<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(X) Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended December 31, 1995 or
( ) Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
-------------- --------------
Commission file number 0-14050
-------------------------------------------------------
THE SANDS REGENT
- --------------------------------------------------------------------------------
(exact name of registrant as specified in charter)
Nevada 88-0201135
- ---------------------------------------- ------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
345 North Arlington Avenue, Reno, Nevada 89501
- --------------------------------------------------------------------------------
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (702) 348-2200
---------------------------
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
--- ---
At Febuary 13, 1996, the registrant had outstanding 4,498,722 shares of its
common stock, $.05 par value.
<PAGE> 2
THE SANDS REGENT AND SUBSIDIARY
FORM 10-Q
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART I FINANCIAL INFORMATION
Item 1. Financial statements. 1 - 7
Consolidated Statements of Operations 1
Consolidated Balance Sheets 2 - 3
Consolidated Statements of Cash Flows 4 - 5
Notes to Interim Consolidated Financial
Statements 6 - 7
Item 2. Managements` Discussion and Analysis
of Financial Condition and Results of
operations. 8 - 11
PART II OTHER INFORMATION
Item 1. Legal Proceedings. 12
Item 2. Changes in Securities. 12
Item 3. Defaults Upon Senior Securities. 12
Item 4. Submission of Matters to a Vote of
Security Holders. 12
Item 5. Other Information. 12
Item 6. Exhibits and Reports on Form 8-K. 12
SIGNATURES 13
</TABLE>
<PAGE> 3
PART I FINANCIAL INFORMATION
Item 1. Financial Statements.
THE SANDS REGENT AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
(Dollars in thousands, THREE MONTHS SIX MONTHS
except per share amounts) ENDED DECEMBER 31, ENDED DECEMBER 31,
-------------------- --------------------
1994 1995 1994 1995
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Operating revenues:
Gaming $9,922 $10,569 $20,954 $21,330
Lodging 1,995 1,973 5,072 5,348
Food and beverage 1,846 1,832 4,162 3,930
Other 363 385 994 763
--------- --------- --------- ---------
14,126 14,759 31,182 31,371
Less complimentary lodging, food
and beverage included above 573 722 1,266 1,279
--------- --------- --------- ---------
13,553 14,037 29,916 30,092
--------- --------- --------- ---------
Operating costs and expenses:
Gaming 5,340 5,398 10,984 10,622
Lodging 1,310 1,254 2,628 2,683
Food and beverage 1,543 1,501 3,414 3,288
Other 170 173 609 375
Maintenance and utilities 1,037 1,248 2,172 2,400
General and administrative 2,885 3,223 5,891 6,372
Depreciation and amortization 1,109 904 2,176 1,799
--------- --------- --------- ---------
13,394 13,701 27,874 27,539
--------- --------- --------- ---------
Income from operations 159 336 2,042 2,553
Other income (deductions):
Interest and other income 197 152 272 312
Interest and other expense (617) (631) (1,305) (1,242)
--------- --------- --------- ---------
(420) (479) (1,033) (930)
--------- --------- --------- ---------
Income (loss) before income taxes (261) (143) 1,009 1,623
Provision (benefit) for income taxes 31 (139) 468 439
--------- --------- --------- ---------
Net income (loss) ($292) ($4) $541 $1,184
========= ========= ========= =========
Net income (loss) per share ($.07) - $.12 $.26
========= ========= ========= =========
Weighted average shares
outstanding 4,498,722 4,498,722 4,496,513 4,498,722
========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
-1-
<PAGE> 4
THE SANDS REGENT AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Dollars in thousands) JUNE 30, DECEMBER 31,
1995 1995
-------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $10,356 $9,990
Short-term investments 1,858 640
Accounts and notes receivable less allow-
ance for possible losses of $147 and $99 477 494
Inventories 719 820
Prepaid federal income taxes - 1,119
Deferred federal income tax asset 16 -
Prepaid expenses and other assets 946 1,695
------- -------
Total current assets 14,372 14,758
PROPERTY AND EQUIPMENT:
Land 8,102 8,102
Buildings, ship and improvements 45,106 45,263
Equipment, furniture and fixtures 20,975 21,526
Construction in progress 507 585
------- -------
74,690 75,476
Less accumulated depreciation
and amortization 25,987 27,383
------- -------
48,703 48,093
OTHER ASSETS:
Deferred federal income tax asset 1,526 953
Note receivable 1,251 1,248
Other 401 360
------- -------
3,178 2,561
------- -------
Total assets $66,253 $65,412
======= =======
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
-2-
<PAGE> 5
THE SANDS REGENT AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Dollars in thousands) JUNE 30, DECEMBER 31,
1995 1995
-------- ------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $2,047 $2,042
Accrued salaries, wages and benefits 1,887 1,695
Other accrued expenses 1,317 1,366
Federal income taxes payable 384 -
Deferred federal income tax liability - 351
Current maturities of long-term debt 10,906 11,861
-------- --------
Total current liabilities 16,541 17,315
LONG-TERM DEBT 17,807 15,477
OTHER 56 37
STOCKHOLDERS' EQUITY:
Preferred stock, $.10 par value, 5,000,000
shares authorized, none issued - -
Common stock, $.05 par value, 20,000,000
shares authorized; 6,898,722 shares
issued 345 345
Additional paid-in capital 13,074 13,074
Retained earnings 40,785 41,519
-------- --------
54,204 54,938
Treasury stock, at cost, 2,400,000 shares (22,355) (22,355)
-------- --------
Total stockholders' equity 31,849 32,583
-------- --------
Total liabilities and stockholders'
equity $66,253 $65,412
======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
-3-
<PAGE> 6
THE SANDS REGENT AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS
ENDED DECEMBER 31,
------------------
1994 1995
------- -------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $541 $1,184
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 2,176 1,799
(Gain) loss on disposal of property
and equipment (4) 128
(Increase) in accounts and notes
receivable (16) (17)
(Increase) decrease in inventories 437 (101)
(Increase) in prepaid expenses and
other current assets (464) (749)
Decrease in other assets 10 36
Increase (decrease) in accounts payable (499) 64
Increase (decrease) in accrued expenses 610 (143)
Increase (decrease) in federal income
taxes payable 1,314 (1,503)
Change in deferred federal income taxes (1,117) 940
(Decrease) in other liabilities (19) (19)
------- -------
NET CASH PROVIDED BY OPERATING ACTIVITIES 2,969 1,619
------- -------
INVESTING ACTIVITIES:
Purchase of short-term investments - (518)
Sale and maturity of short-term
investments - 1,736
Payments received on note receivable 5 3
Additions to property and equipment (957) (1,317)
Proceeds from sale of property and
equipment 9 5
------- -------
NET CASH USED IN INVESTING ACTIVITIES (943) (91)
------- -------
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
-4-
<PAGE> 7
THE SANDS REGENT AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS
ENDED DECEMBER 31,
------------------
1994 1995
------- -------
<S> <C>
FINANCING ACTIVITIES:
Payment of accounts payable for
prior year purchases of property
and equipment (722) (69)
Issuance of long-term debt 225 375
Payments on long-term debt (80) (1,750)
Issuance of common stock 38 -
Payment of dividend on common stock (450) (450)
------- -------
NET CASH USED IN FINANCING ACTIVITIES (989) (1,894)
------- -------
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 1,037 (366)
CASH AND CASH EQUIVALENTS, BEGINNING OF
PERIOD 9,669 10,356
------- -------
CASH AND CASH EQUIVALENTS, END OF PERIOD $10,706 $9,990
------- -------
SUPPLEMENTAL CASH FLOW INFORMATION:
Property and equipment acquired by
accounts payable $68 -
------- -------
Accounts payable converted to long-
term debt $119 -
------- -------
Interest paid, net of amount capitalized $1,073 $1,044
======= =======
Federal income taxes paid $275 $1,075
======= =======
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
-5-
<PAGE> 8
THE SANDS REGENT AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED DECEMBER 31, 1995 AND 1994
NOTE 1 - BASIS OF PREPARATION
These statements should be read in connection with the 1995 Annual Report
heretofore filed with the Securities and Exchange Commission as Exhibit 13 to
the Registrant's Form 10-K for the year ended June 30, 1995. The accounting
policies utilized in the preparation of the financial information herein are
the same as set forth in such annual report except as modified for interim
accounting policies which are within the guidelines set forth in Accounting
Principles Board Opinion No. 28.
The Consolidated Balance Sheet at June 30, 1995 has been taken from the
audited financial statements at that date. The interim consolidated financial
information is unaudited. In the opinion of management, all adjustments,
consisting only of normal recurring accruals, necessary to present fairly the
financial condition as of December 31, 1995 and the results of operations and
cash flows for the six months ended December 31, 1995 and 1994 have been
included. Interim results of operations are not necessarily indicative of the
results of operations for the full year.
The accompanying Consolidated Financial Statements include the accounts of
the Company and its wholly owned subsidiaries Zante, Inc. ("Zante"), Patrician,
Inc. ("Patrician"), Gulfside Casino, Inc. ("GCI") and Artemis, Inc.
("Artemis"), and Gulfside Casino Partnership ("GCP") (together the "Company").
Patrician, GCI and Artemis are the sole partners in GCP. Zante, Inc. owns and
operates the Sands Regency hotel/casino in Reno, Nevada and GCP owns and
operates the Copa Casino In Gulfport, Mississippi.
NOTE 2 - COMMITMENTS AND CONTINGENCIES
As previously disclosed in the Company's 1995 Annual Report, a lawsuit was
filed in a Mississippi court against GCI, which joined GCP and Patrician as
necessary parties, because of GCI's failure to make payments on certain
obligations due two former shareholders of GCI. Such lawsuit is ongoing
without court final action or other resolution. The Company will continue to
monitor the progress of the lawsuit, the ultimate outcome of which could
include the sale of GCI's ownership interest in GCP.
In addition to the above, GCP has not yet been issued the standard
two-year gaming license which the Mississippi Gaming Commission indicated it
would issue upon the unconditional approval of the Company's hurricane
evacuation plan by the Mississippi State Port Authority. GCP has been
operating under a provisional gaming license, which expires on February 29,
1996, so as to resolve certain concerns of the Executive Director of the State
Port Authority regarding GCP's hurricane evacuation plan. Such plan had
previously been approved by the Executive Director of the Mississippi State
Port Authority.
-6-
<PAGE> 9
THE SANDS REGENT AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED DECEMBER 31, 1995 AND 1994
NOTE 2 - COMMITMENTS AND CONTINGENCIES (continued)
On February 5, 1996, a proposed amendment to GCP's hurricane evacuation
plan was approved by the Mississippi State Port Authority and the Executive
Director of the State Port Authority affirmatively indicated to the Mississippi
Gaming Commission that the plan is now acceptable. GCP will now request that
it be placed on the next Gaming Commission agenda for approval of the standard
two-year gaming license. Management expects that this will occur at the next
regularly scheduled meeting at the end of February 1996. In the event that
GCP's gaming license is not renewed or extended on or before February 29, 1996,
the business of GCP would be materially adversly affected.
-7-
<PAGE> 10
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Results of operations - Three months ended December 31, 1995 compared
to three months ended December 31, 1994
In the three month period ended December 31, 1995, compared to the three
month period in the prior year, revenues increased from approximately $13.6
million to $14 million and income from operations increased from $159,000 to
$336,000. The Company had a net loss of $4,000 in the second quarter of fiscal
1996 compared to a net loss of $292,000 for the comparable period in fiscal
1995. The increases in revenue and income from operations and the decreases in
net loss and net loss per share are significantly due to improved operating
results from the Copa Casino.
Lodging revenue in the second quarter of fiscal 1996 was approximately the
same as in the comparable prior year quarter. Hotel occupancy decreased
slightly from approximately 78.7% in the second quarter of fiscal 1995 to 77.9%
in the second quarter of the current fiscal year. For the same comparable
periods, the average daily rate remained the same at $29.
The increase in gaming revenue of $647,000 is primarilly from the Copa
Casino. For the same comparable quarters, gaming revenue at the Sands Regency
in Reno remained unchanged and was approximately $77 per occupied room.
The slight decrease in food and beverage revenue of $14,000 is principally
due to reduced food revenues at the Sands Regency of approximately $104,000
which was offset by revenues generated by the addition of a "Pizza Hut Express"
kiosk. The "Pizza Hut Express" kiosk is licensed to the Sands Regency and was
opened in April 1995. The related decrease in food and beverage costs and
expenses of $42,000 is similarily composed of additional costs and expenses
attributable to the "Pizza Hut Express" kiosk of approxmiately $43,000 as
offset by other reduced food costs and expense from the Sands Regency.
The increase in complimentary lodging, food and beverage, deducted from
revenue, of $149,000 is due to an increase in complimentary lodging in Reno.
Such is a result of Company implemented changes to its lodging programs and
packages offered to guests.
The increase in maintenance and utilities costs and expenses of $211,000
in the quarter ended December 31, 1995, compared to the same quarter in 1994,
is principally due to hurricane preparedness costs and expenses for the Copa
Casino, both in general and for Hurricane Opal. The increase in general and
administrative costs and expenses of $338,000 consists primarily of increased
advertising, promotional and customer solicitation costs for the Copa Casino.
The decrease in depreciation and amortization expense of $205,000 includes
the elimination of goodwill amortization of $92,000 as a result of the
write-off of Gulfside Casino, Inc. goodwill in June 1995 when the Company
recognized an impairment in long-lived assets associated with the Copa Casino.
Likewise, due to the recognition of such impairment, the decrease includes a
decrease in Copa Casino depreciation expense of approximately $155,000.
-8-
<PAGE> 11
Results of operations - Three months ended December 31, 1995 compared
to three months ended December 31, 1994 (continued)
The decrease in interest and other income of approximately $45,000 is
composed principally of a decrease in interest income from the Reno operation
and is a result of less excess funds invested in the current year quarter
compared to the prior year quarter.
The decrease in the effective income tax rate from the statutory rate in
the current year quarter is a result of one-time differences decreasing federal
income taxes by approximately $72,000 and the exclusion of nontaxable interest
income. The increase in the effective income tax rate from the statutory rate
in the prior year quarter is the result of the prior year deduction of goodwill
amortization that is not deductible for income tax purposes and other one-time
differences which also have resulted in an increase in the provision for income
taxes.
Results of operations - First six months of fiscal 1996 compared to 1995
In the six month period ended December 31, 1995, compared to the six month
period in the prior year, revenues increased from approximately $29.9 million
to $30.1 million and income from operations increased from $2 million to $2.6
million. For the same comparable fiscal periods, net income increased from
$541,000 to $1.2 million and net income per share increased from $.12 to $.26.
Such increases are significantly due to improved operating results from the
Copa Casino.
The increase in lodging revenue of $276,000, in the first half of fiscal
1996 compared to the same period in the prior year, is primarily due to an
increase in the average daily rate from approximately $35 in the six months
ended December 31, 1994 to $37 in the six months ended December 31, 1995. For
the same comparable periods, hotel occupancy decreased from approximately 84.6%
to 82.6%.
The increase in gaming revenue of $376,000 is composed of improved gaming
revenue from the Copa Casino of $832,000 which was offset by a decrease in
gaming revenue at the Sands Regency in Reno of approximately $456,000. The
increase in gaming revenue from the Copa Casino is primarily due to an overall
increase in business volume. The decrease in gaming revenue in Reno, which is
primarily slot revenue, is due to the decrease in hotel occupancy and a
decrease in gaming revenue per occupied room. Gaming revenue per occupied room
decreased from $74 in the first half of fiscal 1995 to $73 in the first half of
fiscal 1996.
The decrease in food and beverage revenue of $232,000 is, in part, due to
the elimination of Copa Casino buffet revenue of approximately $266,000.
During approximately the first four months of fiscal 1995, the Copa Casino was
involved in the operation of a buffet style restaurant located on its
facilities. Thereafter, such buffet style restaurant has been, and is now,
operated by a third party. This decrease was offset by revenues generated by
the addition of a "Pizza Hut Express" kiosk at the Sands Regency in Reno in the
amount of $157,000. The "Pizza Hut Express" kiosk, which is licensed to the
Sands Regency, was opened in April 1995. The related decrease in food and
beverage costs and expenses of $126,000 is composed of a decrease in costs and
expenses associated with the above buffet style restaurant of
-9-
<PAGE> 12
Results of operations - First six months of fiscal 1996 compared to 1995
(continued)
$316,000 as partially offset by added costs and expenses associated with the
"Pizza Hut Express" kiosk of approximately $106,000.
The decrease in other revenue of $231,000, and related decrease in costs
and expenses of $234,000, is chiefly due to a decrease in retail liquor store
sales. In August 1994, the retail liquor store business, which was operated by
the Company in Reno, was sold to a third party. Such third party now operates
the retail liquor store in Company owned facilities for rent and other
consideration paid to the Company.
The decrease in gaming costs and expenses of $362,000 is principally
attributable to Copa Casino operations. Such Copa Casino gaming cost and
expense decrease is composed primarily of a decrease in estimated health
benefit costs of $263,000 and a decrease in the cost of complimentary goods and
services provided to guests of $129,000. Gaming costs and expenses from the
Sands Regency operations increased only slightly in the six months ended
December 31, 1995 compared to the same six month period in the prior year.
The increase in maintenance and utilities costs and expenses of $228,000
in the six months ended December 31, 1995, compared to the six months ended
December 31, 1994, is principally due to hurricane preparedness costs and
expenses for the Copa Casino, both in general and for Hurricane Opal. The
increase in general and administrative costs and expenses of $481,000 consists
primarily of increased advertising, promotional and customer solicitation costs
for the Copa Casino.
The decrease in depreciation and amortization expense of $377,000 includes
the elimination of goodwill amortization of $183,000 as a result of the
write-off of Gulfside Casino, Inc. goodwill in June 1995 when the Company
recognized an impairment in long-lived assets associated with the Copa Casino.
Likewise, due to the recognition of such impairment, the decrease includes a
decrease in Copa Casino depreciation expense of approximately $274,000.
The decrease in interest expense is partially a result of a reduction in
interest-bearing debt owed by the Company.
The decrease in the effective income tax rate from the statutory rate in
the current year six month period is a result of one-time differences
decreasing federal income taxes by approximately $72,000 and the exclusion of
nontaxable interest income. The increase in the effective income tax rate from
the statutory rate in the prior year six months is the result of the prior year
deduction of goodwill amortization that is not deductible for income tax
purposes and other one-time differences which also have resulted in an increase
in the provision for income taxes.
As is true for other hotel/casinos in the Reno area, demand for the
Company's facilities declines in the winter. Operating margins and, to a
lesser extent, revenues are lower during the second and third fiscal quarters
due to lower room rates and a lower level of gaming play per
-10-
<PAGE> 13
Results of operations - First six months of fiscal 1996 compared to 1995
(continued)
occupied room. The Sands Regency is not affected as severely as many other
hotel/casinos in the Reno area because the Company attracts high levels of
group business during that period. This group business and the Company's
flexible pricing strategy have enabled the Company to maintain relatively high
levels of hotel occupancy. Management anticipates that the trend of
experiencing lower operating margins in the second and third quarters of each
fiscal year will continue.
It appears that such seasonal trends are also applicable to the Copa Casino
in Gulfport, Mississippi. However, because of the limited amount of time that
the Copa has been in operation, the limited amount of time that gaming has
existed on the Mississippi gulfcoast and the rapid expansion of gaming in
Mississippi and nearby Louisiana, the nature and extent of seasonal
fluctuations, if any, are subject to change.
Capital resources and liquidity
During the first six months of fiscal 1996, there were no material changes
in The Sands Regent's financial condition nor were there any substantive
changes relative to matters discussed in the Capital Resources and Liquidity
section of Management's Discussion and Analysis of Financial Condition and
Results of Operations as presented in the 1995 Annual Report appearing as
exhibit 13 to the Company's Form 10-K for the year ended June 30, 1995.
-11-
<PAGE> 14
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.
The Annual Meeting of Shareholders was held on November 6, 1995. At such
meeting, Joseph G. Fanelli, Weldon C. Upton and David R. Wood were re-elected
to serve as Directors. The remaining continuing Directors are Jon N. Bengtson,
Pete Cladianos, Jr., Pete Cladianos III and Katherene Latham.
There were no other matters voted on at the Annual meeting.
Item 5. Other information.
NONE
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27 Financial Data Schedule.
(b) Reports on Form 8-K:
NONE
-12-
<PAGE> 15
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE SANDS REGENT
(Registrant)
Date: February 13, 1996 By /S/David R. Wood
------------------------------------------
David R. Wood, Executive Vice President
Principal Accounting and Financial Officer
-13-
<PAGE> 16
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Sequentially
Exhibit Numbered
Number Page
------- ------------
<S> <C> <C>
27 Financial Data Schedule.........................
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 9,990
<SECURITIES> 640
<RECEIVABLES> 593
<ALLOWANCES> 99
<INVENTORY> 820
<CURRENT-ASSETS> 14,758
<PP&E> 75,476
<DEPRECIATION> 27,383
<TOTAL-ASSETS> 65,412
<CURRENT-LIABILITIES> 17,315
<BONDS> 15,477
0
0
<COMMON> 345
<OTHER-SE> 32,238
<TOTAL-LIABILITY-AND-EQUITY> 65,412
<SALES> 3,930
<TOTAL-REVENUES> 30,092
<CGS> 3,288
<TOTAL-COSTS> 16,968
<OTHER-EXPENSES> 10,571
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,242
<INCOME-PRETAX> 1,623
<INCOME-TAX> 439
<INCOME-CONTINUING> 1,184
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,184
<EPS-PRIMARY> .26
<EPS-DILUTED> .26
</TABLE>
