<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
/ X / Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended March 31, 1996
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 0-753
PENN VIRGINIA CORPORATION
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Virginia 23-1184320
- -------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 MATSONFORD ROAD SUITE 200
RADNOR, PA 19807
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(610) 687-8900
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
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
----- -----
Number of shares of common stock of registrant
outstanding at May 9, 1996: 4,334,264
<PAGE> 2
PENN VIRGINIA CORPORATION
INDEX
________________________________________________________________________________
PAGE
----
PART I FINANCIAL INFORMATION:
Item 1. Financial Statements
Condensed Consolidated Statements of Income for 1
the three months ended March 31, 1996 and 1995
Condensed Consolidated Statements of Cash Flows for 2
the three months ended March 31, 1996 and 1995
Condensed Consolidated Balance Sheets as of 3
March 31, 1996 and December 31, 1996
Notes to Condensed Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial 6
and Results of Operations
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 13
<PAGE> 3
PENN VIRGINIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
---------------------
1996 1995
---- ----
<S> <C> <C>
REVENUES:
Timber & land sales $ 74 $ 220
Oil sales 167 231
Natural gas sales 5,362 3,109
Royalties-coal 1,719 3,168
Royalties-oil & gas 546 348
Dividends 617 625
Other income 385 146
----- -----
TOTAL REVENUES $8,870 $7,847
EXPENSES:
Operating expenses $ 726 $ 724
Exploration and development 81 118
Taxes other than income 647 441
General and administrative 1,695 1,843
Depreciation, depletion, amortization 1,626 1,886
----- -----
TOTAL EXPENSES $4,775 $5,012
OPERATING INCOME $4,095 $2,835
OTHER (INCOME) EXPENSE:
Interest expense $ 274 $ 386
Gain on sale of property (17) (51)
Other income (809) (445)
------ ------
Income before income tax $4,647 $2,945
Income tax expense 390 303
----- -----
NET INCOME $4,257 $2,642
====== ======
NET INCOME PER SHARE 1.00 0.62
===== =====
WEIGHTED AVERAGE SHARES OUTSTANDING (IN THOUSANDS) 4,265 4,276
</TABLE>
See accompanying notes to condensed consolidated financial statements.
1
<PAGE> 4
PENN VIRGINIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED CASH FLOW STATEMENTS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
---------------
1996 1995
---- ----
(Unaudited)
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES:
Net Income $4,257 $2,642
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation, depletion, and amortization 1,626 1,886
Gain on sale of property, plant and equipment (17) (50)
Deferred income taxes (709) (286)
Other (517) (221)
Decrease in current assets 510 315
Increase (Decrease) in current liabilities 19 (1,869)
(Increase) Decrease in other assets 1 (61)
Increase (Decrease) in other liabilities 358 (145)
Decrease in minority interest (4) (2)
------ --------
NET CASH PROVIDED BY OPERATING ACTIVITIES $5,524 $2,209
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from notes $1,348 $ 952
Proceeds from sale of fixed assets 20 0
Capital expenditures (73) (20,195)
------ --------
NET CASH PROVIDED, (USED) BY INVESTING ACTIVITIES $1,295 $(19,243)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid $(1,918) $(1,920)
Proceeds from debt borrowings 0 16,500
Repayment of long-term debt (3,950) (1,050)
Purchase of treasury stock 0 (230)
Proceeds from exercise of stock options 323 0
Reduction in guaranteed debt to ESOP 0 150
------ -------
NET CASH PROVIDED, (USED) BY FINANCING ACTIVITIES $(5,545) $13,450
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,274 (3,584)
CASH AND CASH EQUIVALENTS-BEGINNING BALANCE 2,993 7,039
----- ------
CASH AND CASH EQUIVALENTS-ENDING BALANCE $4,267 $3,455
====== ======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid to date for:
Interest $123 $80
Income taxes 833 200
</TABLE>
See accompanying notes to condensed consolidated financial statements.
2
<PAGE> 5
PENN VIRGINIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1996 1995
---- ----
(UNAUDITED)
ASSETS
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $4,267 $2,993
Receivables 3,844 3,924
Current portion of long-term notes receivable 4,321 4,321
Current deferred tax benefit 865 865
Recoverable income taxes 0 375
Inventory 187 187
Prepaid expenses 174 229
TOTAL CURRENT ASSETS 13,658 12,894
Investments 103,203 96,645
Long-term notes receivable-net of current portion 3,745 4,582
Property, plant and equipment (net) 89,455 91,016
Intangible assets, net of amortization 738 740
Other assets 123 124
TOTAL ASSETS $210,922 $206,001
======== ========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE> 6
PENN VIRGINIA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1996 1995
---- ----
(UNAUDITED)
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
CURRENT LIABILITIES
Current installments on long-term debt $2,000 $2,000
Accounts payable 1,010 2,094
Accrued expenses 5,920 4,670
Deferred liabilities 164 188
Taxes on income 622 358
------ ------
TOTAL CURRENT LIABILITIES 9,716 9,310
------ ------
Other liabilities 6,883 7,402
Deferred taxes 30,626 29,040
Long-term debt, net of current installments 9,199 12,700
Minority interest 188 192
SHAREHOLDERS' EQUITY
Preferred stock of $100 par value-
authorized 100,000 shares; none issued
Common stock of $6.25 par value-
authorized 8,000,000 shares, issued 4,447,517
shares and 4,437,517 shares, respectively 27,797 27,735
Other paid in capital 36,144 35,856
Retained earnings 40,319 37,979
------- -------
104,260 101,570
Less: 175,277 shares of common stock
held in treasury 7,928 7,928
Pensions-additional liability 899 899
Add: unrealized investment holding gain, net of tax 58,877 54,614
------ ------
TOTAL SHAREHOLDERS' EQUITY 154,310 147,357
------- -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $210,922 $206,001
======== ========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE> 7
PENN VIRGINIA CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1996
- --------------------------------------------------------------------------------
(1) ACCOUNTING POLICIES
The accompanying unaudited consolidated financial statements of Penn
Virginia Corporation and its subsidiaries (the "Company") have been prepared in
accordance with generally accepted accounting principles for interim financial
reporting and SEC regulations. These statements involve the use of estimates
and judgments where appropriate. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. These financial statements should be read in
conjunction with the Company's consolidated financial statements and footnotes
included in the Company's December 31, 1995 annual report on Form 10-K.
Operating results for the three months ended March 31, 1996 are not necessarily
indicative of the results that may be expected for the year ended December 31,
1996.
(2) SECURITIES
The amortized cost, gross unrealized holding gains or losses and market
value for available-for-sale securities at March 31, 1996 were as follows:
<TABLE>
<CAPTION>
Gross
Unrealized
Amortized Holding Gain Market
Cost (Loss) Value
---- ----- -----
<S> <C> <C> <C>
Availlable-for-sale:
Westmoreland Coal Company $5,263 $(438) $4,825
Westmoreland Resources, Inc. 4,530 0 4,530
Norfolk Southern Corporation 2,839 91,003 93,842
Blue Diamond Coal Company 3 4 7
---------- ---------- -----------
$12,635 $90,569 $103,204
</TABLE>
The amortized cost and fair value of notes receivable which are
classified as held-to maturity securities were $8,066,000 at March 31, 1996.
(3) OTHER TRANSACTIONS
In January 1996, the Company entered into three lease agreements with
an operator covering approximately eighty percent of its coal reserves in West
Virginia. The leases have a fifteen-year initial term with the option to renew
for an additional five-year term. The operator is in the permitting phase and
should begin operations in late 1996 or early 1997.
5
<PAGE> 8
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS - FIRST QUARTERS 1996 AND 1995 COMPARED
Consolidated net income for the first quarter of 1996 is $4.3 million
compared with $2.6 million for the first quarter of 1995. The discussion of
the segmented financial information included in this report will detail the
specifics of this increase.
Corporate and other non-operating income or expenses consist primarily
of general and administrative expense, other non-operating income, interest
expense and income taxes. Corporate general and administrative expenses were
$0.8 million, which is unchanged for the same period of 1995. Interest expense
was down $0.1 million due to the repayment of long-term debt. Other
non-operating income increased from $0.4 million in the first quarter of 1995
to $0.8 million in the first quarter of 1996. This increase was a result of
damages received on coal reserves in Virginia and an increase of interest
income on various long-term notes receivable. Income taxes increased $0.1
million due to the increase in consolidated revenues.
The table below will be used to discuss the variances related to
operating activities within the Company for comparison of the first quarters of
1996 and 1995, respectively.
OPERATIONS SUMMARY
<TABLE>
<CAPTION>
Three Months
Ended March 31
--------------------
PRODUCTION
1996 1995
---- ----
<S> <C> <C>
Natural gas (Mmcf)-WI 1,697 1,644
Natural gas (MMcf)-RI 166 155
Oil and condensate (MBbls) 10 15
Timber (Mbf) 465 1,072
Coal tons (000) 790 1,347
PRICES
Natural gas ($/Mcf)-WI $ 3.16 $ 1.89
Natural gas ($/Mcf)-RI 3.29 2.25
Oil and condensate ($/Bbl) 16.70 15.40
Timber ($/Mbf) 142.00 187.00
Coal royalties ($/ton) 2.18 2.35
</TABLE>
The Company operates three business segments, oil and gas, coal and
land and investments. The segmented financial information on operating income
with explanations regarding variances in each segment is presented below.
6
<PAGE> 9
OIL AND GAS
Operating income for the oil and gas segment was $3.0 million for the first
quarter of 1996 compared with $.1 million in the first quarter of 1995.
OIL AND GAS
<TABLE>
<CAPTION>
Three Months
Ended March 31,
---------------
1996 1995
----- -----
(Dollars in thousands)
<S> <C> <C>
REVENUES:
Natural gas sales $5,362 $3,109
Oil and gas royalties 546 348
Oil and condensate 167 231
Other income 350 110
----- ---
TOTAL REVENUES 6,425 3,798
----- -----
EXPENSES:
Operating expenses 700 705
Exploration and development 61 64
Taxes other than income 542 312
General and administrative 581 734
Depreciation and depletion 1,587 1,855
----- -----
TOTAL EXPENSES 3,471 3,670
----- -----
OPERATING INCOME $2,954 $ 128
====== ======
</TABLE>
NATURAL GAS SALES. Natural gas sales increased $2.3 million (72 PERCENT)
in the first quarter of 1996 compared with the same period of 1995. This was
accomplished primarily on the strength of pricing, with volume remaining
virtually unchanged between the two comparison periods. The average price
received by the Company for its working interest gas was $3.16 per thousand
cubic feet (Mcf) compared with $1.89 per Mcf for the same period of 1995. Penn
Virginia has entered into several short-term contracts with prices ranging from
$2.46 per Mcf to $2.65 per Mcf from April, 1996 thru March, 1997. These
contracts cover approximately 25 percent of the Company's estimated production
during this period.
The company also entered into two short-term contracts for the
period May, 1996 thru November, 1996, with prices ranging from $2.65 per Mcf
to $2.78 per Mcf. These contracts cover approximately 25 percent of the
Company's estimated production during this period.
OIL AND CONDENSATE SALES. Oil sales decreased $64,000 (28 PERCENT) in the
first quarter of 1996 compared with the same period of 1995. Prices per barrel
were higher, averaging $16.70 per barrel (Bbl) for 1996 compared with $15.40
per Bbl for 1995. Production was lower for 1996 by approximately 5,000 Bbls.
The primary field affected by this decrease was Cutshin.
OIL AND GAS ROYALTIES. Oil and gas royalties increased $198,000 (57
PERCENT) in the first quarter of 1996 compared with the same period of 1995.
This variance resulted from an increase in volume of 11 million cubic feet
(MMcf) and an upturn in average prices from $2.25 per Mcf in the first quarter
1995 to $3.29 per Mcf in the first quarter 1996.
OTHER INCOME. Other income increased $240,000 (218 PERCENT) in the first
quarter of 1996 compared with the same period of 1995. This increase was
primarily a result of additional funds
7
<PAGE> 10
received from the Company's natural gas contract claim settlement against
Columbia, which was reported in 1995.
OPERATING EXPENSES. Operating expenses for the first quarter of 1996 were
$700,000, which is consistent with the $705,000 reported in the first quarter
of 1995.
EXPLORATION AND DEVELOPMENT. Exploration and development expenses for the
first quarter of 1996 were $61,000, which is consistent with the $64,000
reported in the first quarter of 1995.
TAXES OTHER THAN ON INCOME. Taxes other than on income increased $230,000
(74 PERCENT) in the first quarter of 1996 compared to the same period in 1995.
Severance and ad valorem taxes represented the majority of the increase, which
is a function of the increase in the sales price received for the Company's
natural gas.
GENERAL AND ADMINISTRATIVE. General and administrative expenses decreased
$153,000 (21 PERCENT) in the first quarter of 1996 compared with the same
period in 1995. The primary factor effecting the decrease was a reduction in
personnel and their related benefit costs.
DEPRECIATION AND DEPLETION. Depreciation and depletion expense decreased
$268,000 (14 PERCENT) from $1,855,000 in the first quarter of 1995 to
$1,587,000 in the first quarter 1996. This decrease was a result of lower
depletion rates related to the implementation of the Statement of Financial
Accounting Standards No. 121, Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed of. The implementation
resulted in an impairment being recorded in the fourth quarter of 1995 on the
Company's Pikeville field.
8
<PAGE> 11
COAL AND LAND
Operating income for the coal and land segment was $1.4 million for the
first quarter of 1996 compared with $2.9 million for the first quarter of 1995.
The segmented financial information and explanations for this decrease are
presented below.
COAL AND LAND
<TABLE>
<CAPTION>
Three Months
Ended March 31,
---------------
1996 1995
----- -----
(Dollars in thousands)
<S> <C> <C>
REVENUES:
Coal royalties $1,719 $3,168
Timber and land sales 74 220
Other income 35 36
------ ------
TOTAL REVENUES 1,828 3,424
------ ------
EXPENSES:
Operating expenses 26 19
Exploration and development 20 53
Taxes other than income 71 75
General and administrative 315 319
Depreciation and depletion 31 22
------ ------
TOTAL EXPENSES 463 488
------ ------
OPERATING INCOME $1,365 $2,936
====== ======
</TABLE>
COAL ROYALTIES. Coal royalties decreased $1.4 million (46 PERCENT) in the
first quarter of 1996 compared with the same period in 1995. The largest
single factor affecting this decrease was the idling of Westmoreland Coal
Company operations on the Company's property located in Virginia. As earlier
reported, this idling began in July, 1995. Presently, the two companies are
negotiating to restructure the lease.
Royalties from other lessees in the first quarter of 1996 were consistent
with royalties from the first quarter of 1995. The Company also began to
receive minimum royalty payments on the new leases in West Virginia signed in
January, 1996
TIMBER AND LAND SALES. Timber and land sales decreased $146,000 (66
PERCENT) in the first quarter of 1996 compared with the same period of 1995.
The primary reason for this decline is the timing of the sale of parcel tracts,
the bulk of which are not scheduled until the second and third quarters of
1996. In the first quarter of 1996, the Company sold 465 thousand board feet
(Mbf) of timber compared with 1,072 Mbf for the same period in 1995.
OTHER INCOME. Other income was virtually unchanged for the first quarter
of 1996 compared with the first quarter of 1995.
9
<PAGE> 12
OPERATING EXPENSES. Operating expenses increased $7,800 (37 PERCENT) from
$19,000 in the first quarter of 1995 to $26,000 in the first quarter of 1996
due to an increase in land rentals.
EXPLORATION AND DEVELOPMENT. Exploration and development expenses
decreased $33,000 (62 PERCENT) from $53,000 in the first quarter of 1995 to
$20,000 in the first quarter of 1996. This decrease resulted from the timing
of the Company's coal core drilling program.
TAXES OTHER THAN INCOME. Taxes other than on income for the first quarter
1996 were consistent with the first quarter 1995.
GENERAL AND ADMINISTRATIVE. General and administrative expenses for the
first quarter 1996 were consistent with the first quarter 1995.
DEPRECIATION AND DEPLETION. Depreciation and depletion increased $9,000
(41 PERCENT) from $22,000 in the first quarter of 1995 to $31,000 in the first
quarter of 1996 due to an increase in depreciation on the rail asset.
10
<PAGE> 13
INVESTMENTS
Operating income for the investment segment was $0.6 million for the first
quarter of 1996, which is unchanged when compared with the first quarter of
1995. The segmented financial information and a table detailing the Company's
investments are presented below.
<TABLE>
<CAPTION>
March 31, 1996
--------------
<S> <C>
COMMON SHARES OWNED:
Norfolk Southern Corporation 1,102,400
Westmoreland Coal Company 1,154,411
Westmoreland Resources, Inc 1,600
Blue Diamond Coal Company 287
</TABLE>
INVESTMENTS
<TABLE>
<CAPTION>
Three Months
Ended March 31,
---------------
1996 1995
---- ----
(Dollars in thousands)
<S> <C> <C>
REVENUES:
Dividends $ 617 $ 625
--- ---
TOTAL REVENUES 617 625
--- ---
EXPENSES:
General and administrative 5 6
--- ---
TOTAL EXPENSES 5 6
--- ---
OPERATING INCOME $ 612 $ 619
=== ===
</TABLE>
DIVIDENDS. Dividend income from the Company's various investments in
energy related companies is $617,000 for the first quarter 1996 which is
consistent with first quarter of 1995.
GENERAL AND ADMINISTRATIVE. General and administrative expenses remained
virtually unchanged from the first quarter 1995 to the first quarter 1996.
11
<PAGE> 14
CAPITAL EXPENDITURES, CAPITAL RESOURCES AND LIQUIDITY.
CAPITAL EXPENDITURES.
In the first quarter 1996, capital expenditures totaled $73,000, compared
with $20,195,000 in the first quarter of 1995.
In the first quarter of 1995, the Company acquired certain oil and gas
properties in southern West Virginia for approximately $17.0 million in cash.
This transaction included 58 wells and approximately 47 billion cubic (Bcf) of
natural gas reserve.
Also, in the first quarter of 1995, the Company regained control of its
West Virginia coal reserves when Westmoreland Coal Company relinquished its
lease in return for $3.0 million and other consideration. The majority of
expenditures to date have been in the oil and gas segment. Drilling of the
budgeted 30 to 40 development wells for 1996 began in the first quarter.
The coal and land segment is in the process of reviewing several coal
reserve acquisition opportunities within the industry.
Property and leasehold acquisitions will be reviewed as opportunities arise
to determine the strategic fit within the corporate structure, planning and
business climate. As a result capital expenditures may increase or decrease as
the operating environment changes. The capital expenditure program and proved
property acquisitions will be funded by internally generated cash flow and
additional debt.
CAPITAL RESOURCES AND LIQUIDITY.
Net cash provided by operating activities was the primary source of capital
and liquidity in the first quarter of 1996. Net cash provided by operating
activities increased from $2.2 million in the first quarter of 1995 to $5.5
million in the first quarter of 1996. The primary reason for this increase was
the price the Company received for its oil and natural gas. As disclosed
earlier, the Company has entered into short-term contracts for its natural gas
to partially reduce volatility. In the coal segment the Company is negotiating
to restructure the lease on its Virginia properties. If successful, the
Company's operating income from this segment should gradually increase over the
next one to three years.
12
<PAGE> 15
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
PENN VIRGINIA CORPORATION
Date: May 14, 1996 By: /s/ Steven Tholen
--------------------------- ------------------------------------
Steven Tholen, Vice President, CFO
Principal Financial Officer
Date: May 14, 1996 By: /s/ Ann Horton
--------------------------- ------------------------------------
Ann Horton, Controller
<PAGE> 16
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(15) Letter Re: Unaudited interim financial information
(27) Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed for the quarter ended March
31, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 4,267
<SECURITIES> 0
<RECEIVABLES> 8,165
<ALLOWANCES> 0
<INVENTORY> 187
<CURRENT-ASSETS> 13,658
<PP&E> 140,448
<DEPRECIATION> 50,993
<TOTAL-ASSETS> 210,922
<CURRENT-LIABILITIES> 9,716
<BONDS> 0
0
0
<COMMON> 27,797
<OTHER-SE> 126,513
<TOTAL-LIABILITY-AND-EQUITY> 210,922
<SALES> 5,603
<TOTAL-REVENUES> 8,870
<CGS> 726
<TOTAL-COSTS> 726
<OTHER-EXPENSES> 4,049
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 274
<INCOME-PRETAX> 4,647
<INCOME-TAX> 390
<INCOME-CONTINUING> 4,257
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,257
<EPS-PRIMARY> 1.00
<EPS-DILUTED> 1.00
</TABLE>