<TABLE>
SANDATA, INC.
AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
<CAPTION>
UNAUDITED AUDITED
August 31, May 31,
1996 1996
<S> <C> <C>
ASSETS:
CURRENT ASSETS
Cash and cash equivalents $ 7,595 $ 368,400
Accounts receivable - net of
allowance for doubtful accounts of
$350,000 at August 31, 1996 and May
31, 1996, respectively 1,261,296 1,180,905
Receivables from affiliates 199,589 190,635
Receivable from former affiliate 26,002 26,258
Note receivable from former affiliate,
net of allowance for doubtful
accounts of $119,000 at August 31,
1996 and May 31, 1996, respectively 15,787 77,100
Notes receivable - officers 102,867 102,867
Inventories 22,338 27,972
Prepaid expenses and other current
assets 245,975 172,897
------- -------
TOTAL CURRENT ASSETS 1,881,449 2,147,034
FIXED ASSETS, NET 8,857,952 9,399,625
OTHER ASSETS
Cash surrender value of officer's
life insurance, security deposits
and other 394,854 410,683
TOTAL ASSETS $11,134,255 $ 11,957,342
----------- ------------
----------- ------------
</TABLE>
<TABLE>
CONSOLIDATED CONDENSED BALANCE SHEETS
<CAPTION>
UNAUDITED AUDITED
August 31, May 31,
1996 1996
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY:
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 786,055 $1,022,058
Current portion of long-term debt 659,678 768,354
Note payable - affiliate 155,000 1,000,000
Deferred/unearned revenue 12,787 4,299
Deferred income 265,858 205,252
-------- ---------
TOTAL CURRENT LIABILITIES 1,879,378 2,999,963
LONG-TERM DEBT 3,203,637 4,322,234
NOTES PAYABLE - AFFILIATES 1,642,000 462,000
DEFERRED INCOME 315,561 177,530
DEFERRED INCOME TAXES 124,750 83,000
-------- ---------
TOTAL LIABILITIES 7,165,326 8,044,727
--------- ---------
SHAREHOLDERS' EQUITY
Common stock 816 816
Additional paid in capital 1,279,710 1,279,710
Retained earnings 2,825,289 2,768,975
Treasury stock (136,886) (136,886)
--------- --------
TOTAL SHAREHOLDERS' EQUITY 3,968,929 3,912,615
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $11,134,255$ 11,957,342
</TABLE>
<TABLE>
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
<CAPTION>
THREE MONTHS ENDED
AUGUST 31,
1996 1995
<S> <C> <C>
REVENUES:
Service fees $2,488,850 $2,074,000
Real estate rental income 81,540 35,994
Other income 83,2665 2,987
Interest income 2,980 14,190
-------- ---------
2,656,636 2,177,171
--------- ---------
COSTS AND EXPENSES:
Service Fees:
Operating 1,432,035 1,209,758
Selling, general and administrative 464,289 529,919
Depreciation and amortization 302,940 230,360
Interest expense 53,943 53,296
------ ------
2,253,207 2,023,333
--------- ---------
Real Estate:
Operating 153,717 38,908
Depreciation and amortization 28,358 4,520
Interest expense 81,540 30,631
Real estate taxes 39,000 10,000
------ ------
302,615 84,059
------- ------
TOTAL COSTS AND EXPENSES $2,555,822 $2,107,392
--------- ---------
Earnings from operations before
income taxes 100,814 69,779
Income tax expense (benefit) 44,500 27,912
------ ------
NET EARNINGS $56,314 $41,867
------- -------
------- -------
EARNINGS PER COMMON SHARE $.03 $.05
Weighted average common shares
outstanding $1,586,423 $766,418
--------- -------
--------- -------
</TABLE>
<TABLE>
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
<CAPTION>
THREE MONTHS ENDED
AUGUST 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 56,314 $ 41,867
Adjustments to reconcile net earnings
to net cash provided by operating
activities:
Depreciation and amortization 331,298 234,880
(Gain) on disposal of fixed assets (268,340) ---
Provision for losses on accounts
receivable --- 1,500
Recognition of deferred income (69,704) 114,115
Recognition of deferred revenue (5,147) 68,591
(Increase) decrease in operating
assets (140,704) 120,539
Increase (decrease) in operating
liabilities 87,721 (56,383)
------ -------
Net cash (used in) provided by
operating activities (8,562) 525,109
----- -------
Cash flows from investing activities:
Collection of note receivable - officer --- 129,000
Purchases of fixed assets (446,283) (1,082,160)
Increases in advances from affiliates --- (13,000)
Collection of note receivable-former
affiliate 61,313 75,777
Proceeds from sale/leaseback transaction 925,000 ---
------- ----------
Net cash provided by (used in)
investing activities 540,030 (890,383)
------- ---------
Cash flows from financing activities:
Principal payments on term loan (189,273) (62,502)
Proceeds from line of credit 700,000 950,000
Principal payments on line of credit (1,738,000) (475,000)
Proceeds from notes payable -
affiliates 2,410,000 ---
Principal payments on notes payable
- affiliates (2,075,000) ---
---------- --------
Net cash (used in) provided by
financing activities (892,273) 412,498
--------- -------
(Decrease) increase in cash and cash
equivalents (360,805) 47,224
Cash and cash equivalents at beginning
of period 368,400 102,613
------- -------
Cash and cash equivalents at end of
period $ 7,595 $ 149,837
-------- ----------
-------- ----------
</TABLE>
Note: During the three months ended August 31, 1995 the Company
assumed $4,143,140 of debt as disclosed in the Notes to the
Consolidated Condensed Financial Statements in conjunction with
the acquisition of a facility.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
The Consolidated Condensed Balance Sheet as of August 31, 1996,
the Consolidated Condensed Statements of Operations and Cash
Flows for the three-month period ended August 31, 1996 and 1995
have been prepared by Sandata, Inc. and Subsidiaries (the
"Company") without audit. In the opinion of Management, all
adjustments (which include only normal, recurring adjustments)
necessary to present fairly the financial position as of August
31, 1996 and for all periods presented have been made.
For information concerning the Company's significant accounting
policies, reference is made to the Company's Annual Report on
Form 10-KSB for the year ended May 31, 1996. Results of
Operations for the period ended August 31, 1996 are not
necessarily indicative of the operating results expected for the
full year.
2. RELATED PARTY TRANSACTIONS
(A) On July 1, 1992, the Company loaned $1,000,000 to the
Company's Chairman, bearing interest at the prime rate plus 1-
1/4% and was due July 1, 1995. On September 1, 1993, the Company
issued a new note for the then outstanding balance of $490,000,
bearing interest at prime plus 1-1/4% and was due April 30, 1994.
On May 1, 1994, the Company extended the due date of the note to
the earlier of April 30, 1995 or as the Company may demand at any
time after the effective date of the then proposed privatization
transaction. The Chairman paid $340,000 of the outstanding loan
to the Company during the year ended May 31, 1995. On May 1,
1995, the Company extended the due date of the note to October
31, 1995. On July 31, 1995, the Chairman, as a result of the
assignment of the lease with the Nassau County Industrial
Development Agency ("NCIDA") from BFS Sibling Realty Inc.,
formerly known as Brodsky Sibling Realty Inc. ("BFS") to Sandata,
Inc., repaid $129,000. The remaining balance of the note
receivable was repaid by the Chairman during the quarter ended
February 29, 1996.
(B) On June 1, 1994, BFS, an affiliate substantially owned by
the Company's Chairman, borrowed $3,350,000 in the form of
Industrial Development Revenue Bonds ("Bonds") to finance costs
incurred in connection with the acquisition, renovation and
equipping of the Company's new office space located at 26 Harbor
Park Drive, Port Washington, New York (the "Facility" or the
"Building") from the NCIDA. These Bonds were subsequently
purchased by a bank (the "Bank"). The Bonds bore interest at
prime plus 3/4 of 1% until August 11, 1995, at which time the
interest rate became fixed at 9% for a five-year term through
September 1, 2000. At that time, the interest rate will be
adjusted (at the Company's option) to a rate of either prime plus
3/4 of 1%, or the applicable fixed rate, if offered by the Bank.
Commencing October 1, 1995, principal, together with interest,
will be repaid in equal monthly installments over a 15-year
amortization period, with the balance of unpaid principal due
September 1, 2005.
(C) On June 21, 1994 (as of June 1, 1994), the Company and its
Chairman guaranteed the full and prompt payment of principal and
interest of the Bonds and the Company granted the Bank a security
interest and lien on all the assets of the Company. In connection
with the issuance and sale of the Bonds, the Company entered into
a lease agreement (the "Sublease") with BFS, whereby the Company
leased the Facility for the conduct of its business and, in
consideration therefor, was obligated to make lease payments that
at least equal amounts due to satisfy the underlying Bond
obligations.
(D) As of July 31, 1995, by an Assignment and Assumption and
First Amendment to Lease between the Company and BFS, the Company
became the beneficial owner of and leases the Facility from the
NCIDA (collectively the "Assignment Transaction"). In connection
with the Assignment Transaction, the Sublease was terminated.
The Company currently pays rent for the Facility to NCIDA in the
amount of $48,600 per month, subject to adjustment based upon the
then effective interest rate, among other things, for a term
expiring in September, 2005. The expiration of the lease term
coincides with the maturity date of the existing Bond financing
through NCIDA. Upon the expiration of such term, the Company
currently intends to exercise its right to become record owner of
the Facility.
In connection with the Assignment Transaction, the Company
assumed certain indebtedness owed to affiliates of the Company's
Chairman as follows: (i) the $364,570 remaining balance of a 48-
month term loan bearing interest at 8.7% per annum, and (ii) the
$428,570 remaining balance of a 42-month term loan bearing
interest at 8.91%. Each of the foregoing loans were incurred in
connection with the construction of improvements to the Building,
are collateralized by the assets of the primary obligor and are
guaranteed by the Company's Chairman. The Company entered into
the Assignment Transaction primarily to satisfy certain
requirements of the SBA.
(E) On August 11, 1995, the Company entered into a $750,000 loan
agreement with the Long Island Development Corporation ("LIDC"),
under a guarantee by the U.S. Small Business Administration
("SBA"). The entire $750,000 proceeds have been used to repay a
portion of the Bond indebtedness to the Bank. The Term Loan is
payable in 240 monthly installments and bears interest of 7.015%.
3. NET EARNINGS PER COMMON SHARE
Earnings per share for the three months ended August 31, 1996
includes the dilutive effect of outstanding stock options and
warrants. The number of common stock equivalents determined by
applying the modified treasury stock method included in the
calculation of earnings per share for the three months ended
August 31, 1996 was 822,468. The effect of outstanding options
and warrants was antidilutive for the three months ended August
31, 1995. Accordingly, the outstanding options and warrants were
not included in the calculation of earnings per share for the
three months ended August 31, 1995.
4. SALE/LEASEBACK TRANSACTION
In June 1996, the Company consummated a Sale/Leaseback of certain
fixed assets (principally furniture, fixtures, computer hardware
and equipment). The fixed assets, which had a net book value of
approximately $657,000, were sold for $925,000. The resulting
gain of approximately $268,000 was recorded as deferred income
and is being recognized over the life of the lease, which is
forty-eight (48) months. Approximately $16,800 of deferred gain
was recognized for the three months ended August 31, 1996.
Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION
Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
Revenues were $2,656,636 for the three months ended August 31,
1996 as compared to $2,177,171 for the three months ended August
31, 1995, an increase of $479,465 or 22%.
Service fee revenue for the three months ended August 31, 1996
was $2,488,850 as compared to $2,074,000 for the same period of
the prior fiscal year, an increase of $414,850 or 20%. The
increase is attributable to revenues derived from a new product
called SanTrax.
Real estate rental income for the three month period ended August
31, 1996 was $81,540 as compared to $35,994 for the three month
period ended August 31, 1995, an increase of $45,546 or 56%.
Other income for the three month period ended August 31, 1996 was
$83,266, as compared to $52,987 for the three month period ending
August 31, 1995. This increase is primarily due from the gain
realized upon the sale of assets in connection with the following
sale/leaseback transaction.
In June 1996, the Company consummated a sale/leaseback of certain
fixed assets (principally furniture, fixtures, computer hardware
and equipment). The fixed assets, which had a net book value of
approximately $657,000, were sold for $925,000. The resulting
gain of approximately $268,000 was recorded as deferred income
and is being recognized over the life of the lease, which is
forty-eight (48) months. Approximately $16,800 of deferred gain
was recognized for the three months ended August 31, 1996.
Expenses Related to Services
Operating expenses were $1,432,035 for the three months ended
August 31, 1996 as compared to $1,209,758 for the three months
ended August 31, 1995, an increase of $222,277 or 18%.
Programming and payroll costs relating to existing applications
and costs associated with SanTrax and its operations, including
telephone and expenses related to equipment, were the primary
factors for the increase in operating expenses.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Selling, general and administrative expenses were $464,289 for
the three months ended August 31, 1996, as compared to $529,919
for the three months ended August 31, 1995, a decrease of $65,630
or 12%. The decrease is primarily due to a decrease in payroll
and related costs and administrative costs related to SanTrax and
existing product lines.
Depreciation and amortization expense increased $72,580 to
$302,940 for the three months ended August 31, 1996 as compared
to $155,370 for the three months ended August 31, 1995. The
increase was primarily attributable to fixed asset additions,
including software capitalization costs.
Interest expense was $53,943 for the three month period ended
August 31, 1996 as compared to $53,296 for the three month period
ended August 31, 1995.
Expenses Related to Real Estate Operations
Expenses include all expenses related to the operation of the
Facility, as defined below, including real estate taxes,
depreciation expense and interest expense.
Income Tax Expenses
Income tax expense for the three month period ended August 31,
1996 was $44,500 as compared to $27,912 for the three month
period ended August 31, 1995.
Liquidity and Capital Resources
The Company's working capital increased as of August 31, 1996 to
$2,071, as compared with a deficiency at May 31, 1996 of
$852,929.
In June 1996, the Company entered into a sales/leaseback
transaction whereby certain fixed assets were sold for $925,000
and concurrently leased back to the Company. The proceeds were
used to repay outstanding advances against the Company's Credit
Agreement (as defined below).
The Company has spent approximately $446,000 in fixed asset
additions, including software capitalization costs in connection
with revenue growth and new product development.
On July 1, 1992, the Company loaned $1,000,000 to the Company's
Chairman, bearing interest at the prime rate plus 1-1/4% and was
due July 1, 1995. On September 1, 1993, the Company was issued a
new note for the then outstanding balance of $490,000, bearing
interest at prime plus
1-1/4% and being due April 30, 1994. On May 1, 1994, the Company
extended the due date of the note to the earlier of April 30,
1995 or as the Company may demand at any time after the effective
date of the then proposed privatization transaction. The Chairman
paid $340,000 of the outstanding loan to the Company during the
year ended May 31, 1995. On May 1, 1995, the Company extended the
due date of the note to October 31, 1995. On July 31, 1995, the
Chairman, as a result of the assignment of the lease with the
Nassau County Industrial Development Agency ("NCIDA") from BFS
Sibling Realty Inc., formerly known as Brodsky Sibling Realty
Inc. ("BFS"), an affiliate substantially owned by the Company's
Chairman, to Sandata, Inc., repaid $129,000. The remaining
balance of the note receivable was repaid by the Chairman during
the quarter ended February 29, 1996.
On July 31, 1993, the Company received a promissory note from
Compuflight, Inc. ("Compuflight"), a former affiliate (the
Company's Chairman was a principal stockholder and Chairman of
Compuflight through December 1, 1993) to evidence the Company's
accounts receivable from Compuflight. The note was payable in
increments of $20,000 per month including interest at the rate of
one percent above prime on the unpaid balance and was due April
1, 1994. On November 1, 1993, the note was amended. The amended
note is payable in minimum increments of $20,000 per month with
interest at ten percent (10%) per annum and contains provisions
for accelerated payments based upon Compuflight achieving certain
results. Payments commenced on February 28, 1994 and are to
continue until such time as the indebtedness and any accrued
interest are paid in full. In connection with the promissory
note, the Company received a security interest in substantially
all the then existing assets of Compuflight, which has been
assigned to the Bank as collateral for the Company's Credit
Agreement with the Bank. At the present time, Compuflight is
indebted to the Company in the amount of $160,570, of which
$134,568 represents the balance due on the note and $26,002
represents accounts receivable.
On June 1, 1994, BFS borrowed $3,350,000 in the form of
Industrial Development Revenue Bonds ("Bonds") to finance costs
incurred in connection with the acquisition, renovation and
equipping of the Company's new office space located at 26 Harbor
Park Drive, Port Washington, New York (the "Facility" or the
"Building") from the NCIDA. These Bonds were subsequently
purchased by the Bank. The aggregate cost incurred by BFS in
conjunction with such acquisition, renovation and equipping was
approximately $4,377,000. In addition, the Company incurred
approximately $500,000 in connection with additional capital
improvements. The Bonds bore interest at prime plus 3/4 of 1%
until August 11, 1995, at which time the interest rate became
fixed at 9% for a five-year term through September 1, 2000. At
that time, the interest rate will be adjusted (at the Company's
option) to a rate of either prime plus 3/4 of 1%, or the
applicable fixed rate if offered by the Bank. Commencing October
1, 1995, principal, together with interest, is being repaid in
equal monthly installments based on a 15 year amortization, with
the balance of unpaid principal due September 1, 2005. On June
21, 1994 (as of June 1, 1994), the Company and its Chairman
guaranteed the full and prompt payment of principal and interest
of the Bonds and the Company granted the Bank a security interest
and lien on all the assets of the Company. In connection with the
issuance and sale of the Bonds, the Company entered into a lease
agreement (the "Sublease") with BFS, whereby the Company leased
the Facility for the conduct of its business and, in
consideration therefor, was obligated to make lease payments that
at least equal amounts due to satisfy the underlying Bond
obligations.
As of July 31, 1995, by an Assignment and Assumption and First
Amendment to Lease between the Company and BFS, the Company
became the beneficial owner of and leases the Facility from the
NCIDA (collectively the "Assignment Transaction"). In connection
with the Assignment Transaction, the Sublease was terminated.
The Company currently pays rent for the Facility to the NCIDA in
the amount of $48,600 per month, subject to adjustment based upon
the then effective interest rate, among other things, for a term
expiring in September, 2005. The expiration of the Lease term
coincides with the maturity date of the existing Bond financing
through the NCIDA. Upon the expiration of such term, the Company
currently intends to exercise its rights to become record owner
of the Facility. In connection with the Assignment Transaction,
the Company assumed certain indebtedness owed to affiliates of
the Company's Chairman as follows: (i) the $364,570 remaining
balance of a 48-month term loan bearing interest at 8.7% per
annum, and (ii) the $428,570 remaining balance of a 42-month term
loan bearing interest at 8.91%. Each of the foregoing loans were
incurred in connection with the construction of improvements to
the Building, are collateralized by the assets of the primary
obligor and are guaranteed by the Company's Chairman.
On August 11, 1995, the Company entered into a $750,000 loan
agreement with the Long Island Development Corporation ("LIDC"),
under a guarantee by the U.S. Small Business Administration
("SBA"). The entire $750,000 proceeds have been used to repay a
portion of the Bond indebtedness to the Bank. The Company
entered into the Assignment Transaction primarily to satisfy
certain requirements of the SBA. The Term Loan is payable in 240
monthly installments of $6,255, which includes principal and
interest at a rate of 7.015%.
On April 20, 1995 the Company's $2,000,000 secured revolving
credit agreement (the "Credit Agreement") with the Bank was
amended, extending the due date for a period of two years. Upon
maturity, the Company may, at its option convert the outstanding
principal balance of the Credit Agreement to a five-year self-
amortizing term loan. The amended Credit Agreement revised the
Company's requirements to maintain a stated net worth amount and
maximum net loss amount, plus specific working capital and
liquidity ratios, capital expenditure limitations and
restrictions on the payment of dividends. Contemporaneously, the
Bank tended a two-year term loan (the "Term Loan") of $500,000 to
the Company. The proceeds of the Term Loan were used to partially
repay outstanding advances against the Company's Credit
Agreement. Principal and interest of the Term Loan are to be
repaid over a 24-month period. As of August 31, 1996 there is no
outstanding balance on the line of credit and $166,656 remaining
on the Term Loan.
The Company believes the results of its continued operations,
together with the available Credit Line, Term Loan and financings
from the IDA and SBA should be adequate to fund presently
foreseeable working capital requirements.
On September 30, 1996 Sandata announced that it entered into a
letter of intent to raise, on a "best efforts--all or none"
basis, $1,500,000 pursuant to a private offering of an aggregate
of 300,000 shares of Common Stock and five year warrants for the
purchase of 150,000 shares of Common Stock at an exercise price
of $7.00 per share. Neither the shares of Common Stock, the
warrants nor the shares of Common Stock underlying the warrants
will be registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements. However, the letter of intent contemplates that
purchasers of such Units will be granted certain registration
rights. In connection with such registration, it is contemplated
that an additional 100,000 shares of the Company's Common Stock
will be registered for certain security holders of the Company.
Contemporaneously with the execution and delivery by the Company
of the letter of intent, certain assignees of the placement agent
acquired 100,000 shares of the Company's Common Stock at a
purchase price of $3.00 per share. The Company is in the process
of preparing the offering document and negotiating a placement
agreement. No assurance can be given that the private offering
will be consummated on the terms described herein or at all.
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:
Exhibit 27 - Financial Data Schedule (Electronic Filing Only)
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.
SANDATA, INC.
(Registrant)
Date: October 15, 1996 By: /s/ Bert E. Brodsky
Bert E. Brodsky
Chairman of the Board
President, Chief Executive
Officer,Chief Financial
Officer
October 15, 1996
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Re: Sandata, Inc., File No. 0-14401
Dear Sir or Madam,
Transmitted herewith through the EDGAR system is Form 10-QSB for
the quarter ending August 31, 1996 for Sandata Inc. If you have
any questions or comments, please contact me at (516)484-4400,
extension 215.
Very truly yours,
Linda Scarpantonio
Legal Coordinator
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1997
<PERIOD-END> AUG-31-1996
<CASH> 7,595
<SECURITIES> 0
<RECEIVABLES> 1,502,674
<ALLOWANCES> 468,511
<INVENTORY> 22,338
<CURRENT-ASSETS> 1,81,449
<PP&E> 13,109,723
<DEPRECIATION> 4,251,769
<TOTAL-ASSETS> 11,134,255
<CURRENT-LIABILITIES> 1,879,378
<BONDS> 0
<COMMON> 816
0
0
<OTHER-SE> 3,968,113
<TOTAL-LIABILITY-AND-EQUITY> 11,134,255
<SALES> 2,488,850
<TOTAL-REVENUES> 2,656,636
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,420,339
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 135,483
<INCOME-PRETAX> 100,814
<INCOME-TAX> 44,500
<INCOME-CONTINUING> 56,314
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 56,314
<EPS-PRIMARY> .07
<EPS-DILUTED> .03
</TABLE>
