<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[Mark one]
[ X ] QUARTERLY REPORT UNDER 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 ____________ to _____________
Commission File Number: 0-14675
CAMERA PLATFORMS INTERNATIONAL, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 95-4024550
--------------------------------- -------------------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
28145 Avenue Crocker, Valencia, California 91355
-----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(805) 257-1444
----------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
----------------------------------------------------
(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
------- -------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of November 13, 1996.
Common Stock $.0005 par value 12,418,228
----------------------------- ------------------
(Class) (Number of shares)
<PAGE> 2
CAMERA PLATFORMS INTERNATIONAL, INC.
INDEX
<TABLE>
<CAPTION>
Page
Number
------
<S> <C>
PART I. FINANCIAL INFORMATION:
Item 1. Financial Statements:
Condensed Consolidated Statement of Financial Position
at September 30, 1996, and December 31, 1995 3
Condensed Consolidated Statement of Operations for the
Three Months ended September 30, 1996 and 1995, and
the Nine Months ended September 30, 1996 and 1995 4
Condensed Consolidated Statement of Cash Flows for the
Nine Months ended September 30, 1996 and 1995 5
Notes to Condensed Consolidated Unaudited Financial
Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 6. Exhibits and Reports on Form 8-K 11
Signature Page 11
</TABLE>
- 2 -
<PAGE> 3
CAMERA PLATFORMS INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(Unaudited)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------
SEPTEMBER 30, December 31,
1996 1995
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 33,000 $ 190,000
Accounts receivable, less allowance for doubtful accounts
of $32,000 in 1996 and $49,000 in 1995 491,000 630,000
Inventories 446,000 424,000
Prepaid expenses 65,000 23,000
------------ ------------
TOTAL CURRENT ASSETS 1,035,000 1,267,000
Property and equipment, net of accumulated depreciation
and a $542,000 rental asset valuation allowance 1,630,000 2,020,000
Deposits 69,000 131,000
Other noncurrent assets 102,000 44,000
------------ ------------
$ 2,836,000 $ 3,462,000
================================================================================================================
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 609,000 $ 513,000
Notes payable to related party 1,346,000 600,000
Note payable, net of unamortized discount of $18,000 -- 382,000
Accrued interest payable to related party 235,000 235,000
Other current liabilities 100,000 80,000
------------ ------------
TOTAL CURRENT LIABILITIES 2,290,000 1,810,000
SHAREHOLDERS' EQUITY
Common stock--$.0005 par value; 15,000,000 shares authorized; shares
issued and outstanding: 12,418,228 in 1996 and 1995 6,000 6,000
Additional paid-in capital 21,270,000 21,270,000
Accumulated deficit (20,730,000) (19,624,000)
------------ ------------
TOTAL SHAREHOLDERS' EQUITY 546,000 1,652,000
------------ ------------
$ 2,836,000 $ 3,462,000
================================================================================================================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
- 3 -
<PAGE> 4
CAMERA PLATFORMS INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
Three months ended Nine months ended
September 30, September 30,
1996 1995 1996 1995
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUES
Sales $ 588,000 $ 483,000 $1,439,000 $1,826,000
Rentals 464,000 446,000 1,186,000 1,417,000
----------- ----------- ----------- -----------
1,052,000 929,000 2,625,000 3,243,000
------------ ---------- ----------- -----------
EXPENSES
Cost of sales 484,000 311,000 1,275,000 1,218,000
Cost of rentals 362,000 350,000 1,082,000 1,126,000
Selling, general and administrative 352,000 426,000 1,331,000 1,390,000
----------- ----------- ----------- -----------
1,198,000 1,087,000 3,688,000 3,734,000
----------- ----------- ----------- -----------
Operating loss (146,000) (158,000) (1,063,000) (491,000)
Interest expense to related party -- -- -- (3,000)
Foreign currency exchange loss -- -- 17,000 (23,000)
Other income (expense) (43,000) (9,000) (59,000) (21,000)
------------ ----------- ----------- -----------
NET LOSS ($ 189,000) ($ 167,000) ($1,105,000) ($538,000)
==============================================================================================================
NET LOSS PER SHARE OF COMMON STOCK ($0.02) ($0.01) ($0.09) ($0.04)
==============================================================================================================
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 12,418,228 12,418,228 12,418,228 12,418,228
==============================================================================================================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
- 4 -
<PAGE> 5
CAMERA PLATFORMS INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
Nine months ended SEPTEMBER 30, 1996 September 30, 1995
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net loss ($ 1,105,000) ($ 538,000)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 265,000 379,000
Gain on sale of equipment -- (4,000)
Provision (credit) for doubtful accounts (17,000) (4,000)
Changes in assets and liabilities:
Accounts receivable 156,000 (25,000)
Inventories (22,000) 178,000
Prepaid expenses (41,000) 5,000
Deposits and noncurrent assets 4,000 60,000
Accounts payable 96,000 (202,000)
Accrued interest payable -- 3,000
Other current liabilities 20,000 (23,000)
- --------------------------------------------------------------------------------------------------------------
NET CASH USED IN OPERATING ACTIVITIES (644,000) (171,000)
- --------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Purchases of property and equipment (106,000) (30,000)
Proceeds from sale of equipment 226,000 4,000
- --------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 120,000 (26,000)
- --------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Proceeds from borrowings of short-term debt 746,000 500,000
Principal payment on note payable (379,000) (200,000)
- --------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 367,000 300,000
- --------------------------------------------------------------------------------------------------------------
NET (DECREASE) INCREASE IN CASH (157,000) 103,000
Cash at beginning of year 190,000 41,000
CASH AT END OF PERIOD $ 33,000 $ 144,000
==============================================================================================================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest $ 21,000 $ 1,000
Income taxes 2,000 2,000
==============================================================================================================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
- 5 -
<PAGE> 6
CAMERA PLATFORMS INTERNATIONAL, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 -- SALE OF THE COMPANY
As of September 30, 1996, the Company was continuing discussions with
certain prospective purchasers with regard to the sale of the Company. On
October 10, 1996, Shotmaker Acquisition Corporation, a Delaware corporation
("SAC"), as nominee of W/F Investment Corp., a California corporation ("W/F"),
purchased from UST, Inc., a Delaware corporation ("UST") and UST Enterprises
Inc., a Delaware corporation ("Enterprises"), an aggregate of 9,403,168 shares
of the $.0005 common stock, which shares constitute 75.7% of the issued and
outstanding common stock of the Company. The acquisition of the common stock
was made pursuant to that certain Stock Purchase and Contribution Agreement
dated October 10, 1996 (the "Stock Purchase Agreement") by and among UST,
Enterprises, W/F and the Company. In accordance with the terms of the Stock
Purchase Agreement, SAC paid to UST and Enterprises cash in the amount of
$94,032 for the 9,403,168 shares of common stock. SAC also made a capital
contribution of $191,738 to the Company and W/F arranged for a line of credit
from Foothill Capital Corporation ("Foothill") in the amount of $850,000 to be
made available to the Company.
NOTE 2 -- BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q and
Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all normal
recurring adjustments considered necessary for a fair presentation have been
included. Operating results for the nine month period ended September 30,
1996, are not necessarily indicative of the results that may be expected for
the year ending December 31, 1996. For further information, please refer to
the financial statements and footnotes thereto included in the Company's annual
report on Form 10-K for the year ended December 31, 1995.
NOTE 3 -- INVENTORIES
<TABLE>
<CAPTION>
September 30, December 31,
--------------- ----------------
1996 1995
--------------- ----------------
<S> <C> <C>
Raw materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . $223,000 $158,000
Finished Goods . . . . . . . . . . . . . . . . . . . . . . . . . . . 223,000 266,000
-------- --------
$446,000 $424,000
======== ========
</TABLE>
NOTE 4 -- NOTE PAYABLE TO RELATED PARTY
As of September 30, 1996, the Company had a $3,000,000 line of credit
established with UST, which would have expired on December 31, 1996. The
Company accrued interest monthly at the prime rate on credit line advances. At
February 28, 1995, interest ceased to accrue on funds advanced under this line
of credit pursuant to a letter of intent related to the sale of the Company.
On February 16, 1996, UST extended the expiration date of the line to
- 6 -
<PAGE> 7
CAMERA PLATFORMS INTERNATIONAL, INC.
December 31, 1996. At September 30, 1996, the Company had drawn $1,346,000
under the line of credit.
Pursuant to the terms of the Stock Purchase Agreement, UST forgave on
October 10, 1996, all amounts in excess of $250,000 owed by the Company to UST,
including accrued interest. The total debt forgiven, including accrued
interest, was $1,330,138. UST agreed to defer repayment of such $250,000 for
eighteen months and one day, and the Company agreed to repay on such date the
$250,000 plus accrued interest.
NOTE 5 - NOTES PAYABLE
As of December 31, 1995, the Company had two remaining payments for the
1993 purchase of Panther Corporation of America from Panther GmbH. These
payments, of $200,000 each, were payable on January 29, 1996 and 1997. These
payments are carried on the Condensed Consolidated Statement of Financial
Position at their present value, totaling $375,000, discounted at 8%. In
January 1996, the Company took a $379,000 advance on the UST credit line to
make both payments and retire the note. The 1997 payment, remitted one year
early, was discounted at 12% to $179,000.
On October 10, 1996, the Company obtained a line of credit from
Foothill in the amount of $850,000. The interest rate on the Foothill note is
prime plus four percent. The note has a term of one year and requires monthly
principal paydowns in the amount of $17,000. The note is secured by
substantially all the assets of the Company.
NOTE 6 - OPERATING LEASES
The Company's leasing operations consist primarily of short-term
rentals of camera cars, camera dollies and cranes. These rentals generally
range from one day to several weeks in duration, with occasional rentals of
several months. The Company also has a small number of camera dollies on
long-term operating leases of twelve to thirty-six months, and one camera car
on a long-term operating lease of twenty-four months. None of the rentals are
noncancelable leases, and no contingent rentals are included in the Company's
results.
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------ --------------
<S> <C> <C>
Carrying value of rental equipment . . . . . . . . . . . . . . . $4,886,000 $5,078,000
Less accumulated depreciation . . . . . . . . . . . . . . . . . . 2,843,000 2,590,000
Less rental asset valuation allowance . . . . . . . . . . . . . . 542,000 542,000
----------- -----------
$2,079,000 $2,357,000
============ ===========
</TABLE>
NOTE 7 - CONTINGENCIES
For a number of years, the Shotmaker division's camera cars have been
unable to meet prescribed vehicle emission standards, and the Company obtained
smog control certificates for its camera cars illegally. In March 1996, the
Company voluntarily disclosed its actions to
- 7 -
<PAGE> 8
CAMERA PLATFORMS INTERNATIONAL, INC.
appropriate state authorities. Since April 1, 1996, the Company has had one
camera car out of service because it cannot be properly registered, and two
other camera cars which are registered, but cannot legally operate within the
State of California. As of September 30, 1996, the Company was continuing its
efforts, in conjunction with state authorities, to bring its camera cars into
compliance with state law. As of November 13, 1996, approximately half of the
Company's fleet of camera cars had been brought into full compliance with state
law. The Company is seeking to bring the other camera cars in the fleet into
full compliance and anticipates that this will be accomplished before December
31, 1996.
On August 9, 1996, the Company was served with a complaint in an
action entitled Fred Neva et al. V. Camera Platforms International, Inc., et
al., which was filed in the United States District Court, District of
Minnesota, 4th Division (Case Number 4-96 Civ. 776). The complaint was filed by
a number of shareholders of the Company against the Company, its officers and
directors, and certain of its former officers and directors. The complaint
alleges that (i) the officers and directors of the Company mismanaged the
Company and breached their fiduciary duty to the Company and its shareholders;
(ii) the Company has violated Section 10(b) and Rule 10(b)(5) under the
Securities Exchange Act of 1934 by making false representations concerning the
Company's stock; and (iii) the officers and directors breached their duty of
care to the Company by paying excessive compensation to the Company's officers.
The complaint seeks unspecified damages in excess of $50,000 on each of the
three counts, plus costs, disbursements and attorneys' fees. Pursuant to the
Stock Purchase Agreement the Company has been indemnified by UST for losses
arising out of this lawsuit.
- 8 -
<PAGE> 9
CAMERA PLATFORMS INTERNATIONAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Unaudited)
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 1996, the Company had a $3,000,000 line of credit
established with UST, which would have expired on December 31, 1996. The
Company accrued interest monthly at the prime rate on credit line advances. At
February 28, 1995, interest ceased to accrue on funds advanced under this line
of credit pursuant to a letter of intent related to the sale of the Company.
On February 16, 1996, UST extended the expiration date of the line to December
31, 1996. At September 30, 1996, the Company had drawn $1,346,000 under the
line of credit.
On October 10, 1996, pursuant to the terms of the Stock Purchase
Agreement, UST forgave all amounts owed by the Company to UST in excess of
$250,000. The total debt forgiven, including accrued interest, was $1,330,138.
On the same date the Company obtained a line of credit from Foothill in the
amount of $850,000. The Foothill loan has a term of one year and operates as a
revolving line of credit. The Foothill loan requires monthly interest payments
and monthly principal paydowns in the amount of $17,000. As of November 13,
1996, the Company had drawn $31,500 on the Foothill loan.
The Company believes that working capital generated by operations,
along with the availability under the Foothill line of credit, will provide
sufficient funds to meet CPI's operating cash requirements for the next twelve
months.
RESULTS OF OPERATIONS
The following analysis compares the three months ended September 30,
1996, with the three months ended September 30, 1995, and the nine months ended
September 30, 1996, with the nine months ended September 30, 1995.
The Company's total revenues for the third quarter increased 13% as
compared with the corresponding period in the prior year. The increase
resulted from higher sales of dollies and cranes. Rental revenues for the
period were relatively flat. Total revenues for the year- to-date were 19%
less than the corresponding period in the prior year. Notwithstanding the
improvement in the quarter, both sales and rental revenues were less than in
1995.
Sales for the third quarter showed an increase of 22% as compared with
the corresponding period in the prior year. The increase in sales of dollies
and cranes referred to above more than compensated for the decline in sales of
Lightmaker ballasts, which had been adversely affected by industry concerns
about the future of the Lightmaker business and increased competition from
several competitors who introduced new electronic ballasts. Sales for the
year-to-date were 22% less than the corresponding period in the prior year,
despite improvement in the third quarter. The year-to-date sales decline was
primarily due to the problems affecting Lightmaker's performance.
- 9 -
<PAGE> 10
CAMERA PLATFORMS INTERNATIONAL, INC.
International customers accounted for 12% of sales for the third
quarter, as compared with 35% in the third quarter of 1995. Year-to- date,
international customers accounted for 31% of sales, as compared with 26% in the
corresponding period of 1995. The percentage of international sales has
increased during 1996 as a result of weaker domestic sales of Lightmaker
ballasts.
Rental revenue for the third quarter increased by 4% primarily because
of increased motion control rentals. Rental revenue decreased by 16%
year-to-date primarily as a result of the loss of two product lines for camera
cranes under which the Company earned revenue through split rental agreements,
and the loss of revenue from three camera cars which are not in compliance with
emission control requirements.
Cost of sales for the third quarter and nine months increased by 56%
and 5%, respectively, as compared with the corresponding periods in the prior
year. These increases resulted from reduced margins from the sale of used
rental equipment for book value and a decrease in Lightmaker sales volume.
Cost of rentals increased by 3% in the third quarter primarily because of the
decrease in camera car rentals. Cost of rentals decreased 4% year-to-date
primarily because of the respective decrease in renal revenue.
Selling, general and administrative expense for the third quarter and
nine months decreased by 17% and 4%, respectively, as compared with the
corresponding periods in the prior year. These decreases resulted primarily
because of reduced salaries and commissions in Lightmaker.
Foreign currency exchange losses during 1995 changed into modest gains
in 1996 as the dollar strengthened against the Germany mark, decreasing the
cost of products purchased for resale from Panther GmbH. Other expenses
increased from the corresponding periods of the prior year as a result of an
accrual for anticipated camera car smog modifications.
The Company's net loss increased by $22,000 (13%) in the third quarter,
and $567,000 (105%) year-to-date. The net loss per share for the third quarter
increased from $0.01 to $0.02, and the net loss per share for the nine months
increased from $0.04 to $0.09.
Inflation has not had a material impact on the Company's operations to
date, and the Company believes it will not have a material effect on operations
in the next twelve months.
All international sales are denominated and remitted in U.S. dollars,
and foreign transactions are generally settled within a short period of time.
Accordingly, the Company does not anticipate that foreign currency fluctuations
will have a material effect on operations in the next twelve months.
Environmental Issues
For a number of years, the Shotmaker division's camera car have been
unable to meet prescribed vehicle emission standards, and the Company obtained
smog control certificates for its camera cars illegally. In March 1996, the
Company voluntarily disclosed its actions to appropriate state authorities. As
of September 30, 1996, the Company was continuing its efforts, in conjunction
with state authorities, to bring its camera cars into compliance with state
law. As
- 10 -
<PAGE> 11
CAMERA PLATFORMS INTERNATIONAL, INC.
of November 13, 1996, approximately half of the Company's fleet of camera cars
had been brought into full compliance with state law. The Company is seeking
to bring the other camera cars in the fleet into full compliance and
anticipates that this will be accomplished before December 31, 1996.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. On August 9, 1996, the Company was served with a
complaint in an action entitled Fred Neva et al. V. Camera Platforms
International, Inc., et al., which was filed in the United States District
Court, District of Minnesota, 4th Division (Case Number 4- 96 Civ. 776). The
complaint was filed by a number of shareholders of the Company against the
Company, its officers and directors, and certain of its former officers and
directors. The complaint alleges that (i) the officers and directors of the
Company mismanaged the Company and breached their fiduciary duty to the Company
and its shareholders; (ii) the Company has violated Section 10(b) and Rule
10(b)(5) under the Securities Exchange Act of 1934 by making false
representations concerning the Company's stock, and (iii) the officers and
directors breached their duty of care to the Company by paying excessive
compensation to the Company's officers. The complaint seeks unspecified
damages in excess of $50,000 on each of the three counts, plus costs,
disbursements and attorneys' fees. Pursuant to the Stock Purchase Agreement
the Company has been indemnified by UST for losses arising out of this lawsuit.
Item 6. Exhibits and Reports on Form 8-K. There were no reports on Form 8-K
for the three months ended September 30, 1996. The Company filed a report on
Form 8-K on October 21, 1996 with respect to the change in control resulting
from the acquisition of 75.7% of the Company's stock by SAC.
- 11 -
<PAGE> 12
CAMERA PLATFORMS INTERNATIONAL, INC.
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.
CAMERA PLATFORMS INTERNATIONAL, INC.
Date: November 13, 1996 RONALD J. RIDDLE
----------------------------------------
Ronald J. Riddle
Treasurer (Chief Accounting Officer)
Date: November 13, 1996 LAIRD ROBERTSON
----------------------------------------
Laird Robertson
Chief Executive Officer
- 12 -
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S CONSOLIDATED STATEMENTS OF EARNINGS AND CONSOLIDATED BALANCE SHEETS
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 33
<SECURITIES> 0
<RECEIVABLES> 523
<ALLOWANCES> (32)
<INVENTORY> 446
<CURRENT-ASSETS> 1,035
<PP&E> 6,110
<DEPRECIATION> (3,953)
<TOTAL-ASSETS> 2,836
<CURRENT-LIABILITIES> 2,290
<BONDS> 0
0
0
<COMMON> 6
<OTHER-SE> 21,270
<TOTAL-LIABILITY-AND-EQUITY> 2,836
<SALES> 588
<TOTAL-REVENUES> 1,052
<CGS> 484
<TOTAL-COSTS> 1,198
<OTHER-EXPENSES> 43
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (189)
<INCOME-TAX> 0
<INCOME-CONTINUING> (189)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (189)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>
