<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q/A
QUARTERLY REPORT UNDER SECTION 13
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended MAY 31, 1996 Commission File Number 0-13394
VIDEO DISPLAY CORPORATION
(Exact name of registrant as specified on its charter)
GEORGIA 58-1217564
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
1868 TUCKER INDUSTRIAL DRIVE, TUCKER, GEORGIA 30084
(Address of principal executive offices)
Registrant's telephone number including area code: 770-938-2080
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by section 13 of the Securities Exchange Act of 1934 during the
preceding 12 months, and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No
___ ___
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date:
Class Outstanding at May 31, 1996
- -------------------------- ---------------------------
Common Stock, No Par Value 3,907,413
<PAGE>
VIDEO DISPLAY CORPORATION
INDEX
PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Consolidated balance sheets - May 31, 1996 and
February 29, 1996 3-4
Consolidated statements of operations -
Three months ended May 31, 1996 and 1995 5
Consolidated statements of shareholders' equity -
May 31, 1996 and February 29, 1996 6
Consolidated statements of cash flows - Three
months ended May 31, 1996 and May 31, 1995 7-8
Notes to consolidated financial statements - 9-11
May 31, 1996
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 12-13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 14
Item 2. Changes in Securities 14
Item 3. Defaults upon its Senior Securities 14
Item 4. Submission of Matters to a Vote of
Security Holders 14
Item 5. Other information 14
Item 6. Exhibits and reports on Form 8-K 14
SIGNATURES
<PAGE>
VIDEO DISPLAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
AS RESTATED
MAY 31, February 29,
1996 1996
----------------------- -----------------------
UNAUDITED (NOTE B)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents (including
restricted cash of $72,000 and $63,000) $ 1,253,000 $ 1,057,000
Notes and accounts receivable, less
allowance for possible losses of $139,000 5,231,000 5,039,000
Receivable from affiliates --- 558,000
Note receivable, net of unamortized discount
of $36,000 and $33,000, respectively (Note C) 144,000 144,000
Inventories:
Raw materials 3,896,000 3,272,000
Finished goods 17,244,000 16,178,000
Prepaid expenses 340,000 276,000
Deferred income taxes 497,000 497,000
------------ -----------
Total current assets 28,605,000 27,021,000
Property, plant and equipment:
Land 435,000 355,000
Buildings 3,886,000 3,606,000
Machinery and equipment 12,313,000 11,862,000
------------ -----------
16,634,000 15,823,000
Accumulated depreciation and amortization (11,598,000) 11,307,000
------------ -----------
5,036,000 4,516,000
Investments (note C) 663,000 622,000
Note receivable, net of unamortized discount of
$104,000 and $146,000 and allowance for possible
losses of $321,000 694,000 730,000
Excess of cost over net assets acquired, net of
accumulated amortization of $759,000 and $729,000 1,339,000 1,369,000
Other assets 178,000 161,000
------------ -----------
Total assets $ 36,515,000 $ 34,419,00
============ ===========
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE>
VIDEO DISPLAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - CONTINUED
LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
AS RESTATED
MAY 31, February 29,
1996 1996
----------------------- -----------------------
UNAUDITED (NOTE B)
<S> <C> <C>
Liabilities and Shareholders' Equity
Current liabilities:
Note payable (note E) $ 9,227,000 $ 9,089,000
Notes payable to officers and shareholders
(Note E) 1,182,000 220,000
Accounts payable 3,957,000 2,457,000
Accrued liabilities 1,490,000 1,878,000
Current maturities of long-term debt (Note E) 1,384,000 1,381,000
----------- -----------
Total current liabilities 17,240,000 15,025,000
Long-term debt (Note E) 2,022,000 2,340,000
Deferred income taxes 403,000 403,000
Minority interests 379,000 372,000
Commitments and contingencies --- ---
Shareholders' equity
Preferred stock, no par value - shares
authorized 2,000,000; none issued and
outstanding --- ---
Common stock, no par value - shares
authorized 10,000,000; issued and
outstanding shares 3,907,000 3,529,000 3,529,000
Additional paid-in capital 81,000 81,000
Retained earnings 13,908,000 13,655,000
Net unrealized gain (loss) on marketable 100,000 200,000
equity securities
Currency translation adjustments (1,147,000) (1,186,000)
----------- -----------
Total shareholders' equity 16,471,000 16,279,000
----------- -----------
Total liabilities and shareholders' equity $36,515,000 $34,419,000
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE>
VIDEO DISPLAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Fiscal Quarters Ended May 31,
(UNAUDITED)
<TABLE>
<CAPTION>
AS RESTATED
1996 1995
----------- -----------
<S> <C> <C>
Net sales $12,098,000 $11,951,000
Cost of goods sold 8,059,000 7,462,000
----------- -----------
Gross profit 4,039,000 4,489,000
Operating expenses:
Selling and delivery 941,000 1,152,000
General and administrative 2,436,000 2,244,000
----------- -----------
3,377,000 3,396,000
Operating profit 662,000 1,093,000
Other income (expense)
Interest expense (283,000) (292,000)
Other, net 10,000 12,000
----------- -----------
(273,000) (280,000)
Income before minority interest 389,000 813,000
Minority interest 5,000 1,000
----------- -----------
Income before income taxes 384,000 812,000
Income taxes 131,000 215,000
----------- -----------
Net Income $ 253,000 $ 597,000
=========== ===========
Earnings per share of common stock $ 0.07 $ 0.15
=========== ===========
Weighted average shares outstanding 3,907,000 4,088,000
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE>
Video Display Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
For the Twelve Months Ended February 29, 1996 and
the Three Months Ended May 31, 1996
as restated
<TABLE>
<CAPTION>
Net Unrealized
Loss on
Foreign Noncurrent
Currency Additional Marketable
Common Retained Translation Paid In Eauity
Stock Earnings Adjustments Capital Securities
---------------------- -------------------- ------------------- --------------- ----------------
<S> <C> <C> <C> <C> <C>
Balance at February 28,
1995 $3,821,000 $11,876,000 $(1,020,000) --- $ (81,000)
Net earnings for year --- 1,779,000 --- --- ---
Contribution of capital
from gain realized on
sale of stock by
officer --- --- --- --- ---
Repurchase and etirement
of 168,000 shares of
common stock (292,000) --- --- $81,000 ---
Currency translation
adjustment --- --- (166,000) --- ---
Net unrealized loss on
noncurrent marketable
equity securities --- --- --- --- 281,000
--------------------- -------------------- ------------------ --------------- ---------------
Balance at February 28,
1996 $3,529,000 $13,655,000 $(1,186,000) $81,000 $ 200,000
Net income for quarter --- 253,000 --- --- ---
Currency translation
adjustment --- --- 39,000 --- ---
Unrealized gain on
marketable equity
securities --- --- --- --- (100,000)
--------------------- -------------------- ------------------ --------------- ---------------
$3,529,000 $13,908,000 $(1,147,000) $81,000 $ 100,000
===================== ==================== ================== =============== ===============
</TABLE>
The accompanying notes are an integral part of these statements.
6
<PAGE>
VIDEO DISPLAY CORPORATION
STATEMENTS OF CASH FLOWS
For the Three Months ended May 31,
<TABLE>
<CAPTION>
AS RESTATED
1996 1995
----------- -----------
<S> <C> <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES $ 556,000 $ 1,331,000
INVESTING ACTIVITIES
Purchase of property, plant and equipment (161,000) (62,000)
Purchase of investment --- (157,000)
Increase in investments --- 37,000
Cash received in Teltron acquisition 22,000 ---
(Increase) decrease in other assets 3,000 (13,000)
----------- -----------
Net cash used in investing activities (136,000) (195,000)
FINANCING ACTIVITIES
Proceeds from long-term debt and lines of credit 7,693,000 8,650,000
Proceeds on note receivable 45,000 30,000
Payments on long-term debt and lines of credit (7,870,000) (8,589,000)
Payments on note to shareholder --- (291,000)
----------- -----------
Net cash used in financing activities (132,000) (200,000)
Effect of exchange rates on cash (92,000) 185,000
----------- -----------
Net increase (decrease) in cash 196,000 1,121,000
Cash, beginning of period 1,057,000 104,000
----------- -----------
Cash, end of period $ 1,253,000 $ 1,225,000
=========== ===========
RECONCILIATION OF NET EARNINGS FROM CONTINUING
OPERATIONS TO NET CASH PROVIDED BY OPERATING
ACTIVITIES
Net earnings from continuing operations $ 253,000 $ 597,000
Adjustments to reconcile net earnings to net cash
provided by operations:
Depreciation and amortization 334,000 452,000
Amortized interest on note receivable (9,000) (28,000)
Decrease in allowance for doubtful accounts --- (3,000)
Changes in operating assets and liabilities net of
effects from acquisitions:
(Increase) decrease in accounts receivable 546,000 (79,000)
Increase in inventory (957,000) (830,000)
(Increase) decrease in prepaid expenses (59,000) ---
Increase (decrease) in accounts payable and accrued
expenses 441,000 1,215,000
Increase in minority interest 7,000 7,000
----------- -----------
Net cash provided by (used in) continuing operations $ 556,000 $ 1,331,000
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
7
<PAGE>
Video Display Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE A - RESTATEMENT OF PREVIOUS FILING
The May 31, 1996 results have been restated to reflect the reduction of gross
margin and related tax effect attibuted primarily to the consumer electronic
parts division. The adjustment resulted in the reduction of the carrying value
of product inventories.
The following table identifies the affected accounts:
<TABLE>
<CAPTION>
May 31, 1996
As Previously May 31, 1996
Reported Adjusted As Restated
------------- ---------- ------------
<S> <C> <C> <C>
Balance sheet
Current assets $28,589,000 $ 16,000 $28,605,000
Total assets $36,499,000 $ 16,000 $36,515,000
Current liabilities $17,023,000 $ 217,000 $17,240,000
Shareholders'equity $16,672,000 $(201,000) $16,471,000
Total liabilities and
Shareholders' equity $36,499,000 $ 16,000 $36,515,000
<CAPTION>
Three Months Ended May 31, 1996
As Previously
Reported Adjusted As Restated
------------- ---------- ------------
<S> <C> <C> <C>
Income statement
Net sales $12,098,000 $ -- $12,098,000
Cost of goods sold 7,735,000 324,000 8,059,000
Operating expenses 3,377,000 -- 3,377,000
Other income(expense) (273,000) -- (273,000)
Income taxes 254,000 (123,000) 131,000
Net income $ 454,000 $(201,000) $ 253,000
Earnings per share $ 0.12 $ (0.05) $ 0.07
</TABLE>
8
<PAGE>
VIDEO DISPLAY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The consolidated financial statements include the accounts of the Company and
its majority owned subsidiaries after elimination of all significant
intercompany accounts and transactions.
Investments in 50% or less-owned affiliated companies are accounted for on the
equity method.
The balance sheet at February 29, 1996 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements.
In the opinion of management, the accompanying unaudited consolidated financial
statements reflect all adjustments "consisting of only normal accruals"
necessary to present fairly the Company's consolidated financial position as of
May 31, 1996 and the Consolidated Statement of Earnings for the three months
ended May 31, 1996 and 1995.
NOTE C - SETTLEMENT OF LITIGATION
The Company and Global Products, Inc. ("Global") entered into a settlement
agreement ("Settlement"), effective February 16, 1995 in which both parties
agreed to dismiss all litigation, claims and counter claims related to the
dispute between the two parties. The settlement contained provisions whereby
certain assets, previously owned by Summit Organization, Ltd., Global and its
affiliates, were transferred to the Company.
In conjunction with the above settlement, the Company received an unsecured note
receivable with a face value of $1,500,000 due in monthly installments of
$15,000 over a term of 100 months. The note is non-interest bearing for the
first 50 payments and interest bearing, at prime plus 1% over the remaining 50
payments. As of May 31, 1996, the note is recorded at a total of $838,000, net
of its discount and allowance.
NOTE D - MARKETABLE EQUITY SECURITIES AND INVESTMENTS
The Company owns 266,000 shares of MicroTel International, Inc. (MOL), formerly
CXR, Inc., which it accounts for as an available-for-sale security. As of May
31, 1996 and February 29, 1996, MOL had a market value of $1 3/8 and $1 3/4,
respectively. In accordance with SFAS 115, the Company has reflected unrealized
gains and losses on the MicroTel shares as a separate component of shareholders'
equity.
9
<PAGE>
VIDEO DISPLAY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note E - LONG-TERM DEBT
Long-term debt consisted of the following:
<TABLE>
<CAPTION>
MAY 31, February 29,
1996 1996
---------- ------------
<S> <C> <C>
Term loan facility $2,600,000 $2,800,000
Note payable to bank; quarterly principal
payments of $10,000 plus interest at 86% of
prime (8.25% at May, 1996); collateralized by
land, building and equipment with a net book
value of $613,000 at May 31, 1996. 69,000 69,000
Mortgage payable to bank; monthly principal
payments of $5,000 plus interest at prime plus
1%; balloon payment of outstanding principal
due October 1, 1996; collateralized by land
and building with a net book value of
$1,037,401 at May 31, 1996. 254,000 269,000
Note payable to industrial development
authority; monthly payment of $4,000 including
interest at 6.5%; collateralized by land and
building with a net book value of $552,000 at 208,000 217,000
May 31, 1996.
Note payable to bank; monthly principal
payments of $24,000 including interest at 9%
collateralized by computer equipment with a
net book value of $481,000 at May 31, 1996. 106,000 154,000
Note payable to bank; montly payment of $8,000
plus interest at prime plus 1%; collateralized
by machinery and equipment with a net book
value of $398,000 at May 31, 1996. 30,000 53,000
Note payable to bank; monthly payment of $2,000
plus interest at prime plus 1%; collateralized
by land and buildings with a net book value of
$183,000. 104,000 111,000
Other 35,000 48,000
---------- ----------
3,406,000 3,721,000
Less current portion 1,384,000 1,381,000
---------- ----------
$2,022,000 $2,340,000
========== ==========
</TABLE>
10
<PAGE>
Video Display Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE E - LONG-TERM DEBT (Continued)
On April 1, 1996, the Company acquired substantially all the assets and assumed
all the liabilities of Teltron Technologies, Inc. in exchange for a demand note
payable to an officer and shareholder of the Company in the amount of $900,000
with interest payable monthly at prime plus one percent and cash of $62,000.
11
<PAGE>
PART I
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations
- ---------------------
The following table sets forth, for the three months ended May 31, 1996 and
1995, the percentages which selected items in the Statements of Income bear to
total revenues:
<TABLE>
<CAPTION>
Fiscal Quarter Ended May 31,
AS RESTATED
1996 1997
----------------------------- ---------------------------
Sales
<S> <C> <C> <C> <C>
CRT and components $ 5,773,000 47.7% $ 5,831,000 48.8%
Wholesale electronic parts 6,325,000 52.3 6,120,000 51.2
----------- ----- ----------- -----
$12,098,000 100.0% $11,951,000 100.0%
Cost and expenses
Cost of goods sold $ 8,059,000 66.6% $ 7,462,000 62.4%
Selling and delivery 941,000 7.8 1,152,000 9.6
General and administrative 2,436,000 20.1 2,244,000 18.8
----------- ----- -----------
11,436,000 94.5 10,858,000 90.8
Income from Operations 662,000 5.5 1,093,000 9.2
Interest expense (283,000) (2.3) (292,000) (2.4)
Other income (expense) 5,000 -- 11,000 --
----------- ----- ----------- -----
Income before income taxes 384,000 3.2 812,000 6.8
Provision for income taxes 131,000 1.1 215,000 1.8
----------- ----- ----------- -----
Net income $ 253,000 2.1% $ 597,000 5.0%
=========== ===== =========== =====
</TABLE>
Net Sales
- ---------
Consolidated net sales increased 1.2% or $147,000 for the three months
ended May 31, 1996 as compared to the same period one year ago. CRT division
sales were down 1% or $58,000 and the wholesale consumer electronic parts
division sales were down 3% or $205,000.
12
<PAGE>
MANAGEMENT'S DICUSSION AND ANALYSIS - (Continued)
The net increase in sales of the wholesale electronic parts division is in
part attributed to the return of certain consumer product manufacturers to
standard distribution channels rather than selling direct. This aspect accounts
for $536,000 of the increase. An additional increase of $326,000 is attributed
to the fire safety equipment product line introduced in the first fiscal quarter
of 1995. The offsetting declines of $689,000 reflect the growing trend of small
distribution companies and consumer shops being over powered by large discount
chains.
Gross Margins
- -------------
Consolidated gross profit margins as a percentage of sales declined from
37.6% for the quarter ended May 31, 1996 to 33.4% for the quarter ended May 31,
1996. The CRT and wholesale electronic parts divisions posted declines of 2.3%
and 6.1% respectively.
Decreases in the gross margin of the CRT division are attributed to two
factors: an increase in the cost of certain television grade tubes and the mix
of tube categories sold (i.e. lower margin monochrome tubes vs. higher margin
color tubes).
Decreases in the gross margin of wholesale electronic parts are attributed
primarily to the effect of reduced margins realized on the increased sales to
major electronic distributors compared to sales generated from retail and other
end users. Fire and safety sales are also at lower margins than other retail
accounts.
Operating Expenses
- ------------------
Selling and general and administrative expenses declined by $19,000 or .6%
over a year ago. The Company continues to reduce its operating expenses in
response to lower sales.
Interest Expense
- ----------------
Interest expense decreased $9,000 to $283,000 in the first quarter of 1997.
The Company derived a net $5,000 benefit from interest rate swap agreements with
a bank that fixed the interest rate on $7,500,000 of outstanding borrowings
adjusted upward for the excess of prime over 8%, if any. These agreements
expired during May 1996.
Income Taxes
- ------------
The Company's effective tax rate for the first quarter of fiscal 1997 was
34.1% as compared to 26.5% for the same period a year ago. The difference in
the effective tax rate is attributable to the decrease in earnings in the first
quarter of fiscal 1997 of our foreign subsidiary. The foreign subsidiary has a
tax loss carry forward which is applicable to these earnings.
13
<PAGE>
Foreign Currencies
- ------------------
The Company recorded a $39,000 increase to shareholders' equity in the
first quarter of fiscal 1997 related primarily to the Company's Mexican facility
and the effects on its financial statements calculated using the Mexican pesco
as its functional currency. The peso rebounded slightly in the first quarter
accounting for the gain reported.
Liquidity and Capital Resources
- --------------------------------
The Company's working capital was $11,365,000 at May 31, 1996 as compared
to $11,996,000 at February 29, 1996.
Net cash provided by operating activities for the three months ended May
31, 1996 was $556,000 on net income of $454,000.
Capital expenditures for fiscal 1997 are not anticipated to be significant
other than the leasehold improvements and moving costs associated with the
relocation of the Arizona electron gun facility to Stone Mountain, Georgia.
Those costs are estimated to be $250,000.
In fiscal 1995, the Company entered into a new loan agreement with the bank
providing a $4,000,000 five year term loan and a one year $10,000,000 revolving
line of credit. The revolver has been renewed through August 31, 1996 and the
Company will be required to seek renewal of this facility in fiscal 1997. The
Company does not anticipate problems in the renegotiation of the debt.
In April 1996, the Company exercised its option to purchase substantially
all the assets and assume the liabilities of Teltron Technologies, Inc. ("TTI")
for a purchase price of $963,000 consisting of cash of $63,000 and a demand note
payable of $900,000.
Subsequent to May, the Company acquired 100% of the stock of Z-Axis, Inc.
The Company issued $2,000,000 in face value of an 8% convertible subordinated
debenture in payment for the acquistion. The debenture has a 5-year maturity
date with a conversion rate based on the quoted fair market value of the
Company's stock on the date the conversion is elected. An additional amount of
debentures may be due based upon a performance contingency formula during the
years of February 28, 1997, 1998 and 1999 inclusive. Z-Axis, Inc., founded in
1989 with strong support of the Company's management, manufactures and markets
specialty monochrome and color CRT monitor assemblies.
The Company is currently bidding on sales contracts for additional revenues
which could significantly increase its requirements for working capital. It is
the Company's intent to finance its short term capital requirements through its
existing bank borrowing relationships; however, longer term sources of more
permanent capital may be required if certain larger contracts are awarded to the
Company.
14
<PAGE>
PART II
Item 1. Legal Proceedings
No new legal proceedings or material changes in existing
litigation occurred during the quarter ending May 31, 1996.
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
The Company did not file any reports on Form 8-K during the three
months ended May 31, 1996.
15
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereto duly authorized.
VIDEO DISPLAY CORPORATION
July 3, 1996 By: /s/ Ronald D. Ordway
------------------------------
Ronald D. Ordway
Chief Executive Officer
By: /s/ Carol D. Franklin
------------------------------
Carol D. Franklin
Secretary and Controller
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-START> MAR-01-1996
<PERIOD-END> MAY-31-1996
<CASH> 1,253,000
<SECURITIES> 0
<RECEIVABLES> 5,514,000
<ALLOWANCES> 139,000
<INVENTORY> 21,140,000
<CURRENT-ASSETS> 28,605,000
<PP&E> 16,634,000
<DEPRECIATION> 11,598,000
<TOTAL-ASSETS> 36,515,000
<CURRENT-LIABILITIES> 17,240,000
<BONDS> 2,022,000
0
0
<COMMON> 3,529,000
<OTHER-SE> 12,942,000
<TOTAL-LIABILITY-AND-EQUITY> 36,515,000
<SALES> 12,098,000
<TOTAL-REVENUES> 12,098,000
<CGS> 8,059,000
<TOTAL-COSTS> 11,436,000
<OTHER-EXPENSES> 5,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 283,000
<INCOME-PRETAX> 384,000
<INCOME-TAX> 131,000
<INCOME-CONTINUING> 253,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 253,000
<EPS-PRIMARY> $0.07
<EPS-DILUTED> 0
</TABLE>
