<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________________________
Form 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Act of 1934
For the Quarter Ended March 28, 1997 Commission File No. 0-23018
_____________________________________________________________________
PLANAR SYSTEMS, INC.
(exact name of registrant as specified in its charter)
Oregon 93-0835396
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1400 NW Compton Dr., Beaverton, Oregon 97006
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (503)690-1100
____________________________________________________________________
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.
X Yes No
---- ----
Number of common stock outstanding as of May 5, 1997
10,950,836 shares, no par value per share
<PAGE>
PLANAR SYSTEMS, INC.
INDEX
<TABLE>
<CAPTION>
Page
<S> <C>
Part I. Financial Information
Item 1. Financial Statements
Consolidated Statements of Operations for the Three Months Ended 3
March 28, 1997 and March 29, 1996
Consolidated Statements of Operations for the Six Months Ended March 28,
1997 and March 29, 1996 4
Consolidated Balance Sheets at March 28, 1997 and September 27, 1996 5
Consolidated Statements of Cash Flows for the Six Months Ended
March 28, 1997 and March 29, 1996 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 9
Part II. Other Information
Item 2. Changes in Securities 11
Item 4. Submission of Matters to a Vote of Shareholders 11
Item 5. Other information 11
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
</TABLE>
2
<PAGE>
Part 1. FINANCIAL INFORMATION
Item 1. Financial Statements
Planar Systems, Inc.
and Subsidiaries
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 28, March 29,
1997 1996
------------ ------------
<S> <C> <C>
Sales $23,190 $20,114
Cost of sales 14,773 12,578
------ -------
Gross profit 8,417 7,536
------ -------
Operating expenses:
Research and development, net 1,916 1,892
Sales and marketing 2,052 1,813
General and administrative 1,727 1,402
Amortization of excess fair market value of acquired
net assets over purchase price (119) (119)
------ -------
Total operating expenses 5,576 4,988
------ -------
Income from operations 2,841 2,548
Non-operating income (expense):
Interest, net 282 452
Foreign exchange, net 594 331
Other, net (1,761) --
------ -------
Net operating income (expense) (885) 783
------ -------
Income before income taxes and extraordinary
item 1,956 3,331
Provision for income taxes 269 685
------ -------
Net income $ 1,687 $ 2,646
====== ========
Net income per share: $0.15 $0.24
Weighted average number of common and common
equivalent shares outstanding 11,288 11,213
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
3
<PAGE>
Planar Systems, Inc.
and Subsidiaries
Consolidated Statements of Operations
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Six Months Ended
March 28, March 29,
1997 1996
------------- ------------
<S> <C> <C>
Sales $45,342 $40,431
Cost of sales 29,652 25,759
-------- -------
Gross profit 15,690 14,672
Operating expenses:
Research and development, net 3,868 3,425
Sales and marketing 3,931 3,500
General and administrative 3,198 2,674
Amortization of excess fair market value of acquired
net assets over purchase price (238) (238)
--------- -------
Total operating expenses 10,759 9,361
--------- -------
Income from operations 4,931 5,311
Non-operating income (expense):
Interest, net 581 865
Foreign exchange, net 696 559
Other, net (2,011) --
--------- -----
Net operating income (expense) (734) 1,424
--------- -----
Income before income taxes and extraordinary
item 4,197 6,735
Provision for income taxes 834 1,384
--------- -----
Net income $ 3,363 $ 5,351
========= =======
Net income per share: $0.30 $0.48
Weighted average number of common and common
equivalent shares outstanding 11,245 11,230
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
4
<PAGE>
Planar Systems, Inc.
and Subsidiaries
Consolidated Balance Sheets
(In thousands)
<TABLE>
<CAPTION>
March 28, September 27,
1997 1996
--------------- --------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 29,623 $23,089
Short-term investments 6,171 7,111
Accounts receivable 20,370 15,267
Inventories 17,074 17,134
Other current assets 7,353 5,634
--------------- --------------
Total current assets 80,591 68,235
Property, plant and equipment, net 14,591 13,752
Long-term investments 6,222 12,838
Other 2,514 2,470
--------------- --------------
$103,918 $97,295
=============== ==============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 7,167 $ 3,900
Accrued compensation 3,509 2,979
Other current liabilities 3,932 2,917
Current portion of long term debt 1,346 1,039
Current portion of excess fair market value of acquired net
assets over purchase price 476 476
--------------- --------------
Total current liabilities 16,430 11,311
Deferred taxes 276 291
Other long term liabilities 40 53
Long term debt, net of current portion 4,733 4,123
Long-term portion of excess fair market value of acquired net
assets over purchase price 1,310 1,548
--------------- --------------
Total liabilities 22,789 17,326
Shareholder's equity:
Common stock 72,048 71,867
Unrealized gain (loss) on marketable 16 (10)
securities
Accumulated deficit 13,942 10,579
Foreign currency translation adjustment (4,877) (2,467)
-------------- ---------------
Total shareholders' equity 81,129 79,969
-------------- ---------------
$103,918 $97,295
============== ===============
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
5
<PAGE>
Planar Systems, Inc.
and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
March 28, March 29,
1997 1996
------------ -----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 3,363 $ 5,351
Adjustments to reconcile net income to net cash
provided (used) by operating activities
Depreciation and amortization 1,520 1,143
Amortization of excess market value
of acquired net assets over purchase price (238) (238)
Loss on investment 2,011 --
Increase in deferred taxes 1 19
Foreign exchange gain (638) (417)
Increase in accounts receivable (5,355) (657)
Increase in inventory (589) (1,503)
Increase in other current assets (2,560) (16)
Increase (decrease) in accounts payable 3,358 (372)
Increase in accrued compensation 678 383
Increase in deferred revenue 749 22
Increase in other current liabilities 390 1,571
------------- ------------
Net cash provided by operating activities 2,690 5,286
Cash flows from investing activities
Purchase of property, plant and equipment (2,798) (2,467)
Increase in other long term assets (194) (1,180)
Purchase of equity investment -- (2,011)
Net payment of other long term liabilities (13) (125
Net sales of investments 5,571 7,834
------------- ------------
Net cash provided by investing activities: 2,566 2,051
Cash flows from financing activities
Net proceeds under long term debt 917 3,082
Net proceeds under long term accounts receivable 159 --
Net proceeds from issuance of capital stock 181 392
------------- ------------
Net cash provided by financing activities: 1,257 3,474
Effect of change of exchange rate exchanges on cash and cash
equivalents 21 (237)
Net increase in cash and cash equivalents 6,534 10,574
Cash and cash equivalents at beginning of period 23,089 26,689
-------------- ------------
Cash and cash equivalents at end of period $29,623 $37,263
============== ============
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
6
<PAGE>
Planar Systems, Inc.
and Subsidiaries
Notes to Consolidated Financial Statements
(Dollars in thousands)
(Unaudited)
Note 1 - BASIS OF PRESENTATION
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles. However, certain information or
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to the rules and regulations of the Securities and Exchange
Commission. In the opinion of management, the statements include all adjustments
necessary (which are of a normal and recurring nature) for the fair presentation
of the results of the interim periods presented. These financial statements
should be read in connection with the Company's audited financial statements for
the year ended September 27, 1996.
Note 2 - INVENTORIES
Inventories, stated at the lower of cost or market, consist of:
<TABLE>
<CAPTION>
March 28, 1997 September 27, 1996
-------------------- -------------------
<S> <C> <C>
(Unaudited)
Raw materials $ 9,336 $10,616
Work in process 3,896 3,323
Finished goods 3,842 3,195
-------------- -------------
$17,074 $17,134
============== =============
</TABLE>
Note 3 - RESEARCH AND DEVELOPMENT COSTS
Research and development costs are expensed as incurred. The Company
periodically enters into research and development contracts with certain
governmental agencies and private sector companies. These contracts generally
provide for reimbursement of costs. Funding from research and development
contracts is recognized as a reduction in operating expenses during the period
in which the services are performed and related direct expenses are incurred, as
follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 28, 1997 March 29, 1996 March 28, 1997 March 29, 1996
------------------ ---------------- ---------------- -----------------
<S> <C> <C> <C> <C>
Research and development $ 2,599 $ 2,423 $ 5,386 $ 4,991
Product engineering 1,355 1,756 2,795 2,904
----------- ----------- ---------- -----------
Total expense 3,954 4,179 8,181 7,895
Contract funding (2,038) (2,287) (4,313) (4,470)
----------- ----------- ---------- -----------
Research and development, net $ 1,916 $ 1,892 $ 3,868 $ 3,425
=========== =========== ========== ===========
</TABLE>
Note 4 - INCOME TAXES
The provision for income taxes has been recorded based upon the current estimate
of the Company's annual effective tax rate. This rate differs from the federal
statutory rate primarily because of the provision for state income taxes,
permanent differences resulting from purchase accounting adjustments and the
effects of the Company's foreign tax rates. Additional differences arise from
the limitation on the utilization of net operating loss carryforwards. See
Management's Discussion and Analysis of Financial Condition and Results of
Operations for further discussion of income taxes.
7
<PAGE>
Planar Systems, Inc.
and Subsidiaries
Notes to Consolidated Financial Statements
(Dollars in thousands)
(Unaudited)
Note 5 - NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE
Net income per common and common equivalent share is computed using the weighted
average number of common and dilutive common equivalent shares assumed to be
outstanding during the period. Common equivalent shares consist of options to
purchase common stock.
8
<PAGE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following information should be read in conjunction with the consolidated
interim financial statements and the notes thereto in Part I, Item 1 of this
Quarterly Report and with Management's Discussion and Analysis of Financial
Condition and Results of Operations contained in the Company's Annual report on
Form 10-K for the year ended September 27, 1996.
RESULTS OF OPERATIONS
Sales
The Company's sales increased by 15.3% to $23,190,000 in the fiscal quarter
ended March 28, 1997 from $20,114,000 in the same quarter last fiscal year. The
Company's sales increased due to increases in transportation and medical
segments along with an increase in end user terminals and monitor sales.
International sales, principally sales to Europe, decreased by 26.6% due to the
reduction in military sales for one specific customer. For this fiscal
quarter, international sales were 25.7% of total sales compared to 40.3% in the
same period last fiscal year.
For the first six months of 1997, the Company's sales increased by 12.1% to
$45,342,000 from $40,431,000 in the same period last fiscal year. For this
period, international sales were 26.0% of total sales as compared to 38.0% in
the same period last fiscal year.
Gross Profit
The Company's gross profit as a percentage of sales decreased to 36.2% in this
fiscal quarter from 37.5% in the same quarter last fiscal year and for the six
month period decreased to 34.6% from 36.3% in the same period last fiscal year.
These decreases were due to changes in the mix of products sold during the
quarter, which were partial offset by the one time benefit of a customs rebate.
Operating Expenses
The Company's operating expenses increased by 11.8% this fiscal quarter compared
to the same quarter last fiscal year and increased 14.9% for the six months
ended March 28, 1997 over the same period last fiscal year. The increase was
primarily in three areas: (i) research and development, reflecting additional
expenses related to the development of new technologies and the increased cost
sharing requirements of the current contracts, (ii) sales and marketing,
reflecting increased commissions on the higher sales level and (iii) general and
administrative, reflecting additional personnel costs. Overall, operating
expenses as a percentage of sales decreased to 24.0% in this fiscal quarter
compared to 24.8% in the same quarter last fiscal year and increased to 23.7%
for the six month period as compared to 23.2% for the same period last fiscal
year.
Non-Operating Income and Expense
Net interest for this quarter versus the same period last fiscal year decreased
due to the increased long term debt and the investment strategies implemented by
the Company.
The other expense recognized in the second quarter and six month results of 1997
reflects the write off of an equity investment in a virtual reality headset
manufacturing company.
The Company experienced a net gain from foreign currency transactions of
$594,000 during the second quarter of fiscal 1997 compared to a net gain of
$331,000 during the second quarter of fiscal 1996 and a gain of $696,000 for the
six months ended March 28, 1997 compared to a gain of $559,000 for the same
period last fiscal year. These amounts are comprised of realized gains and
losses on cash transactions involving various currencies and unrealized gains
and losses related to foreign currency denominated receivables and payables
resulting from exchange rate fluctuations between the various currencies in
9
<PAGE>
which the Company operates. Foreign currency gains and losses are included as a
component of other income.
From September 27, 1996 to March 28, 1997, the U.S. dollar strengthened almost
9% against the Finnish markka. This strengthening of the U.S. dollar resulted in
lower reported revenues and operating expenses due to translation of the Finnish
markka to U.S. dollars for consolidated financial reporting.
The Company generally realizes about one third of its revenue outside the United
States and expects this to continue in the future. Additionally, the functional
currency of the Company's subsidiary, Planar International, is the Finnish
markka which must be translated to U.S. dollars for consolidation. As such, the
Company's business and operating results will be impacted by the effects of
future foreign currency fluctuations.
Provision for Income Taxes
The effective income tax rate for the quarter ended March 28, 1997 was 13.8%
versus 20.6% in the same quarter in the prior year. For the six months ended
March 28, 1997, the effective income tax rate was 19.8% versus 20.5% in the same
period last fiscal year. This reduction is due to the relative profitability of
the U.S. and foreign taxable entities.
LIQUIDITY AND CAPITAL RESOURCES
For the six months ended March 28, 1997, the Company generated $2.7 million in
cash from operating activities compared to $5.3 million in the same period last
fiscal year.
At March 28, 1997, the Company had a bank line of credit agreement with a
borrowing capacity available to $2.5 million and a credit facility for financing
equipment of $7.5 million. A similar bank line of credit was in place as of
September 27, 1996. As of March 28, 1997 and September 27, 1996, no borrowings
were outstanding under the credit line and $6.1 million was outstanding under
the equipment financing lines at March 28, 1997 and $5.2 million at September
27, 1996.
For the six month period ended March 28, 1997, additions to property and
equipment were $2.8 million compared to $2.5 million for the same period last
fiscal year. The principal acquisitions during both periods were related to
upgrading the production facility and equipment at Planar America. In addition,
the Company anticipates further upgrades of production facilities over the next
12 months costing $10 to $12 million.
10
<PAGE>
Part II. OTHER INFORMATION
Item 2. Changes in Securities
(c) During the second fiscal quarter of 1997, the Company sold securities
without registration under the Securities Act of 1933, as amended (the
"Securities Act") upon the exercise of certain stock options granted under the
Company's stock option plans. An aggregate of 3,821 shares of Common Stock were
issued at exercises prices ranging from $2.50 to $6.50. These transactions were
effected in reliance upon the exemption from registration under the Securities
Act provided by Rule 701 promulgated by the Securities and Exchange Commission
pursuant to authority granted under Section 3 (b) of the Securities Act.
Item 4. Submission of Matters to a Vote of Shareholders
The Company's 1997 Annual Meeting of Shareholders was held on February 13, 1997,
at which the following actions were taken by a vote of the shareholders:
1. The following persons were elected to the Board of Directors by the votes and
for the terms indicated below:
<TABLE>
<CAPTION>
Term
Director For Authority Withheld Ending
--------- ----- ------------------ ------
<S> <C> <C> <C>
Heikki Horstia 8,719,391 27,876 2000
James M. Hurd 8,719,331 27,936 2000
</TABLE>
2. By a vote of 4,570,766 to 2,399,673 (with 26,242 abstentions), the action of
the Board of Directors approving the 1996 Stock Incentive Plan was ratified;
3. By a vote of 8,683,844 to 52,254 (with 11,169 abstentions), the Company's
selection of KPMG Peat Marwick LLP as the Company's independent auditors for the
year ending September 26, 1997 was ratified.
Item 5. Other Information
Planar does not provide forecasts of future financial performance. While
Planar's management is optimistic about the Company's long-term prospects, the
following issues and uncertainties, among others, should be considered in
evaluating its growth outlook. The following information should be read in
conjunction with Management's Discussion and Analysis (Item 7) contained in the
Company's 10-K for the year ended September 27, 1996.
Competition
The market for information displays is highly competitive, and the Company
expects this to continue. The Company believes that over time this competition
will have the effect of reducing average selling prices of flat panel displays.
Certain of the Company's competitors have substantially greater name recognition
and financial, technical, marketing and other resources than the Company, and
competitors of the Company have made and continue to make significant
investments in the construction of manufacturing facilities for active matrix
liquid crystal displays (AMLCDs) and other advanced displays. There can be no
assurance that the Company's competitors will not succeed in developing or
marketing products that would render the Company's products obsolete or
noncompetitive. To the extent the Company is unable to compete effectively
against its competitors, whether due to such practices or otherwise, its
financial condition and results of operations would be materially adversely
affected.
Development of New Products and Risks of Technological Change
The Company's future results of operations will depend upon its ability to
improve and market its existing products and to successfully develop,
manufacture and market new products. There can be no assurance that the Company
will be able to continue to improve and market its existing products or develop
and market new products, or that technological developments will not cause the
Company's products or technology to become obsolete or noncompetitive. Even
successful new product introductions typically result in pressure on gross
margins during the initial phases as costs of manufacturing start-up activities
are spread over lower initial sales volumes.
The Company's flat panel products rely significantly on electroluminescent
(EL) technology, which currently constitutes only a small portion of the
information display market. The Company's future success
11
<PAGE>
will depend in part upon increasing acceptance of EL technology in the
marketplace and development or acquisition of other display technologies by the
Company. In that respect, the Company's competitors are investing substantial
resources in the development and manufacture of displays using a number of
alternative technologies. In the event these efforts result in the development
of products that offer significant advantages over the Company's products, and
the Company is unable to improve its technology or develop or acquire
alternative technology that is more competitive, the Company's business and
results of operations will be adversely affected.
The Company's military product sales are principally based on cathode ray
tube (CRT) technology. Military avionics contractors are increasingly focused on
incorporating displays, primarily AMLCDs, into cockpit applications that have
traditionally used CRTs. The Company's ability to transition the military
product line to flat panel displays over the next few years will be important to
the long term success of Planar's military avionics business. The Company
entered into an agreement with dpiX (a Xerox company) to jointly develop,
manufacture and market AMLCDs into military applications. However, there can be
no assurance that this business arrangement will be successful.
Level of Advanced Research and Development Funding
The Company's advanced research and development activities have
significantly been funded by outside sources, including agencies of the United
States and Finnish governments and private sector companies. The Company's
recently funded research and development activities have principally focused on
multi-color and full color displays, headmounted displays, advanced packaging
and other applications. The actual funding that will be recognized in future
periods is subject to wide fluctuation due to a variety of factors including
government appropriation of the necessary funds and the level of effort spent on
contracts by the Company.
As Congress has become more serious about balancing the federal budget,
there has been significant debate on the level of funding to be made available
to programs that have historically supported the Company's research activities.
Additionally, government research and development funding has been gradually
shifting to a more commercial approach, and contractors are increasingly
required to share in the development costs. This trend is likely to continue,
which could increase the Company's net research and development expenses. While
the Company has historically not experienced any loss or decline of external
research funding, the loss or substantial reduction of such funding could
adversely affect the Company's results of operations and its ability to continue
research and development activities at current levels.
Reliance on Medical Equipment Market
Over one third of the Company's sales in fiscal 1996 were made to customers
that manufacture and sell medical equipment to health care providers worldwide,
and the Company believes that sales in this market will continue to be important
to the Company. As a result, developments that adversely impact the market for
medical equipment produced by the Company's customers could, in turn, adversely
affect the Company's business and results of operations. In addition, the
Company's sales have been and may in future periods be adversely affected due to
delays in approvals by foreign or domestic government regulatory agencies which
prevent a customer of the Company from introducing, producing or marketing
products.
International Operations and Currency Exchange Rate Fluctuations
Shipments to customers outside of North America accounted for approximately
37.1%, 34.5% and 26.4% of the Company's sales in fiscal 1996, fiscal 1995 and
fiscal 1994, respectively. The Company anticipates that international shipments
will continue to account for a significant portion of its sales. As a result,
the Company is subject to risks associated with international operations,
including trade restrictions, overlapping or differing tax structures, changes
in tariffs, export license requirements and difficulties in staffing and
managing international operations (including, in Finland, relations with
national labor unions).
12
<PAGE>
Declining Military Expenditures
As a result of the Company's acquisition of Planar Advance, the Company's
sales for military applications have increased. Military capital expenditure
levels have been declining for several years and depend largely on factors
outside of the Company's control. Although the Company believes that its
dependence on military sales will decrease as the Company continues to expand
its customer base, no assurance can be given that military sales will continue
at current levels.
Effects of Quarterly Fluctuations in Operating Results
Results of operations have fluctuated significantly from quarter to quarter
in the past, and may continue to fluctuate in the future. Various factors,
including timing of new product introductions by the Company or its competitors,
foreign currency exchange rate fluctuations, disruption in the supply of
components for the Company's products, changes in product mix, capacity
utilization, the timing of orders from major customers, production delays or
inefficiencies, seasonality, the timing of expenses and other factors affect
results of operations. Quarterly fluctuations may adversely affect the market
price of the Common Stock.
The Company's backlog at the beginning of each quarter does not normally
include all orders needed to achieve expected sales for the quarter.
Consequently, the Company is dependent upon obtaining orders for shipment in a
particular quarter to achieve its sales objectives for that quarter. The
Company's expense levels are based, in part, on expected future sales. If sales
levels in a particular quarter do not meet expectations, operating results may
be adversely affected.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits: 27 Financial Data Schedule
13
<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.
PLANAR SYSTEMS, INC.
(Registrant)
DATE: May 5, 1997 /s/ Jack Raiton
-----------------
Jack Raiton
Vice President and
Chief Financial Officer
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-26-1997
<PERIOD-START> SEP-28-1996
<PERIOD-END> MAR-28-1997
<CASH> 29,623
<SECURITIES> 6,171
<RECEIVABLES> 20,370
<ALLOWANCES> 0
<INVENTORY> 17,074
<CURRENT-ASSETS> 80,591
<PP&E> 28,435
<DEPRECIATION> 13,884
<TOTAL-ASSETS> 103,918
<CURRENT-LIABILITIES> 16,430
<BONDS> 0
0
0
<COMMON> 72,048
<OTHER-SE> 9,081
<TOTAL-LIABILITY-AND-EQUITY> 103,918
<SALES> 45,342
<TOTAL-REVENUES> 45,342
<CGS> 29,652
<TOTAL-COSTS> 40,411
<OTHER-EXPENSES> 2,011
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,197
<INCOME-TAX> 834
<INCOME-CONTINUING> 3,363
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,363
<EPS-PRIMARY> .30
<EPS-DILUTED> 0
</TABLE>
