UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q SB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
-------------------
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
Exchange Act of 1934
For the transition period from N/A to N/A
----- -----
Commission File No. 0-14788
TATUM PETROLEUM CORPORATION
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 33-0117736
------------------------------ -------------------------------
State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization Number)
667-E Lakeview Plaza Boulevard, Worthington, OH 43085
-------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (614) 888-3637
--------------
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
At March 12, 1997, 10,418,855 shares of common stock, $.01 par value
were outstanding.
Page 1 of 13 pages.
<PAGE>
TATUM PETROLEUM CORPORATION
INDEX TO FORM 10-Q SB
SEPTEMBER 30, 1996
PAGE NO.
PART I --------
- ------
FINANCIAL STATEMENTS
a. BALANCE SHEETS - March 31, 1996 and
September 30, 1996 (Unaudited) 3
b. STATEMENTS OF OPERATIONS - For the Three Months
and Six Months Ended September 30, 1996
and 1995 (Unaudited) 4
c. STATEMENTS OF CASH FLOWS - For the Six Months
Ended September 30, 1996 and 1995 (Unaudited) 5
d. NOTES TO THE FINANCIAL STATEMENTS 6
MANAGEMENT'S DISCUSSION AND ANALYSIS 8
PART II
- -------
a. OTHER INFORMATION 11
b. SIGNATURES 13
<PAGE>
TATUM PETROLEUM CORPORATION
BALANCE SHEETS
MARCH 31, SEPTEMBER 30,
1996 1996
---------- ----------
(Unaudited)
ASSETS
------
CURRENT ASSETS:
Cash $ 416,000 $ 241,000
Receivables:
Oil and gas 642,000 279,000
Joint interest owners 42,000 139,000
Other - 467,000
Inventory 19,000 185,000
---------- ----------
Total current assets 1,119,000 1,311,000
PROPERTY AND EQUIPMENT, at cost:
Oil and gas producing properties
(using the successful efforts method
of accounting):
Proved 6,135,000 6,557,000
Unproved 475,000 583,000
Other equipment 132,000 142,000
---------- ----------
6,742,000 7,282,000
Less accumulated depreciation,
depletion, amortization and impairment (3,464,000) (3,662,000)
---------- ----------
3,278,000 3,620,000
OTHER ASSETS 20,000 17,000
---------- ----------
TOTAL ASSETS $4,417,000 $4,948,000
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES:
Note payable $ 360,000 $ 375,000
Accounts payable 230,000 342,000
Related party payable - 54,000
Revenue and ad valorem taxes payable 515,000 497,000
Advances from working interest owners 322,000 47,000
Accrued liabilities 83,000 235,000
Income tax payable 20,000 -
---------- ----------
Total current liabilities 1,530,000 1,550,000
DEFERRED TAX LIABILITY 280,000 345,000
ACCRUED LITIGATION SETTLEMENT - 338,000
COMMITMENT AND CONTINGENCIES (Note 2)
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value; authorized
15,000,000 shares, 10,418,855 shares
issued and outstanding 104,000 104,000
Additional paid-in capital 4,877,000 4,877,000
Accumulated deficit (2,374,000) (2,266,000)
---------- ----------
Total stockholders' equity 2,607,000 2,715,000
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $4,417,000 $4,948,000
========== ==========
SEE ACCOMPANYING NOTES TO THESE FINANCIAL STATEMENTS.
3
<PAGE>
TATUM PETROLEUM CORPORATION
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
FOR THE THREE FOR THE SIX
MONTHS ENDED MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------- --------------------
1996 1995 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
NET REVENUES:
Oil and gas sales $ 725,000 $ 745,000 $1,425,000 $1,425,000
Drilling arrangement income 8,000 55,000 15,000 76,000
Operating fees 37,000 29,000 70,000 47,000
---------- ---------- ---------- ----------
770,000 829,000 1,510,000 1,548,000
COSTS AND EXPENSES:
Oil and gas production costs 141,000 132,000 253,000 225,000
General and administrative
expenses 172,000 147,000 305,000 280,000
Depreciation, depletion and
amortization 109,000 75,000 218,000 149,000
Exploration costs 84,000 101,000 339,000 319,000
Dry hole costs 104,000 140,000 88,000 218,000
Legal settlements, net 99,000 - 99,000 -
---------- ---------- ---------- ----------
709,000 595,000 1,302,000 1,191,000
---------- ---------- ---------- ----------
OTHER INCOME (EXPENSE) (38,000) 15,000 (35,000) 17,000
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAXES 23,000 249,000 173,000 374,000
---------- ---------- ---------- ----------
INCOME TAX EXPENSE:
Current - -
Deferred (9,000) (71,000) (65,000) (142,000)
---------- ---------- ---------- ----------
(9,000) (71,000) (65,000) (142,000)
---------- ---------- ---------- ----------
NET INCOME $ 14,000 $ 178,000 $ 108,000 $ 232,000
========== ========== ========== ==========
NET INCOME PER SHARE $ - $ .02 $ .01 $ .02
========== ========== ========== ==========
WEIGHTED AVERAGE SHARES
OUTSTANDING 10,418,855 10,418,855 10,418,855 10,418,855
========== ========== ========== ==========
</TABLE>
SEE ACCOMPANYING NOTES TO THESE FINANCIAL STATEMENTS.
4
<PAGE>
TATUM PETROLEUM CORPORATION
STATEMENTS OF CASH FLOWS
(Unaudited)
FOR THE SIX
MONTHS ENDED
SEPTEMBER 30,
-------------------------
1996 1995
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 108,000 $ 232,000
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation, depletion and
amortization 218,000 149,000
Deferred income taxes 65,000 142,000
Gain (loss) on disposal of
equipment 43,000 (10,000)
Changes in operating assets
and liabilities:
Receivables (201,000) (309,000)
Inventory (166,000) (5,000)
Prepaid expenses and other 3,000 (1,000)
Payables 112,000 255,000
Accrued liabilities 231,000 (39,000)
---------- ----------
Net cash provided by
operating activities 413,000 414,000
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment (621,000) (604,000)
Proceeds from sale of property
and equipment 18,000 10,000
---------- ----------
Net cash used in
investing activities (603,000) (594,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on line-of-credit 1,180,000 710,000
Repayments on line-of-credit (1,165,000) (580,000)
---------- ----------
Net cash provided by
financing activities 15,000 130,000
NET INCREASE (DECREASE) IN CASH (175,000) (50,000)
CASH, BEGINNING OF PERIOD 416,000 325,000
---------- ----------
CASH, END OF PERIOD $ 241,000 $ 275,000
========== ==========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest $ 12,000 $ 12,000
========== ==========
Seismic data received for working
interest in producing properties $ - $ -
========== ==========
SEE ACCOMPANYING NOTES TO THESE FINANCIAL STATEMENTS.
5
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
1. GENERAL:
-------
Pursuant to rules and regulations of the Securities and Exchange
Commission, the Company has elected to omit substantially all the
disclosures normally included in financial statements prepared under
generally accepted accounting principles. Readers of these financial
statements should refer to the Company's Form 10-SB filed for the year
ended March 31, 1996, for additional disclosures.
The Company's balance sheet as of September 30, 1996, and the
statement of operations for the three and six months ended September
30, 1995 and 1996 are taken from the Company's books and records
without audit. Management believes, however, that such information
includes all accruals, which are considered recurring in nature,
required for the fair presentation of the Company's financial position
and results of their operations as of and for the periods then ended.
The results of operations for the interim periods presented are not
necessarily indicative of results expected for the full year.
The preparation of the Company's financial statements in conformity
with generally accepted accounting principles requires the Company's
management to make estimates and assumptions that affect the amounts
reported in these financial statements and accompanying notes. Actual
results could differ from those estimates.
2. CONTINGENCIES:
-------------
LITIGATION - The Company is currently involved in a lawsuit entitled
COLUMBIA NATURAL RESOURCES, INC. (COLUMBIA) V. TATUM PETROLEUM
CORPORATION, ET AL. in the United States District Court for the
Northern District of Ohio. The action involves claims by Columbia
that various leases were improperly acquired, that its rights were
defeated, and that the various defendants conspired to defraud them.
Likewise, the defendants, including the Company, have asserted a
counterclaim against Columbia for damages. The case and claims of
Columbia had originally been dismissed, but on appeal to the United
States Court of Appeals the decision was reversed and remanded for
further proceedings. The prayer for relief in the second amended
complaint seeks an accounting, recovery of actual and punitive
damages, and RICO-enhanced damages, which if successfully asserted
against the Company would be substantial, and most likely would impair
the Company's ability to continue operations. The prayer of the
counterclaim by the Company and others also seeks significant damages
against Columbia. If these actions are litigated, an estimate of loss
to the Company if it is unsuccessful in its defense, or an estimate of
possible gain if it is successful in its counterclaim, cannot be made.
It is the belief of counsel that a reasonable chance exists for
summary judgment on the complaint of Columbia, and a dismissal of
same, given that the same Court previously had dismissed the complaint
of Columbia, and the legal defenses available to the Company are
supported by sufficient and demonstrable evidence.
Subsequent to September 30, 1996, the Company has entered into
settlement negotiations with Columbia in order, among other things, to
avoid additional costs of continued litigation. A tentative
understanding has been reached, however, a signed release by both
parties has not yet been formalized, but in the opinion of the
Company's counsel the likelihood of consummating the settlement
6
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
is excellent. Based on this understanding, the Company has accrued
the net present value of the proposed settlement as of September 30,
1996, which is $34,000 per month to be paid over eighteen months
commencing at the execution of an agreement. If the parties are
unable to formalize a settlement based upon the terms of the proposed
agreement, the Company intends to aggressively pursue its counterclaim
and vigorously defend itself against Columbia's action.
BANKRUPTCY SETTLEMENT - In October 1996, the Company received from a
prior affiliate of Columbia a bankruptcy settlement of approximately
$467,000 which was recorded as a receivable, as such amount was agreed
to prior to September 30, 1996.
7
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OR OPERATIONS
----------------------------------------------------------
THIS REGISTRATION STATEMENT CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE
MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933. SUCH FORWARD-LOOKING
STATEMENTS MAY BE FOUND IN THIS SECTION AND UNDER "DESCRIPTION OF
BUSINESS," "MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OR OPERATIONS" AND
"PROPERTIES." ACTUAL EVENTS OR RESULTS COULD DIFFER MATERIALLY FROM THOSE
DISCUSSED IN THE FORWARD-LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS.
THREE AND SIX-MONTH PERIODS ENDED SEPTEMBER 30, 1996 VS. SEPTEMBER 30, 1995
- ---------------------------------------------------------------------------
RESULTS OF OPERATIONS - The Company had net income for the three and six-
month periods ended September 30, 1996 of $14,000 and $108,000 compared to
$178,000 and $232,000 for the three and six-month periods ended September
30, 1995. This decrease in net income was primarily a result of increased
exploration costs along with a reduction of income from sale of working
interest and the accrual for a proposed settlement of a litigation
contingency.
REVENUES - Oil and gas sales for the six-month periods ended September 30,
1996 totaled $1,425,000 compared to approximated revenues of $1,425,000 for
the six-month periods ended September 30, 1995. Oil production decreased
from 16,625 barrels to 15,700 barrels for a net decrease of 925 barrels or
5.6% for the six months ended September 30, 1996. Gas production increased
from 508,297 MCFs to 526,204 MCFs for a net increase of 17,907 MCFs or 3.5%
for the six months ended September 30, 1996. These changes in revenue and
fluctuations in production have resulted in virtually no difference in
total revenue for the two periods presented. Revenues for the three-month
periods ended September 30, 1996 and 1995 were $725,000 and $745,000,
respectively.
Drilling arrangement income decreased from $55,000 and $76,000 for the
three and six-month periods ended September 30, 1995, to $8,000 and $15,000
for the three and six-month periods ended September 30, 1996, a reduction
of 80%. This decrease is a result of the Company retaining more working
interest in the new wells being drilled.
Management fee income increased from $29,000 and $47,000 for the three and
six-month periods ended September 30, 1995, to $37,000 and $70,000 for the
three and six-month periods ended September 30, 1996. The increase in
revenue is a result of the Company managing additional wells that were
brought into production during the current period.
COSTS AND EXPENSES
- ------------------
Oil and gas production costs for the three and six-month periods ended
September 30, 1996 totaled $141,000 and $253,000 for a 12.4% and 6.8%
increase over the three and six-month periods ended September 30, 1995
costs of $132,000 and $225,000. The increased costs were primarily a
result of hiring an additional employee in the field along with salary
increases.
8
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
General and administrative expenses totaled $172,000 and $305,000 for the
three and six-month periods ended September 30, 1996 as compared to
$147,000 and $280,000 for the three and six-month periods ended September
30, 1995 for a total increase of 17.0% and 8.9%. This increase was due to
additional legal fees incurred in connection with the Company's lawsuit
with Columbia Gas along with salary increases.
Depreciation, depletion and amortization costs for the current three and
six-month periods totaled $109,000 and $218,000 for an increase of $34,000
and $69,000 over the three and six-month periods ended September 30, 1995
costs of $75,000 and $149,000. This increase is consistent with an
increase in the depreciable assets owned by the Company, as well as
adjustments to depletion rates based on year end reserve quantities.
Exploration costs and dry hole costs increased a total of 6.2% from
$101,000 and $319,000 for three and six-month periods ended September 30,
1995 to $84,000 and $339,000 for the three and six-month periods ended
September 30, 1996. The Company's approach to exploration has not changed
significantly from the prior period.
The Company accrued approximately $566,000 for a proposed settlement of
certain litigation, and has also realized a gain of $467,000 in a
bankruptcy settlement of a company previously affiliated with the company
involved in the current litigation. These legal actions have resulted in
a net expense of $99,000 for the three and six-month periods ended
September 30, 1996.
OTHER INCOME (LOSS)
- -------------------
Other income (loss) for the three and six-month periods ended September 30,
1996, was a loss of $38,000 and $35,000, a decrease of $53,000 and $52,000
from the three and six-month periods ended September 30, 1995 revenues of
$15,000 and $17,000. This decrease was due to the loss realized during the
current period on the plugging of one well which was not fully depreciated.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
During the six-month period ended September 30, 1996, the Company
experienced a decrease in working capital deficiency from $(411,000) at
March 31, 1996 to $(239,000) in the current period. This increase in
working capital of $172,000 was due to the increase in receivables,
resulting from lower gas prices which averaged 44% less than the March 1996
prices offset by a legal settlement of $467,000, which was previously not
recorded until realization for assured. Cash as of September 30, 1996 was
$241,000, a $175,000 decrease from March 31, 1996. This was due to
increased drilling activity and purchase of inventory pipe to take
advantage of low prices. Cash provided by operations was $413,000 at
September 30, 1996 which is in line with the $414,000 at September 30,
1995. However, management anticipates increased natural gas prices during
the second half of fiscal year 1997 to bring the annualized September 1996
numbers closer in line with the March 31, 1996 cash provided by operations
numbers.
The Company used it's line-of-credit along with advances from industry
investors to facilitate the drilling of 13 wells during the six months
ended September 30, 1996. Four of these wells were dry holes. Of the nine
commercial wells, the Company retained an average of 49.3% working
interest.
9
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
The Company anticipates continuing the sale of working interest to industry
related investors and bank borrowings to facilitate its working capital
needs and its drilling activities for the remainder of the fiscal year.
10
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
PART II - OTHER INFORMATION
ITEM NO. 1 - LEGAL PROCEEDINGS
-----------------
The lawsuit entitled COLUMBIA NATURAL RESOURCES, INC. V. TATUM PETROLEUM
CORPORATION, ET AL, assigned Case No. 5:93-CV-0234 in the United States
District Court for the Northern District of Ohio was originally commenced
on February 3, 1993. The plaintiff is Columbia Natural Resources, Inc.,
and the defendants are Zachary Tatum, Tatum Petroleum Corporation, Strata
Exploration, Inc., Tatum Petroleum Ohio, Inc. and Shannon Tatum.
In its complaint, Columbia Natural Resources ("Columbia") claims that
various leases were improperly acquired, that its lease rights were
defeated as a result, and that various defendants conspired to defraud the
plaintiff. In particular, the plaintiff alleges that the defendants
breached contractual duties reportedly arising under three farmount
agreements and, further, allegedly used fraudulent means to conceal the
alleged breaches of contract. The plaintiff has requested damages in
excess of ten million dollars and an award of punitive and treble damages,
with attorney's fees.
In this same case, the defendants, including Tatum Petroleum Corporation,
have asserted a counterclaim against Columbia Natural Resources for
damages. The counterclaim alleges claims for abuse of process, slander of
title to real property, tortious interference with business and contractual
relations, and fraud and extortion, among others. The counterclaim seeks
damages in excess of ten million dollars, together with a treble and
punitive damage award, and the recovery of attorney's fees.
The litigation pending in the Holmes County, Ohio Common Pleas Court
entitled YODER V. STOCKER & SITLER OIL CO., ET AL., being Case No.
44-14987, involves a third-party complaint filed by Columbia Natural
Resources against Tatum Petroleum Corporation and others for indemnity,
which was first commenced on May 29, 1991. This case originally involved
an action by landowners to cancel a lease, and after trial the landowners
prevailed and obtained judgment against Columbia Natural Resources and
Stocker & Sitler, which was appealed but eventually settled. The
third-party action is between third-party plaintiff, Columbia Natural
Resources, Inc., and third-party defendants Tatum Petroleum Corporation,
Strata Exploration, Inc. and Tatum Petroleum Ohio, Inc.
In the third-party complaint, Columbia Natural Resources alleges that the
third-party defendants breached contractual duties reportedly arising under
a farmout agreement and, further, the third-party defendant, Tatum
Petroleum Corporation, in producing a breach of the farmout agreement which
created the landowners claim against third-party plaintiff. On that basis,
the third-party complaint seeks indemnity for the amount paid in settlement
to the landowners, together with attorney's fees.
In connection with the third-party action pending in the Holmes County,
Ohio Common Pleas Court litigation, the third-party defendants have filed
a counterclaim. In their counterclaim, the third-party defendants,
including Tatum Petroleum Corporation, seek the recovery of damages for
abuse of process, tortious interference with business dealings and
relationships and deceptive trade practices, among others, and the
counterclaim seeks damages in excess of $25,000, punitive damages and
attorney's fees.
11
<PAGE>
TATUM PETROLEUM CORPORATION
NOTES TO FINANCIAL STATEMENTS
In the YODER V. STOCKER & SITLER OIL COMPANY, ET AL. Case a Holmes County,
Ohio Common Please Court jury held in favor of the plaintiff landowners for
$300,000 on compensatory damages and, further, ruled that the plaintiffs
were entitled to punitive damages against the defendants, Stocker & Sitler
and Columbia Natural Resources, Inc. That verdict was entered on March 18,
1994. Thereafter, on May 6, 1994 the court awarded the plaintiffs the sum
of $600,000 in punitive damages against the defendants. The court of
appeals reversed the punitive damage award, and during the course of
further appeal, the parties reportedly reached a settlement for a lump sum
of approximately $600,000,and Columbia Natural Resources claims that it
incurred an additional sum of approximately $600,000 in attorney's fees and
expenses relating to the landowners' claims.
The Company is unable to predict the outcome of the above-referenced
litigation. However, subsequent to September 30, 1996, the Company has
entered into settlement negotiations with Columbia in order, among other
things, to avoid additional costs of continued litigation. A tentative
understanding has been reached, however, a signed release by all parties
has not yet been formalized, but in the opinion of the Company's counsel
the likelihood of consummating the settlement is excellent. Based on this
understanding, the Company has accrued the net present value of the
proposed settlement as of September 30, 1996, which is $34,000 per month to
be paid over eighteen months commencing at the execution of an agreement.
If the settlement is formalized the above cases will be resolved, at least
as they relate to the Company. If the parties are unable to formalize a
settlement based upon the terms of the proposed agreement, the Company
intends to aggressively pursue its counterclaim and vigorously defend
itself against these actions.
ITEM NO. 2 - CHANGES IN SECURITIES
---------------------
None
ITEM NO. 3 - DEFAULTS UPON SENIOR SECURITIES
-------------------------------
None
ITEM NO. 4 - SUBMISSION OF MATTER TO A VOTE OF SECURITIES HOLDERS
----------------------------------------------------
None
ITEM NO. 5 - OTHER INFORMATION
-----------------
None
ITEM NO. 6 - EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
None
12
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of Section 13 and 15(d) 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.
TATUM PETROLEUM CORPORATION
/s/ ZACHARY T. TATUM
- --------------------------------
Zachary T. Tatum, President,
Chief Executive Officer, Principal
Financial and Accounting Officer
/s/ LORI POWELL
- --------------------------------
Lori Powell, Controller and Treasurer
Date: April 2, 1997
13
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-START> APR-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 241,000
<SECURITIES> 0
<RECEIVABLES> 885,000
<ALLOWANCES> 0
<INVENTORY> 185,000
<CURRENT-ASSETS> 1,311,000
<PP&E> 7,282,000
<DEPRECIATION> 3,662,000
<TOTAL-ASSETS> 4,948,000
<CURRENT-LIABILITIES> 1,550,000
<BONDS> 0
0
0
<COMMON> 104,000
<OTHER-SE> 4,877,000
<TOTAL-LIABILITY-AND-EQUITY> 4,948,000
<SALES> 1,425,000
<TOTAL-REVENUES> 1,510,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 130,200
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 173,000
<INCOME-TAX> 65,000
<INCOME-CONTINUING> 108,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 108,000
<EPS-PRIMARY> .01
<EPS-DILUTED> 0
</TABLE>