U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
[ ] 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 0-18552
---------
Pennichuck Corporation
(Exact name of small business issuer as specified in its charter)
New Hampshire 02-0177370
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
Four Water Street, Nashua, New Hampshire 03061
(Address of principal executive offices) (Zip Code)
(603) 882-5191
(Issuer's telephone number)
Not applicable
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date:
Common Stock, $1 Par Value--739,096 shares as of August 1, 1996
<PAGE> 1
INDEX
PENNICHUCK CORPORATION AND SUBSIDIARIES
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE NUMBER
<S> <S> <C>
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets--June 30, 1996 and
December 31, 1995 3
Condensed Consolidated Statements of Income--Three months
ended June 30, 1996 and 1995; Six months ended June 30, 1996
and 1995 4
Condensed Consolidated Statements of Cash Flows--Six months
ended June 30, 1996 and 1995 5
Notes to Condensed Consolidated Financial Statements--
June 30, 1996 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7-12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings Not Applicable
Item 2. Changes in Securities Not Applicable
Item 3. Defaults upon Senior Securities Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information Not Applicable
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
</TABLE>
<PAGE> 2
PART I. Item 1. FINANCIAL INFORMATION
PENNICHUCK CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30 December 31
1996 (In thousands) 1995
----------- -----------
(Unaudited)
<S> <C> <C>
ASSETS
Property, Plant and Equipment
Land $ 367 $ 318
Buildings 15,650 15,173
Equipment 40,547 39,214
Construction work in progress 105 522
----------------------------------
56,669 55,227
Less accumulated depreciation 14,283 13,781
----------------------------------
42,386 41,446
Current Assets
Cash 219 203
Accounts receivable, net 1,756 1,743
Inventory 221 220
Other current assets 436 404
----------------------------------
2,632 2,570
Other Assets
Land development costs 2,302 2,844
Deferred charges, net 1,040 916
Investment in real estate partnerships 368 117
----------------------------------
TOTAL ASSETS $48,728 $47,893
==================================
STOCKHOLDERS' EQUITY AND LIABILITIES
Common stock-par value $1 per share $ 742 $ 722
Paid in capital 5,018 4,678
Retained earnings 6,928 6,898
Treasury stock, at cost (53) (51)
----------------------------------
12,635 12,247
Long Term Debt, less current portion 21,509 20,881
Current Liabilities
Current portion of long term debt 131 147
Accounts payable 323 586
Accrued interest payable 348 195
Other accrued expenses 664 903
----------------------------------
1,466 1,831
Other Liabilities
Contributions in aid of construction 8,533 8,376
Other liabilities and deferred credits 4,585 4,558
----------------------------------
TOTAL STOCKHOLDERS' EQUITY & LIABILITIES $48,728 $47,893
==================================
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> 3
PENNICHUCK CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Quarter Ended Six Months Ended
June 30 June 30
------------------ ------------------
1996 1995 1996 1995
------- ------- ------- -------
(In thousands, except per share amounts and
weighted average number of shares)
<S> <C> <C> <C> <C>
Revenues
Water utility operations $ 2,667 $ 2,744 $ 5,020 $ 5,029
Real estate operations and other 61 28 614 39
----------------------------------------
2,728 2,772 5,634 5,068
Operating expenses
Water utility operations 1,797 1,758 3,607 3,411
Real estate operations and other (8) 29 580 118
----------------------------------------
1,789 1,787 4,187 3,529
Operating income 939 985 1,447 1,539
Other income 5 3 4 4
Interest (expense) (393) (431) (814) (854)
----------------------------------------
Income before income taxes 551 557 637 689
Provision for income taxes 207 214 237 264
----------------------------------------
Net income $ 344 $ 343 $ 400 $ 425
========================================
Net income per common share $ .47 $ .48 $ .55 $ .59
========================================
Dividends paid per common share $ .26 $ .22 $ .51 $ .44
========================================
Weighted average number of shares outstanding 736,517 715,644 731,173 715,210
========================================
</TABLE>
See notes to condensed consolidated financial statements
<PAGE> 4
PENNICHUCK CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
June 30
------------------
1996 1995
------- -------
(In thousands)
<S> <C> <C>
CASH PROVIDED (USED) BY:
Operating Activities $ 1,154 $ 946
Investing Activities:
Purchase of property, plant and equipment (1,556) (709)
Receipt of Contributions in Aid of Construction 214 80
(Increase) in partnership investments (252) 1
(Increase) in other assets (145) (113)
------------------
(1,739) (741)
Financing Activities:
Payments on long-term debt (7,388) (8)
Proceeds from issuance of long-term debt 8,000 --
Payment of common dividends (370) (315)
Increase in notes payable to bank -- 40
Proceeds from dividend reinvestment plan and other 359 28
------------------
601 (255)
INCREASE (DECREASE) IN CASH 16 (50)
CASH AT BEGINNING OF PERIOD 203 198
------------------
CASH AT END OF PERIOD $ 219 $ 148
==================
</TABLE>
Supplemental Cash Flow Information. Interest paid was $662,994 and
$842,400 for the six months ended June 30, 1996 and 1995, respectively.
Income taxes paid were $160,000 and $174,000 for the six months ended
June 30, 1996 and 1995, respectively.
See notes to condensed consolidated financial statements.
<PAGE> 5
PENNICHUCK CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
June 30, 1996
NOTE A -- BACKGROUND
The financial statements include the accounts of Pennichuck Corporation
(the "Company") and its wholly-owned subsidiaries, Pennichuck Water Works,
Inc. ("Pennichuck"), The Southwood Corporation ("Southwood") and
Pennichuck Water Service Corporation ("PWSC"). All significant
intercompany accounts have been eliminated in consolidation.
NOTE B -- 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-QSB and Item 310 of Regulation S-B. 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 adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the six month period ended June 30, 1996 are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1996. The Balance Sheet amounts shown under the
December 31, 1995 column have been derived from the audited financial
statements of the Company as contained in its Annual Report to
Shareholders. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Company's
annual report for the year ended December 31, 1995.
<PAGE> 6
PART I. Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Financial Condition
The financial position of Pennichuck Corporation (the "Company") and its
three wholly-owned operating subsidiaries, Pennichuck Water Works, Inc.
("Pennichuck"), The Southwood Corporation ("Southwood") and Pennichuck
Water Service Corporation ("PWSC") is shown in the accompanying Condensed
Consolidated Balance Sheets.
The Company's cash needs for operations, capital projects and dividends
throughout the year are funded primarily by operating cash flow as
supplemented by borrowings under a revolving credit agreement (the
"agreement") with Fleet Bank-NH ("Fleet"). The agreement allows the
Company to borrow up to $4.5 million at interest rates tied to Fleet's
cost of funds or LIBOR, whichever is lower. At June 30, 1996, the Company
had a 7.04%, $2,000,000 note outstanding under this credit facility
maturing in September 1996, which note may be automatically renewed at
maturities ranging from one to twenty months. In addition, the Company had
$890,000 outstanding under the revolving line of credit portion of the
agreement, at Fleet's current base rate of 8.25%. Under the terms of the
agreement, the maturity date of all amounts borrowed, or to be borrowed in
the next 23 months, has been extended to May 31, 1998. As a result,
outstanding bank borrowings at June 30, 1996 totaling $2,890,000 have been
classified as "Long Term Debt" in the Condensed Consolidated Balance
Sheets.
Total indebtedness under the credit facility with Fleet decreased from
$4,295,000 at December 31, 1995 to $2,890,000 at June 30, 1996. This
decrease was principally due to (i) an $8,000,000 refinancing in March
1996 of which $2,670,000 was applied against bank borrowings as discussed
in the Company's 1995 Annual Report to Shareholders, (ii) the receipt of
$495,000 from a land sale during January 1996 and (iii) the receipt of
$357,000 under the Company's dividend reinvestment and common stock
purchase plan in February and May 1996. In March 1996, however, the
Company utilized its credit facility with Fleet to prepay $653,000 of
principal previously outstanding on a mortgage note in order to take
advantage of the recent decline in long-term interest rates.
For the second half of 1996, the Company's cash flow projections indicate
that outstanding borrowings under the agreement at various times of the
year should not exceed $3.5 million and that the Company has adequate
credit availability to fund any unanticipated expenditures during the next
twelve months. The Company's revised 1996 consolidated capital budget
consists of $2,635,000 for water utility projects and $280,000 for real
estate capital expenditures, the total of which exceeds the $2.5 million
and $2.4 million expended for capital projects during 1995 and 1994,
respectively. Through the six months ended June 30, 1996, Pennichuck has
invested $1,540,000 in capital projects, principally for a new booster
station in the northwest section of Nashua and other system improvements
and upgrades.
<PAGE> 7
Other changes in the Company's financial position during the first half of
1996 were (i) a decrease of $542,000 in "Land Development Costs" which
relates to the infrastructure costs allocated to the sale of a 19 acre
parcel of land in January 1996 and (ii) an increase of $251,000 in two
real estate joint ventures in which Southwood and the Company are
participating and discussed in further detail under "Results of Operations
- -- Six Months Ended June 30, 1996 Compared to Six Months Ended June 30,
1995, Real Estate Operations and Other." Also, at June 30, 1996, current
liabilities were $1,466,000 representing a $365,000 decrease from the end
of 1995. That decrease principally resulted from the repayment of $107,000
in customer deposits and advances and a payment in the amount of $75,000
to the City of Nashua as settlement for certain obligations relating to
the zoning of Southwood Business Park.
In October 1995, the Company amended its dividend reinvestment plan to
allow Pennichuck's residential customers and employees in New Hampshire to
make initial investments in the Company's common stock and thereafter to
participate in the plan, as well as to allow for optional cash payments by
existing shareholders. On February 15 and May 15, 1996, the Company issued
and sold approximately 20,000 new shares of common stock through initial
investments, optional cash payments and dividend reinvestments. The effect
of those new shares has been to add approximately $357,000 to the
Company's consolidated common equity base. The proceeds from the plan
investments were used to reduce outstanding bank borrowings during the
quarter.
At June 30, 1996, consolidated retained earnings increased to $6,928,000,
or by $30,000 from the beginning of the year, reflecting net income of
$400,000 less payment of common dividends of $370,000 for the six months
then ended. The Company's ability to pay common dividends is dependent on
the level of its future earnings and the capital needs of its operating
business units.
Results of Operations - - Six Months Ended June 30, 1996 Compared to Six
Months Ended June 30, 1995
For the six month period ended June 30, 1996, consolidated net income was
$400,000, or $.55 per common share compared to $425,000, or $.59 per
common share for the same period in 1995. Consolidated revenues thus far
in 1996 were $5,634,000, or $566,000 more than last year. That increase
occurred in the real estate activities of the Company principally as a
result of the receipt of approximately $500,000 from the sale of land by
Southwood in January 1996; there were no such real estate revenues in the
first half of 1995. Pennichuck's water revenues were essentially flat for
the comparable periods. The Company's consolidated revenues are generally
seasonal due to the overall significance of the water sales of Pennichuck
as a percent of consolidated revenues. Water revenues are typically at
their lowest point during the first and fourth quarters of the calendar
year while water revenues in the second and third quarters tend to be
greater as a result of increased water consumption during the late spring
and summer months.
<PAGE> 8
Water Utility Operations
Utility operating revenues for the first half of 1996 totaled $5,020,000
or a $9,000 decrease from the same period in 1995. Water sales were
essentially flat during the first half of 1996 compared to the same period
in 1995. Billed consumption in Pennichuck's core system declined by 1.3%,
which translates into approximately $36,000 of water sales. That decline
is principally due to the cooler and damper spring experienced in 1996 as
well as a decline in industrial consumption from 1995 to 1996. However,
water sales in Pennichuck's satellite systems increased approximately
$15,000 as a result of an 8.6% increase in the number of customers outside
Pennichuck's core system.
Pennichuck has not filed for any rate relief since its last step
adjustment on December 1, 1994. Presently, Pennichuck is contemplating
filing for rate relief in early 1997 given its growth in rate base and
increased operating costs, principally property taxes and sludge removal,
over the past two years. Pennichuck's investment in rate base has
increased from $27.9 million at the end of 1994 to $29.4 million at the
end of June 1996 while property taxes payable to the City of Nashua and
Town of Merrimack have increased by nearly $250,000, or 25%, over the same
period.
The operating expenses of Pennichuck totaled $3,607,000 for the six months
ended June 30, 1996, or an increase of $196,000 from the same period last
year. Of that increase, $74,000 relates to property tax increases
resulting from reassessments of Pennichuck's property in Nashua and
Merrimack, New Hampshire. That increase became effective April 1, 1995.
Pennichuck's treatment and production costs were $700,000 for the first
half of 1996, representing a $76,000 increase over 1995 caused primarily
by increases in chemical, sludge removal and labor costs. In February
1996, the City of Nashua increased the sludge disposal fee rate chargeable
to Pennichuck from $1.31 per hundred cubic feet to $3.91 per hundred cubic
feet resulting in a $23,000 increase in sludge fees for the first half of
the year. Additionally, Pennichuck's depreciation expense increased by
$31,000 reflecting the added investment in plant in service during 1995.
<PAGE> 9
Water Service Operations
In an effort to expand its non-regulated, water-related business
activities, the Company created a wholly-owned subsidiary, Pennichuck
Water Service Corporation ("PWSC"), which entered into a joint venture
with Weston & Sampson Services, Inc. ("WSS"), a regional water engineering
firm, for the purpose of providing water-related operations and
maintenance contract services to municipalities. Federal mandates under
the Safe Drinking Water Act have made compliance difficult for
municipalities, especially those with limited bonding ability. Contract
operations and public-private partnerships provide viable alternatives for
such municipalities. In May 1995, the joint venture of PWSC and WSS
entered into a three year contract with the Town of Cohasset,
Massachusetts to operate its water treatment plant and distribution
system. While this single contract alone did not have a material impact on
the Company's consolidated earnings during 1995 or in the first half of
1996, it is expected that the operations and maintenance contract
alternative provides an opportunity for significant growth for the
Company.
Real Estate and Other Operations
For the six months ended June 30, 1996 and 1995, revenues from real estate
and other activities totaled $614,000 and $39,000, respectively. The
current year's real estate revenues include $495,000, net of commission,
from the sale of a 19 acre parcel located in Southwood Business Park. That
sale, which occurred in January 1996, reduces Southwood's property tax
burden by $18,000 annually. There were no such real estate sales during
the same period in 1995.
Other revenues from real estate-related activities include approximately
$49,000 of option fee income earned during the six months ended June 30,
1996. Under a development option agreement entered into last September
with a regional developer, Southwood receives an annual option fee equal
to the carrying costs associated with Southwood Corporate Park,
principally property taxes and maintenance costs, in exchange for an
option for the exclusive development rights for that Park. As lots are
readied for development, the option agreement provides for a per acre
payment of a minimum of $60,000 to Southwood. Presently, there are 47
acres in the Corporate Park subject to this agreement.
<PAGE> 10
The operating expenses associated with the Company's real estate and other
non-utility activities increased from $118,000 in 1995 to $580,000 in
1996. Of that increase, $534,000 relates to the infrastructure costs which
were allocated to the aforementioned land sale in January 1996. Property
taxes on Southwood's real estate holdings for the first six months of 1996
were $14,000 compared to $94,000 in same period of 1995. That decrease in
expense resulted from the receipt of approximately $50,000 from the City
of Nashua for an abatement filed last year by Southwood. That abatement
sought to reduce the assessed values of property located in Southwood
Corporate Park which previously had been assessed at $4.5 million. Under
the terms of the abatement, the property within Southwood Corporate Park
was re-assessed at $2.5 million for the tax year April 1, 1995 to March
31, 1996. Based on the new assessments, Southwood expects that its
property taxes on the Corporate Park will be $75,000 to $80,000 for the
current year. However, any property taxes paid on the Corporate Park will
be subject to reimbursement under the development option agreement
discussed above.For the second quarter ended June 30, 1996, consolidated
net income was $344,000, or $.47 per common share compared to $343,000, or
$.48 per share for the same quarter in 1995. The slight decline in
earnings per share resulted from the effect of an additional 20,000 shares
outstanding during the six months ended June 30, 1996 compared to the same
period in 1995. Consolidated revenues for the second quarter of 1996 were
$2,728,000 compared to $2,772,000 in 1995. As discussed below, that
decline occurred primarily due to a reduction in water consumption in the
utility operations.
Water Utility Operations
Operating revenues of Pennichuck, which are comprised primarily of water
sales and fire protection charges, were $2,667,000 for the three months
ended June 30, 1996, or $77,000 less than in 1995. Billed water
consumption in Pennichuck's core system declined by nearly 20 million
gallons, representing a 2% drop from last year. The decline in consumption
is attributable to the damper weather conditions during the second quarter
of 1996 compared to the same quarter in 1995. Rainfall in the second
quarter of this year exceeded 14" compared to only 7.2" last year.
Total operating expenses relating to the water utility operations include
operations and maintenance costs as well as depreciation and amortization,
property and payroll taxes. The total of these expenses in the second
quarter of 1996 was $1,797,000, an increase of $39,000, or 2.2% over the
same period last year. Operations and maintenance expenses, comprised of
production, treatment, distribution and administrative costs, increased by
$56,000 over 1995, although that increase was offset by an additional
$56,000 of overhead expenses which were capitalized on major construction
projects during the quarter. Depreciation and property taxes on new
investments made in 1995 resulted in an increase of $18,000 and $13,000,
respectively, from the second quarter of 1995 to the second quarter of
1996. Production costs for sludge removal increased $20,000 for the
quarter as a result of higher disposal fees charged by the City to
Pennichuck as discussed earlier.
Real Estate and Other Operations
During the quarters ended June 30, 1996 and 1995, there were no real
estate sales. The $33,000 increase in "Revenues from real estate
operations and other" in the second quarter of 1996 is attributable to the
option fee income earned under the aforementioned development option
agreement.
<PAGE> 11
In May 1996, NYNEX Corporation ("NYNEX"), a partner in 555 Aeyers Mills
Associates, sold its one-half interest in that partnership to the Company
for approximately $204,000 pursuant to the terms of the partnership
agreement. NYNEX's decision to sell its interest was part of a corporate-
wide plan to divest itself from real estate development activities. That
partnership was originally formed to develop, construct and lease a 90,000
square foot commercial office building on a 6.75 acre site owned by the
partnership in Southwood Corporate Park. That parcel is now included under
the development option agreement discussed earlier.
In May 1996, Southwood entered into a joint venture, Bowers Pond LLP, with
a local builder to develop a 21 lot residential subdivision in the City of
Nashua. Under the terms of that agreement, Southwood, as a 50% partner,
has sold the partnership approximately 15 acres of land in exchange for a
$420,000, non-interest bearing note. As homes are constructed and sold to
third parties, Southwood will receive principal payments on the note in
the amount of $20,000 per lot and 50% of the profit on each home. To date,
the partnership has received five purchase and sale agreements and those
sales are expected to occur in the fourth quarter of 1996. Under generally
accepted accounting principles, the note receivable from the partnership
has been offset by the deferred gain on the sale of land to the
partnership and any gains will be recorded as the homes are sold to third
parties.
Real estate and other operating costs decreased $37,000 between the two
quarterly periods, principally due to the receipt in May 1996 of
approximately $50,000 in property tax abatements relating to the prior
year. Furthermore, the assessed value of land in Southwood's Corporate and
Business Parks was reduced by approximately $2 million, resulting in a
quarterly decrease of $15,000 in property taxes. Other operating costs
include property management expenses relating to Southwood Corporate and
Business Parks and allocated management fees from the Company which did
not change materially from the second quarter of 1995 to the second
quarter of 1996.
<PAGE> 12
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote Of Security Holders
(a) On April 19, 1996, the Company held its Annual Meeting of
Shareholders to elect three directors and to ratify the appointment by the
Board of Directors of the firm of Arthur Andersen LLP as independent
accountants of the Company for the year ending December 31, 1996.
(b) The following three incumbent directors were re-elected to three year
terms expiring at the Annual Meeting of Shareholders in 1999:
<TABLE>
<CAPTION>
Number of Shareholders Voting --
For Against Abstaining
------- ------- ----------
<S> <C> <C> <C>
Hannah M. McCarthy 488,006 0 6,722
Stephen J. Densberger 488,177 0 6,551
Charles J. Staab 488,185 0 6,543
</TABLE>
The continuing directors whose terms expire beyond the April 19, 1996
Annual Meeting date are:
Maurice L. Arel Joseph P. Bellavance
Frank B. Clancy Charles E. Clough
Robert P. Keller Davis P. Thurber
(c) By a vote of 491,794 shares FOR, 1,686 shares AGAINST and 1,248
shares ABSTAINING, the Board of Directors' appointment of Arthur Andersen
LLP as the Company's independent accountants for the year ending
December 31, 1996, was ratified.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
(a) No exhibits are filed herewith.
(b) There were no reports on Form 8-K filed during the second quarter
of 1996.
<PAGE> 13
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Pennichuck Corporation
-----------------------------------------
(Registrant)
Date: August 9, 1996 /s/ Maurice L. Arel
------------------ -----------------------------------------
Maurice L. Arel, President and
Principal Executive Officer
Date: August 9, 1996 /s/ Charles J. Staab
------------------ -----------------------------------------
Charles J. Staab, Vice President,
Treasurer and Principal Financial Officer
<TABLE> <S> <C>
<ARTICLE> UT
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 42,386,000
<OTHER-PROPERTY-AND-INVEST> 0
<TOTAL-CURRENT-ASSETS> 2,632,000
<TOTAL-DEFERRED-CHARGES> 1,040,000
<OTHER-ASSETS> 2,670,000
<TOTAL-ASSETS> 48,728,000
<COMMON> 742,000
<CAPITAL-SURPLUS-PAID-IN> 5,018,000
<RETAINED-EARNINGS> 6,928,000
<TOTAL-COMMON-STOCKHOLDERS-EQ> 12,635,000
0
0
<LONG-TERM-DEBT-NET> 21,509,000
<SHORT-TERM-NOTES> 0
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 131,000
0
<CAPITAL-LEASE-OBLIGATIONS> 0
<LEASES-CURRENT> 0
<OTHER-ITEMS-CAPITAL-AND-LIAB> 14,453,000
<TOT-CAPITALIZATION-AND-LIAB> 48,728,000
<GROSS-OPERATING-REVENUE> 5,634,000
<INCOME-TAX-EXPENSE> 237,000
<OTHER-OPERATING-EXPENSES> 0
<TOTAL-OPERATING-EXPENSES> 4,187,000
<OPERATING-INCOME-LOSS> 1,447,000
<OTHER-INCOME-NET> 4,000
<INCOME-BEFORE-INTEREST-EXPEN> 1,451,000
<TOTAL-INTEREST-EXPENSE> 814,000
<NET-INCOME> 400,000
0
<EARNINGS-AVAILABLE-FOR-COMM> 400,000
<COMMON-STOCK-DIVIDENDS> 371,000
<TOTAL-INTEREST-ON-BONDS> 682,000
<CASH-FLOW-OPERATIONS> 1,154,000
<EPS-PRIMARY> 0.55
<EPS-DILUTED> 0.55
</TABLE>
