amount of
$99,000 which exceeded new equipment additions of $33,000. Additional
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equipment costing approximately $360,000 is anticipated during the remainder of
fiscal year 1995, all of which is expected to be funded from operations.
NON-CURRENT LIABILITIES AND EQUITY. Non-current deferred revenue
increased reflecting the deferred maintenance components of the new software
licenses. Other non-current liabilities declined as the result of the $110,000
deferred compensation reclassification discussed above. In addition to the
change applicable to quarterly net income, equity increased approximately
$90,000 reflecting the stronger Singapore Dollar investment in its Pacific Rim
operations.
11
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PART II - OTHER INFORMATION
Item 1 -- Legal Proceedings - None.
Item 2 -- Changes in Securities - None.
Item 3 -- Defaults Upon Senior Securities - None.
Item 4 -- Submission of Matters to a Vote of Security Holders - None
Item 5 -- Other Information - None
Item 6 -- Exhibits and Reports on Form 8-K.
Page
(a) Exhibit: ----
11.1 Earnings per share computation 14
27.1 Financial Data Schedule 15
(b) Reports on Form 8-K - No reports on such form were filed
during the quarter ended December 31, 1994.
12
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed in its behalf by the
undersigned hereunto duly authorized.
MPSI SYSTEMS INC.
Date February 8, 1995 By /s/ Ronald G. Harper
---------------- ------------------------
Ronald G. Harper, President
(Chief Executive Officer)
and Director
Date February 8, 1995 By /s/ James C. Auten
---------------- ------------------------
James C. Auten
Corporate Controller
(Principal Accounting
and Financial Officer)
13
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
No. Description
- ------- -----------
<S> <C>
11.1 Earnings per share computation
27.1 Financial Data Schedule
</TABLE>
<PAGE> 1
EXHIBIT 11.1 - Earnings Per Share Computation
Earnings per share calculations may be affected by the granting of stock
options under the Company's stock option plan. The granting of these options
may have a dilutive effect on earnings per common and common equivalent share.
Following is a summary computation of the weighted average number of shares
outstanding and earnings per share using the treasury-stock method. All
computations give effect to the conversion of preferred stock and to the
one-for-ten reverse stock split effective November 16, 1993 as if these
transactions had occurred retroactively. Primary and fully diluted earnings
per share are the same for each period presented.
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------
Three Months Ended December 31,
-------------------------------
Weighted Average Shares Outstanding 1994 1993
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Common stock outstanding throughout the period 2,728,000 2,705,000
Dilutive unexercised stock options:
Shares presumed issued at exercise ($2.25 per share) 91,000 107,000
Less: Shares repurchased with presumed proceeds at average per
share price ($2.95 in 1994 and $7.15 in 1993 per share) (69,000) (34,000)
- -----------------------------------------------------------------------------------------------------------------
Weighted average shares outstanding 2,750,000 2,778,000
=================================================================================================================
</TABLE>
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------
(b)
Per Share Computations (a) Weighted Per Share (a / b)
Results of Average -----------------------
Operations Shares 1994 1993
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
1994 - Continuing operations $ 172,000 2,750,000 $ .06
Discontinued operations - 2,750,000 -
Net income $ 172,000 2,750,000 $ .06
1993 - Continuing operations $ 211,000 2,778,000 $ .07
Discontinued operations (88,000) 2,778,000 (.03)
Net income $ 123,000 2,778,000 $ .04
==================================================================================================================
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1994
<PERIOD-START> OCT-01-1994
<PERIOD-END> DEC-31-1994
<CASH> 828
<SECURITIES> 0
<RECEIVABLES> 2,912
<ALLOWANCES> 0
<INVENTORY> 595
<CURRENT-ASSETS> 6,521
<PP&E> 8,118
<DEPRECIATION> 7,198
<TOTAL-ASSETS> 10,289
<CURRENT-LIABILITIES> 6,106
<BONDS> 0
<COMMON> 136
0
0
<OTHER-SE> 2,609
<TOTAL-LIABILITY-AND-EQUITY> 10,289
<SALES> 0
<TOTAL-REVENUES> 4,911
<CGS> 0
<TOTAL-COSTS> 1,933
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2
<INCOME-PRETAX> 213
<INCOME-TAX> 41
<INCOME-CONTINUING> 172
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 172
<EPS-PRIMARY> .06
<EPS-DILUTED> .06
</TABLE>
