<PAGE>
Form 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1995
[ ] 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: 0-14146
S2 GOLF INC.
------------
(Exact Name of Registrant as Specified in its Charter)
New Jersey 22-2388568
- ---------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
18 Gloria Lane, Fairfield, NJ 07004
- ----------------------------- -----
(Address of Principal Executive Office) (Zip Code)
(201) 227-7783
--------------
(Registrant's telephone number, including area code)
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
-- --
On June 30, 1995, 2,206,683 shares of common stock, $.01 par value, were issued
and outstanding
<PAGE>
INDEX
- -----
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION Page No.
--------
<S> <C> <C>
Item 1. Financial Statements
--------------------
Condensed Balance Sheets - June 30, 1995 and December
31, 1994 2
Condensed Statements of Operations - Six Months Ended
June 30, 1995 and July 1, 1994 3
Condensed Statements of Operations - Three Months Ended
June 30, 1995 and July 1, 1994 4
Condensed Statements of Cash Flow - Six Months Ended
June 30, 1995 and July 1, 1994 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
-------------------------------------------------
Condition and Results of Operations 7
-----------------------------------
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders 9
---------------------------------------------------
Item 6. Exhibits and Reports on Form 8-K 9
--------------------------------
Signatures 12
</TABLE>
<PAGE>
PART I
Item 1. Financial Statements
S2 Golf, Inc.
Condensed Balance Sheets
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
---- ----
(Unaudited)
-----------
<S> <C> <C>
ASSETS
Current Assets
Cash $154,850 $113,672
Restricted Cash - 128,140
Accounts Receivable (Net of Allowance
for Doubtful Accounts of $295,516
in 1995 and $361,780 in 1994) 2,473,816 1,841,614
Inventory 2,458,641 2,401,615
Prepaid Expenses 99,314 45,165
Deferred Income Taxes 330,670 284,116
---------- ----------
Total Current Assets 5,517,291 4,814,322
Non-Current Deferred Income Taxes 39,062 26,291
Plant and Equipment - Net 187,020 139,666
Investment - Squaretwo Golf New Zealand, Ltd. 11,826 11,100
Other Assets - Net 343,745 415,347
---------- ----------
Total Assets $6,098,944 $5,406,726
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Short Term Borrowings $2,241,860 $1,620,481
Accounts Payable 355,379 471,222
Accrued Expenses 331,529 237,354
Income Taxes Payable 52,837 2,585
Other Current Liabilities 93,760 155,156
---------- ----------
Total Current Liabilities 3,075,365 2,486,798
Non-Current Liabilities 322,272 343,214
---------- ----------
Total Liabilities 3,397,637 2,830,012
Commitments and Contingencies
Shareholders' Equity
Common Stock, $.01 Par; 12,000,000 Shares
Authorized; 2,206,683 Shares Issued and
Outstanding at June 30, 1995, 2,195,737
Shares Issued and Outstanding December
31, 1994 22,067 21,957
Additional Paid in Capital 4,022,490 4,000,631
Accumulated Deficit (1,343,250) (1,445,874)
---------- ----------
Total Shareholders' Equity 2,701,307 2,576,714
---------- ----------
Total Liabilities and Shareholders'
Equity $6,098,944 $5,406,726
========== ==========
</TABLE>
See notes to financial statements
- 2 -
<PAGE>
S2 GOLF INC.
Condensed Statement of Operations
For the Six Months Ended
Unaudited
<TABLE>
<CAPTION>
June 30, 1995 July 1, 1994
------------- ------------
<S> <C> <C>
Net Sales $4,495,617 $5,386,396
Cost of Goods Sold 3,031,803 3,399,935
---------- ----------
Gross Profit on Sales 1,463,814 1,986,461
---------- ----------
Operating Expenses:
Selling 470,223 553,816
General & Administrative 730,344 815,937
---------- -----------
Total Operating Expenses 1,200,567 1,369,753
---------- ----------
Operating Income (Loss) 263,247 616,708
---------- ----------
Other Income (Expense)
Interest - Net (133,039) (106,864)
Other - Net (16,656) -
---------- ----------
Other Expense - Net (149,695) (106,864)
---------- ----------
Income (Loss) Before Income Taxes 113,552 509,844
Income Taxes 10,928 143,761
---------- ----------
Net Income (Loss) $102,624 $366,083
========== ==========
Earnings Per Common Share $ .05 $ .17
========== ==========
Weighted Average Number of Shares Outstanding 2,203,927 2,191,896
</TABLE>
See notes to financial statements
- 3 -
<PAGE>
S2 GOLF INC.
Condensed Statement of Operations
For the Three Months Ended
Unaudited
<TABLE>
<CAPTION>
June 30, 1995 July 1, 1994
------------- ------------
<S> <C> <C>
Net Sales $2,672,562 $3,416,323
Cost of Goods Sold 1,737,827 1,995,881
------------ ------------
Gross Profit on Sales 934,735 1,420,442
------------ ------------
Operating Expenses:
Selling 209,282 240,480
General & Administrative 369,918 393,684
------------ ------------
Total Operating Expenses 579,200 634,164
------------ ------------
Operating Income (Loss) 355,535 786,278
------------ ------------
Other Income (Expense)
Interest - Net (75,069) (63,342)
Other - Net (13,397) -
------------ ------------
Other Expense - Net (88,466) (63,342)
------------ ------------
Income (Loss) Before Income Taxes 267,069 722,936
Income Taxes 71,747 227,593
------------ ------------
Net Income (Loss) $195,322 $495,343
============ ============
Earnings Per Common Share $ .09 $ .23
============ ============
Weighted Average Number of Shares Outstanding 2,203,927 2,191,896
</TABLE>
See notes to financial statements
- 4 -
<PAGE>
S2 GOLF INC.
Condensed Statements of Cash Flows
For The Six Months Ended
Unaudited
<TABLE>
<CAPTION>
June 30, 1995 July 1, 1994
------------- ------------
<S> <C> <C>
OPERATING ACTIVITIES
- --------------------
Net Income (Loss) $102,624 $366,083
Adjustments to Reconcile Net Income to
Net Cash Provided
By Operating Activities:
Depreciation and Amortization 58,897 112,834
Deferred Income Taxes (59,325) 71,058
Issuance of Stock for Compensation 21,969
Cash Flow Provided (Used) by Operating
Activities as a Result of Changes in:
Accounts Receivable (632,202) (1,227,714)
Income Tax Refund Receivable - (125,301)
Inventory (57,026) (328,884)
Prepaid Expenses (54,149) 9,727
Prepaid Income Taxes - 36,140
Other Assets 21,250 -
Accounts Payable and Accrued Expenses (20,343) 536,311
Other Current Liabilities (62,720) (3,673)
Income Taxes Payable 50,252 197,966
Other - Net (20,943) (69,099)
---------- ----------
NET CASH PROVIDED (USED) BY OPERATIONS (651,716) (424,552)
---------- ----------
INVESTING ACTIVITIES
- --------------------
Purchase of Equipment (55,899) (21,217)
Investment-Squaretwo Golf New Zealand, Ltd. (726) -
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (56,625) (21,217)
FINANCING ACTIVITIES
- --------------------
Proceeds from Line of Credit 2,861,461 1,664,067
Payments on Line of Credit (2,240,082) (651,776)
---------- ----------
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES 621,379 1,012,291
---------- ----------
INCREASE (DECREASE) IN CASH (86,962) 566,522
CASH - BEGINNING OF PERIOD 241,812 104,738
---------- ----------
CASH - END OF PERIOD $154,850 $671,260
========== ==========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
- ------------------------------------
Information Cash Paid During the Year For:
Income Taxes Paid During the Period - 38
Interest 112,151 92,041
Income Taxes 20,000 36,140
</TABLE>
See notes to financial statements
- 5 -
<PAGE>
S2 GOLF, INC.
Notes to Financial Statements
Summary of Significant Accounting Policies
In the opinion of management, the financial information in this report reflects
all adjustments necessary for a fair presentation of the results for the interim
periods consisting of normal recurring entries. No dividends have been declared
or paid on common stock. Per share data was determined by using the weighted
average number of shares of common stock outstanding during the period.
Accounting for Income Taxes
The Company adopted Statement of Financial Accounting Standards (SFAS) No. 109,
"Accounting for Income Taxes", effective January 1, 1993. This Statement
supersedes APB No. 11, "Accounting for Income Taxes".
Deferred income taxes reflect the net tax effects of (a) temporary differences
between the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes, and (b) operating loss
and tax credit carryforwards. The tax effects of significant items comprising
the Company's net deferred tax assets are as follows:
<TABLE>
<CAPTION>
June 30, 1995 December 31, 1994
------------- -----------------
<S> <C> <C>
Allowance for Doutbful Accounts $ 134,126 $ 161,236
Legal Settlement - 17,055
Accrued Expenses 132,965 54,752
Other, Net 63,579 51,073
------ ------
Current Deferred Income Tax $ 330,670 $ 284,116
------- -------
Net Operating Loss $ 258,941 $ 296,511
Non-Compete Agreement 7,286 14,927
Valuation Allowance (258,941) (296,511)
Other, Net 31,776 11,364
------ ------
Non Current Deferred Income Tax $ 39,062 $ 26,291
====== ======
</TABLE>
Tax (Benefit) Provision for the three and six months ended June 30, 1995:
- 6 -
<PAGE>
<TABLE>
<CAPTION>
Three Month Six Month
----------- ---------
<S> <C> <C>
Federal (Benefit) Provision $ 84,684 $ 37,570
State Provision 24,633 10,928
------ ------
109,317 48,498
Utilization of NOL - (37,570)
------- --------
Income Tax Provision $ 109,317 $ 10,928
========= =========
</TABLE>
The tax expense for the six months ended June 30, 1995 was $48,498, of which
$107,823 and $59,325 is current expense and deferred tax benefit, respectively.
Reclassifications
Certain reclassifications have been made to the prior year financial statements
in order to conform to current year presentation.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
-----------------------------------------------------------------------
of Operations
- -------------
Results of Operations
- ---------------------
Net sales for the six-month period ended June 30, 1995 decreased $890,779 or
16.5% to $4,495,617 as compared to $5,386,396 for the same period in 1994. The
decrease in sales is primarily attributable to strong pricing pressure from
competition.
Gross profit as a percentage of net sales was 33% for the six-month period ended
June 30, 1995, compared to 37% for the same period in 1994. The decrease in
gross profit margin is primarily attributable to a lower sales volume.
Selling expenses for the three- and six-month periods ended June 30, 1995
decreased $31,198 and $83,593, respectively, as compared to the same periods in
1994. This decrease was due in part to lower travel and entertainment costs
incurred which offset an advertising and promotion expense increase of $80,043
for the six-month period ended June 30, 1995. General and administrative
expenses decreased $23,766 and $85,593 for the three- and six-month periods
ended June 30, 1995, respectively, as compared to the same periods in 1994,
reflecting reductions in bank charges, medical insurance coverage and bad debt
expense.
Net interest for the six-month period ended June 30, 1995 increased $26,175 as
compared to the same period in 1994. The Company's borrowings during the first
half of 1995 were lower than its borrowings during the same period in 1994; but
this was more than offset by increased interest charges on such borrowings.
- 7 -
<PAGE>
The Company's income before taxes for the six-month period ended June 30, 1995
was $113,552 compared to income before taxes of $509,844 for the same period in
1994. This decrease was primarily due to the lower level of net sales and lower
margins during the six-month period ended June 30, 1995 as compared to the same
period in 1994.
Income taxes for the six months ended June 30, 1995 were $10,928 as compared to
$143,761 for the same period of 1994. The Company anticipates a loss before
income taxes for the year ending December 31, 1995. At June 30, 1995 the
Company utilized net loss carryforward in the amount of its federal income tax
provision of $37,570.
Financial Condition and Liquidity
- ---------------------------------
The Company's working capital at June 30, 1995 increased $114,402 or 4.9% from
December 31, 1994. The Company's current assets increased $702,969 from
December 31, 1994, consisting primarily of an increase in accounts receivable of
$632,202. This increase in accounts receivable is the result of higher sales
for the six months ended June 30, 1995 as compared to the same period ended
December 31, 1994.
Inventory at June 30, 1995 increased $57,026 from December 31, 1994 due to the
cyclical demand of the market place. However, inventory levels at June 30, 1995
were $118,654 lower than at July 1, 1994 due to improved inventory management.
The increase in current liabilities of $588,567 reflects an increase in short
term borrowings of $621,379 caused by higher accounts receivable levels at June
30, 1995 versus December 31, 1994, offset by payments on other outstanding
current liabilities.
On December 29, 1994, the Company secured a new credit line with Midlantic Bank
NA. The Company used proceeds of this line to retire the Integra Bank
obligation. The credit line has a credit limit of $4,000,000, subject to a
borrowing base of 75% of eligible accounts receivable, and depending on the time
of year, 40 to 50% of qualified inventory. The credit facility expires December
31, 1997.
At June 30, 1994, the Company had $326,498 available under its line of credit
and $231,123 in letters of credit written but not drawn.
- 8 -
<PAGE>
PART II
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
At the Company's Annual Meeting of Shareholders held on June 6, 1995, the
shareholder's voted upon and elected directors.
Elections of Directors:
<TABLE>
<CAPTION>
Votes For Votes Withheld
--------- --------------
<S> <C> <C>
George H. Nichols 1,986,621 12,400
Douglas A. Buffington 1,994,146 4,875
Richard M. Maurer 1,994,346 4,675
Robert L. Ross 1,994,346 4,675
Mary Ann Jorgenson 1,994,346 4,675
Frederick B. Ziesenheim 1,994,321 4,700
</TABLE>
Item 6. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
----------------------------------------------------------------
(a) Exhibits
--------
Exhibit
Number Description of Exhibit
- ------- ----------------------
3.1 Amended and restated Certificate of Incorporation
of the Company dated June 28, 1991 (incorporated by
reference to Exhibit 3.1 to the Registrant's
Quarterly Report on Form 10-Q for the quarter ended
June 30, 1991).
3.2 Amended and restated By-laws of the Registrant
dated December 6, 1991 (incorporated by reference
to Exhibit 3.2 of the Registrant's Annual Report on
Form 10-K for the year ended December 31, 1991).
4.1 Common Stock Purchase Warrant in favor of Wesmar
Partners dated February 28, 1988 (incorporated by
reference to Exhibit 4.4 of the Registrant's
Registration Statement No. 33-37371 on Form S-3).
4.2 Common Stock Purchase Warrant in favor of Wesmar
Partners dated February 28, 1988 (incorporated by
reference to Exhibit 4.5 of the Registrant's
Registration Statement No. 33-37371 on Form S-3).
4.3 Stock Option Agreement between the Registrant and
Wesmar Partners dated February 29, 1988
(incorporated by reference to Exhibit 4.6 of the
Registrant's Registration Statement No. 33-37371 on
Form S-3).
- 9 -
<PAGE>
4.4 Credit Agreement and Security Agreement between the
Registrant and Midlantic Bank, National Association
dated December 29, 1994 (incorporated by reference
to Exhibit 99 of the Registrant's Current Report on
Form 8-K dated December 26, 1994).
4.5 United States Patent No. 4,203,598 issued the
Registrant (incorporated by reference to Exhibit
10.3 of the Registrant's Registration Statement No.
33-16931 on Form S-1).
10.0 Agreement between the LPGA Tournament Players
Corporation and the Registrant dated July 31, 1991
(incorporated by reference to Exhibit 4.11 to the
Registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1991).
10.1 Lease Agreement between the Registrant and 12
Gloria Lane Limited Partnership dated June 22, 1989
(incorporated by reference to Exhibit 10.6 of the
Registrant's Registration Statement No. 33-37371 on
Form S-3).
10.2 Modification of Lease Agreement between the
Registrant and 12 Gloria Lane Industrial
Partnership dated October 10, 1990 (incorporated by
reference to Exhibit 10.3 of the Registrant's
Annual Report on Form 10-K for the year ended
December 31, 1991).
10.3 1984 Incentive Stock Option Plan of the Registrant
dated February 10, 1984 (incorporated by reference
to Exhibit 10.7 to the Registrant's Registration
Statement No. 33-16931 on Form S-1).
10.4 Consulting Agreement between the Registrant and
George H. Nichols effective as of January 1, 1995
(incorporated by reference to Exhibit 10.4 of the
Registrant's Annual Report on Form 10-K for the
year ended December 31, 1994).
10.5 Employment Agreement between the Registrant and
Christopher B. Cooper dated July 1, 1991
(incorporated by reference to Exhibit 10.8 of the
Registrant's Annual Report on Form 10-K for the
year ended December 31, 1991).
10.6 Employment Agreement between the Registrant and
Randy A. Hamill dated July 1, 1991 (incorporated by
reference to Exhibit 10.9 of the Registrant's
Annual Report on Form 10-K for the year ended
December 31, 1991).
- 10 -
<PAGE>
10.7 Consulting Agreement between the Registrant and MR
& Associates dated January 1992 (incorporated by
reference to Exhibit 10.10 of the Registrant's
Annual Report on Form 10-K for the year ended
December 31, 1992).
10.8 1992 Stock Plan for Independent Directors of S2
Golf, Inc. dated December 28 1992 (incorporated by
reference to Exhibit 10.11 of the Registrant's
Annual Report on Form 10-K for the year ended
December 31, 1992).
10.9 Agreement between the Vardon Golf Company and the
Registrant dated October 4, 1993 (incorporated by
reference to Exhibit 10.9 of the Registrant's
Quarterly Report on Form 10-Q for the quarter ended
September 24, 1993).
10.10 Employment Agreement between the Registrant and
Douglas A. Buffington dated January 1, 1995
(incorporated by reference to Exhibit 10.10 of the
Registrant's Annual Report on form 10-K for the
year ended December 31, 1994).
11.1 S2 Golf, Inc. Computation of Earnings per share for
the six-month period ended June 30, 1995 and July
1, 1994.
11.2 S2 Golf, Inc. Computation of Earnings per share for
the three-month period ended June 30, 1995 and July
1, 1994.
27 Financial Data Schedule.
(b) Reports on Form 8-K
-------------------
None
- 11 -
<PAGE>
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.
S2 GOLF INC.
August 8, 1995 /s/ Douglas A. Buffington
- -------------- -------------------------
Dated: By:
Douglas A. Buffington
President and Chief
Financial Officer
- 12 -
<PAGE>
EXHIBIT 11.1
S2 GOLF, INC.
COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Six Months Ended
----------------
June 30, 1995 (A) July 1, 1994 (A)
----------------- ----------------
<S> <C> <C>
Average Number of Shares Outstanding Before
Adjustment 2,203,927 2,191,896
Average Number of Stock Options Assumed Converted
to Common Stock Under the Treasury Stock Method
(B)(C) - -
--------- ---------
Average Number of Common Stock and Common Stock
Equivalents outstanding During the Year 2,203,927 2,191,896
========= =========
Net Income (Loss) Applicable to Common Stock:
Income (Loss) Before Cumulative Effect of Changes in
Accounting Principle $102,624 $366,083
Interest Expense (B) - -
--------- ---------
Net Income (Loss) Applicable to Common Stock $102,624 $366,083
========= =========
Net Income (Loss) Per Common Stock and Common
Stock Equivalent Shares:
Income (Loss) Before Cumulative Effect of Changes In
Accounting Principle $ .05 $ .17
--------- ---------
Net Income $ .05 $ .17
========= =========
</TABLE>
(A) The calculations of fully diluted earnings per share are antidilutive.
(B) The number of shares of common stock obtainable on exercise of outstanding
options in the aggregate exceeds 20 percent of the number of common shares
outstanding at June 30, 1995 and July 1, 1994. All the options are assumed to
have been exercised and the aggregate proceeds therefrom have been applied first
to repurchase outstanding common shares, but not to exceed 20% of the
outstanding shares, and second, the balance of the funds are applied to reduce
short-term borrowings, with appropriate recognition of any income tax effects.
(C) The common stock options are antidilutive and therefore are not included in
this calculation.
<PAGE>
EXHIBIT 11.2
S2 GOLF, INC.
COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Three Months Ended
------------------
June 30, 1995 (A) July 1, 1994 (A)
---------------- ----------------
<S> <C> <C>
Average Number of Shares Outstanding Before
Adjustment 2,203,927 2,191,896
Average Number of Stock Options Assumed Converted
to Common Stock Under the Treasury Stock Method
(B)(C) - -
--------- ---------
Average Number of Common Stock and Common Stock
Equivalents outstanding During the Year 2,203,927 2,191,896
========= =========
Net Income (Loss) Applicable to Common Stock:
Income (Loss) Before Cumulative Effect of Changes in
Accounting Principle $195,322 $495,343
Interest Expense (B) - -
--------- ---------
Net Income (Loss) Applicable to Common Stock $195,322 $495,343
========= =========
Net Income (Loss) Per Common Stock and Common
Stock Equivalent Shares:
Income (Loss) Before Cumulative Effect of Changes In
Accounting Principle $ .09 $ .23
--------- ---------
Net Income $ .09 $ .23
--------- ---------
</TABLE>
(A) The calculations of fully diluted earnings per share are antidilutive.
(B) The number of shares of common stock obtainable on exercise of outstanding
options in the aggregate exceeds 20 percent of the number of common shares
outstanding at June 30, 1995 and July 1, 1994. All the options are assumed to
have been exercised and the aggregate proceeds therefrom have been applied first
to repurchase outstanding common shares, but not to exceed 20% of the
outstanding shares, and second, the balance of the funds are applied to reduce
short-term borrowings, with appropriate recognition of any income tax effects.
(C) The common stock options are antidilutive and therefore are not included in
this calculation.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 154,850
<SECURITIES> 0
<RECEIVABLES> 2,769,332
<ALLOWANCES> (295,516)
<INVENTORY> 2,458,641
<CURRENT-ASSETS> 5,517,291
<PP&E> 697,521
<DEPRECIATION> (510,501)
<TOTAL-ASSETS> 6,098,944
<CURRENT-LIABILITIES> 3,075,365
<BONDS> 0
<COMMON> 22,067
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 6,098,944
<SALES> 4,495,617
<TOTAL-REVENUES> 4,495,617
<CGS> 3,031,803
<TOTAL-COSTS> 1,200,567
<OTHER-EXPENSES> 16,656
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 133,039
<INCOME-PRETAX> 113,552
<INCOME-TAX> 10,928
<INCOME-CONTINUING> 102,624
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 102,624
<EPS-PRIMARY> .05
<EPS-DILUTED> .05
</TABLE>
