FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1996
Commission File Number 0-14299
SECOM GENERAL CORPORATION
-------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 87-0410875
-------- ----------
(State or other jurisdiction of (IRS Employer ID Number)
incorporation or organization)
46035 GRAND RIVER AVENUE 48374
------------------------ -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (810-305-9410)
--------------
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 requirement 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 the close of the period covered by this report.
Title of Class Number of Shares Outstanding
Common Stock 4,776,200
(par value $.10 per share)
<PAGE>
SECOM GENERAL CORPORATION
FORM 10-Q
INDEX
Page
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets 1
Consolidated Statements of Operations 3
Consolidated Statements of Cash Flows 4
Notes to Interim Consolidated Financial Statements 5
Item 2. Management's Discussion & Analysis of Financial Condition
and Results of Operations 8
PART II OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 12
Item 3. Defaults Upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
<PAGE>
<TABLE>
<CAPTION>
ASSETS
MAR 31 1996 SEP 30 1995
----------- -----------
<S> <C> <C>
CURRENT ASSETS
Cash $ 109,600 $ 13,700
Accounts receivable, net 3,849,800 4,484,800
Other receivables 101,300 320,600
Inventories 4,379,700 3,935,700
Prepaids 758,800 727,800
Deferred tax asset 586,400 542,700
----------- -----------
TOTAL CURRENT ASSETS $ 9,785,600 $10,025,300
Property, plant & equipment, net 14,549,500 14,583,600
Cost in excess of net assets acquired 2,032,700 2,071,300
Other assets 163,100 266,900
----------- -----------
TOTAL ASSETS $26,530,900 $26,947,100
=========== ===========
</TABLE>
-1-
<PAGE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
MAR 31 1996 SEP 30 1995
----------- -----------
<S> <C> <C>
CURRENT LIABILITIES
Bank line of credit $ 2,642,900 $ 3,776,300
Current maturities of long term obligations 1,898,000 1,857,100
Trade accounts payable 1,897,000 2,065,500
Accrued expenses 914,400 1,197,100
------------ ------------
TOTAL CURRENT LIABILITIES $ 7,352,300 $ 8,896,000
Long term obligations, net of current maturities 4,626,400 4,621,700
Deferred tax liabilities 1,518,900 1,518,900
------------ ------------
TOTAL LIABILITIES $ 13,497,600 $ 15,036,600
------------ ------------
Stockholders' equity common stock, $.10 par
value 10,000,000 shares authorized:
March 31, 1996 - 4,766,200 shares
September 30, 1995 - 4,276,200 shares 476,700 427,600
Additional paid-in capital 17,409,000 16,478,900
Accumulated deficit (4,852,400) (4,996,000)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 13,033,300 11,910,500
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 26,530,900 $ 26,947,100
============ ============
</TABLE>
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<PAGE>
<TABLE>
<CAPTION>
STATEMENTS OF OPERATIONS
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
Mar 31 1996 Mar 31 1995 Mar 31 1996 Mar 31 1995
------------ ------------ ---------- ----------
<S> <C> <C> <C> <C>
NET SALES $ 7,529,400 $ 9,863,300 $ 14,789,000 $ 18,160,700
COST OF SALES 6,035,300 7,670,100 11,921,800 14,804,600
------------ ------------ ------------ ------------
GROSS PROFIT 1,494,100 2,193,200 2,867,200 3,356,100
GENERAL AND ADMINISTRATIVE EXPENSES 1,196,100 1,485,400 2,342,500 2,724,700
------------ ------------ ------------ ------------
INCOME 298,000 707,800 524,700 631,400
OTHER INCOME (EXPENSE)
Interest (179,100) (277,600) (402,200) (569,200)
Miscellaneous income 44,300 (6,100) 105,500 53,500
------------ ------------ ------------ ------------
INCOME BEFORE PROVISION FOR INCOME TAXES 163,200 424,100 228,000 115,700
INCOME TAX EXPENSE (BENEFIT) 61,200 48,100 83,200 (37,200)
------------ ------------ ------------ ------------
NET INCOME $ 102,000 $ 376,000 $ 144,800 $ 152,900
============ ============ ============ ============
EARNINGS PER COMMON SHARE
Income $ 0.02 $ 0.09 $ 0.03 $ 0.04
------------ ------------ ------------ ------------
NET INCOME $ 0.02 $ 0.09 $ 0.03 $ 0.04
============ ============ ============ ============
WEIGHTED AVERAGE SHARES OUTSTANDING 4,820,400 4,199,100 4,669,800 4,143,600
============ ============ ============ ============
</TABLE>
-3-
<PAGE>
<TABLE>
<CAPTION>
STATEMENTS OF CASH FLOWS
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
Mar 31 1996 Mar 31 1995 Mar 31 1996 Mar 31 1995
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Income from operations $ 102,000 $ 376,000 $ 144,800 $ 152,900
Adjustments to reconcile net income
to net cash used in operations:
Depreciation and amortization 472,800 577,800 983,300 1,055,500
Provision for (benefit from) deferred taxes (65,800) 48,000 (43,800) (37,200)
Increase (decrease) in allowance for
doubtful accounts 16,300 (16,000) 15,000
(Gain) loss on sales of assets (11,500) (7,900) (11,200) (8,400)
Stock issuances to 401(k) plan 31,700 54,700
Other noncash expenses 44,300 44,300
Changes in assets and liabilities that
provided (used) cash:
Accounts and other receivables 52,500 (989,900) 729,300 (680,800)
Inventories (382,000) (570,300) (443,900) (854,000)
Prepaids (93,600) (4,500) (93,600) 31,600
Other assets 6,900 (11,000) (15,900)
Accounts payable 3,000 618,700 (117,800) 534,500
Accrued liabilities (34,100) 306,300 (282,800) 296,600
Other liabilities (16,600) (25,000)
Net cash provided (used) by discontinued
operations (9,400) 8,700 49,000 (34,000)
----------- ----------- ----------- -----------
Net cash provided by operating activities 40,800 427,600 897,300 529,800
----------- ----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the disposal of property,
plant & equipment 1,500 1,500 1,900 2,000
Collections on notes receivable 225,000 229,600
Capital expenditures (270,700) (235,900) (924,300) (566,000)
----------- ----------- ----------- -----------
Net cash used in investing activities (44,200) (234,400) (692,800) (564,000)
----------- ----------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in bank line of credit 96,100 55,500 (1,133,400) 544,100
Proceeds from long-term notes payable 363,200 122,500 758,100 193,800
Proceeds from issuances of common stock (3,200) 1,000,000
Retirements of common stock (20,800) (20,800)
Payments on long-term notes payable (318,500) (338,300) (675,700) (645,400)
Payments on capital lease obligations (14,100) (28,700) (36,800) (58,700)
----------- ----------- ----------- -----------
Net cash provided from (used in) financing
activities 105,900 (192,200) (108,600) 33,800
----------- ----------- ----------- -----------
NET INCREASE (DECREASE) IN CASH 102,500 1,000 95,900 (400)
CASH, BEGINNING OF PERIOD 7,100 7,900 13,700 9,300
----------- ----------- ----------- -----------
CASH, END OF PERIOD $ 109,600 $ 8,900 $ 109,600 $ 8,900
=========== =========== =========== ===========
OTHER CASH FLOW INFORMATION - INTEREST PAID $ 181,900 $ 269,300 $ 425,700 $ 527,100
=========== =========== =========== ===========
</TABLE>
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<PAGE>
SECOM GENERAL CORPORATION
Notes to Interim Consolidated Financial Statements
NOTE 1. SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
General
The consolidated financial statements included herein have been prepared by
Secom General Corporation (the "Company") without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain information
and footnote disclosures normally included in the consolidated financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate
so that the information presented is not misleading. In the opinion of
management, the financial statements as of March 31, 1996 reflect all
adjustments (normal recurring accruals) which are necessary to present a fair
statement of the results for the period then ended. These financial statements
should be read in conjunction with the audited consolidated financial
statements and notes thereto included in the Company's 10-K for the fiscal
year ended September 30, 1995.
Business
The Company is a publicly traded holding company with four wholly owned
subsidiaries that operate in two business segments. In June 1995, the
Company's Triple Technologies subsidiary (formerly "Triple Tool," referred to
herein as "Triple") was downsized and moved into Form Flow's facilities.
Metal Parts Forming
Uniflow Corporation ("Uniflow")
Tooling
Form Flow, Inc. ("Form Flow")
L&H Die, Inc. ("L&H Die")
Micanol, Inc. ("Micanol")
Principles of consolidation
The interim consolidated financial statements include the accounts of the
Company and its subsidiaries. All significant intercompany accounts and
transactions are eliminated.
Reclassifications
Certain reclassifications have been made to the prior period balances for
comparative purposes.
-5-
<PAGE>
Inventories
Inventories are valued at the lower of cost or market. Cost is determined by
the first-in, first-out (FIFO) method.
Earnings (loss) per share
The earnings (loss) per share of common stock is computed by dividing net
income (loss) by the weighted average number of common shares and common
equivalent shares (primarily warrants and options to purchase common stock
that were outstanding during the periods presented).
NOTE 2. INVENTORIES
Inventories at March 31, 1996 and September 30, 1995 are summarized as follows:
<TABLE>
<CAPTION>
MAR. 31, 1996 SEPT. 30, 1995
------------- --------------
<S> <C> <C>
Raw materials $ 396,000 $ 372,300
Work-in-process 1,766,800 1,796,800
Finished goods 2,216,900 1,766,600
------------ ------------
$ 4,379,700 $ 3,935,700
============ ============
</TABLE>
NOTE 3. LONG TERM DEBT AND LINE OF CREDIT
Long term debt consists of real estate mortgages, equipment term notes and
bonds, equipment capital leases and subordinated loans. Scheduled principal
payments due for the next year are approximately $1.9 million.
In addition to long term debt, the Company and its subsidiaries have a $4.5
million bank line of credit collateralized by accounts receivable and
inventories. Borrowings on the line ($2.64 million and $3.77 million at March
31, 1996 and September 30, 1995 respectively) are limited to stated
percentages of receivables and inventories and are due on demand. The interest
rate on the line during the March 31, 1996 quarter was prime rate plus 1/4%.
-6-
<PAGE>
NOTE 4. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment at March 31, 1996 and September 30, 1995 are
summarized as follows (in thousands):
<TABLE>
<CAPTION>
March 31 1996 Sept. 30, 1995 Life
------------- -------------- ----
<S> <C> <C> <C>
Machinery $15,070 $14,581 2 to 20 years
Buildings and improvements 5,056 4,714 3 to 30 years
Land 572 540 n/a
Furniture and fixtures 504 478 5 to 7 years
Vehicles 248 263 3 years
Construction in progress 61 236 n/a
------- -------
Total 21,512 20,812
Accumulated depreciation (6,963) (6,228)
------- -------
Net property, plant and equipment $14,549 $14,584
======= =======
</TABLE>
NOTE 5. RELATED PARTY TRANSACTIONS
In November 1995, Manubusiness Opportunities, Inc. ("MOI") exercised a stock
warrant to acquire 500,000 shares of common stock at $2.00 per share, for a
total of $1 million cash paid to the Company. For additional information about
the Company's relationship with MOI, refer to the Company's Form 10-K for the
year ended September 30, 1995.
In the quarter ended March 31, 1996, the Board of Directors authorized a loan
for $300,000 to the Company's CEO for the acquisition of 200,000 shares of
unregistered common stock from the Company. The transaction was executed
subsequent to March 31, 1996. The associated stock will collateralize the
indebtedness and the loan is payable without interest in 10 annual
installments of $30,000.
-7-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Overview
The Company operates in two segments: Metal Parts Forming and Tooling. The
Metal Parts Forming Segment manufactures cold headed and cold forged parts,
while the Tooling Segment provides production tooling for the cold heading
industry.
Consolidated net sales for the quarter were $7,529,400, compared to sales of
$9,863,300 in the same quarter of the prior year, for a decrease of 23.7%. For
the six month year-to-date period, consolidated net sales were $14,789,000
compared to $18,160,700 for the same period last year, for a decrease of
18.6%. The quarter and six month sales decreases were largely the result of
(1) lower sales at Uniflow, where in the prior year periods sales were higher
due to a significant catch-up of past-due orders and (2) the downsizing of
Triple, which was moved to Form Flow in June 1995.
Net income for the quarter ended March 31, 1996 was $102,000, or 2 cents per
share, compared to net income of $376,000 or 9 cents per share, for the same
quarter last year. The decrease in net income was primarily attributable to
(1) lower operating profits from the Tooling Segment, which had processed
lower margin orders in the current quarter and (2) lower operating profits
from Uniflow, which had benefited from the one-time catch-up of past-due orders
in the prior year quarter. Net income for the six months ended March 31, 1996
was $144,800 or 3 cents per share, compared to $152,900, or 4 cents per share,
for the same period last year.
Segment Review
<TABLE>
<CAPTION>
Metal Parts Forming (Uniflow)
(in thousands)
Three Months Ended Six Months Ended
------------------ ----------------
3/31/96 3/31/95 3/31/96 3/31/95
------- ------- ------- -------
Amount % Amount % Amount % Amount %
------ --- ------ --- ------ --- ------ ---
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net sales $3,354 100.0 $4,903 100.0 $6,864 100.0 $9,098 100.0
Gross profit 367 10.9 749 15.3 804 11.7 825 9.1
Operating expense 400 11.9 491 10.0 833 12.1 952 10.5
Operating profit (1) (33) (1.0) 258 5.3 (29) (0.4) (127) (1.4)
<FN>
(1) Before interest, bad debt and unallocated corporate overhead expense.
</TABLE>
The Metal Parts Forming Segment is comprised of Uniflow Corporation, which
manufactures metal parts from steel tube, bar and coil using cold forging and
forming techniques. Uniflow's primary parts are truck wheel bolts, automotive
suspension parts, automotive transmission shafts and various cold headed parts
for OEMs.
-8-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Uniflow's sales decreased 31.7% in the quarter ended March 31, 1996, compared
to the prior year quarter, while for the six month comparative period sales
decreased 24.6%. The decrease in sales for the comparative quarter and six
month period primarily reflects the one time catch-up of past due orders in
the prior year periods. Also, the General Motors strike accounted for a
smaller portion of the sales decrease. During the quarter, the Company
announced that it had obtained a purchase order for the manufacture of
automotive starter motor driver shafts. Production of the new part is
scheduled for May 1997 and is projected to add about $5 million annually
in new sales at Uniflow. Manufacture of the part will use significant
available machine time on Uniflow's Formax 1250 machine.
Uniflow's gross profit for the quarter decreased to 10.9% of sales compared to
15.3% for the same quarter last year. The lower quarterly gross profit
primarily reflects the lower sales volume. For the six month period, the gross
profit was 11.7% of sales compared to 9.1% in the prior year period. The
year-to-date improvement was largely attributable to improved cost control in
production activities.
Operating expense was 11.9% of sales for the quarter, compared to 10.0% of
sales in the prior year quarter. For the six month comparative period,
operating expense was 12.1% of sales and 10.5% of sales, respectively. The
higher operating expense percentages for the comparative periods were due
primarily to the lower sales volume.
<TABLE>
<CAPTION>
Tooling Segment
(in thousands)
Three Months Ended Six Months Ended
------------------ ----------------
3/31/96 3/31/95 3/31/96 3/31/95
------- ------- ------- -------
Amount % Amount % Amount % Amount %
------ --- ------ --- ------ --- ------ ---
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net sales (1) $4,796 100.0 $5,520 100.0 $8,974 100.0 $10,255 100.0
Gross profit 1,079 22.5 1,412 25.6 1,987 22.1 2,465 24.0
Operating expense 625 13.0 682 12.4 1,166 13.0 1,262 12.3
Operating profit (2) 454 9.5 730 13.2 821 9.1 1,203 11.7
<FN>
(1) Includes intercompany activity.
(2) Before interest, bad debt and unallocated corporate overhead expense.
</TABLE>
The Tooling Segment, comprised of Form Flow, L & H Die and Micanol,
manufacture production tooling for the cold heading/forming industry. In June
1995, the Segment's Triple Technologies subsidiary (formerly "Triple Tool,"
referred to herein as "Triple") was downsized and moved into Form Flow's
facilities.
-9-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Tooling sales decreased 13.1% in the quarter, compared to the same quarter
last year, while for the six month comparative period, sales decreased 12.5%.
The sales decreases were principally due to the downsizing of Triple. Tooling
management believes that incoming order volume will remain steady for the
balance of the year.
The Tooling gross profit percentage for the quarter was 22.5% of sales
compared to 25.6% of sales in the same quarter last year. For the six month
comparative periods, gross profit was 22.1% of sales vs. 24.0% of sales. The
decline in gross profit percentage for the comparative periods was primarily
attributable to the processing of lower margin orders in the current periods.
Tooling operating expense was 13.0% of sales in the current quarter and six
month period, compared to 12.4% and 12.3%, in the same quarter and six month
period last year, respectively. The higher operating expense percentages for
the comparative periods primarily reflects the lower sales volume due to the
downsizing of Triple.
Corporate and Interest Expense
Unallocated corporate overhead was $159,400 for the quarter ended March 31,
1996, compared to $272,700 in the same prior year quarter. For the six month
period, unallocated corporate expense was $313,300 compared to $453,400 for
the same period last year. The lower corporate expense reflects a reduction in
personnel and other administrative costs.
Interest expense for the quarter was $179,100 compared to $277,600 for the
same quarter last year. The lower interest cost reflects lower borrowings as a
result of scheduled principal paydowns and lower borrowings on the bank
line-of-credit.
-10-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
FINANCIAL CONDITION AND LIQUIDITY
Net cash provided by operating activities was $40,800 in the quarter, compared
to $427,600 in the prior year quarter. The decline in net cash provided by
operating activities primarily reflects the lower earnings for the period
along with lower depreciation expense. For the six month comparative period,
net cash provided by operating activities was $897,300 and $529,800,
respectively. The increase in net cash for the six month comparative period
was principally the result of lower accounts receivable.
Net cash used in investing activities was $44,200 in the current quarter,
consisting of $270,700 in factory equipment, offset by $225,000 in collections
on a note receivable. The six month comparative periods used $692,800 and
$564,000, respectively, in investing activities. The current six month period
includes $495,000 in expenditures at Uniflow, principally associated with a
new forging press, and the acquisition of a building adjacent to Form Flow for
its die repair program and electro-diode machining department. The prior year
six month period includes various equipment purchases at the Tooling Segment
and Uniflow.
Net cash provided (used) by financing activities was $105,900 in the quarter
compared to ($192,200) in the prior year quarter. The current quarter included
$363,200 in proceeds from long term note payables, offset by term debt
payments of $318,500, while the prior year quarter had $122,500 in proceeds
from long-term notes, offset by scheduled term debt payments of $338,300. The
six month comparable net cash provided from (used in) financing activities was
($108,600) and $33,800, respectively. In the current six month period, net
cash used in financing activities included paydowns totaling $1,133,400 on the
bank line of credit, which was principally funded by $1,000,000 in cash
received from a stock warrant exercise. In the prior year six month period,
the bank line of credit provided $544,100 in cash, offset by scheduled
payments of term debt of $645,400.
Also during the quarter ended March 31, 1996, the Board of Directors
authorized a loan to the Company's CEO in the amount of $300,000 to be used
for the acquisition of 200,000 shares of unregistered common stock from the
Company. The transaction was consummated subsequent to March 31, 1996, is
evidenced by a promissory note and is collateralized by the associated stock.
The loan is payable without interest in 10 annual installments of $30,000.
In connection with Uniflow's new business scheduled to begin mid-1997 for the
manufacture of starter motor shafts, the Company will acquire approximately
$4.5 million in machining equipment. Management anticipates financing the
equipment through conventional equipment lenders.
-11-
<PAGE>
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 Securities Holders
The Company's Annual Meeting was held on March 29, 1996. The stockholders
elected Gregory Adamczyk, Robert A. Clemente, Rocco Pollifrone, Orville K.
Thompson, Richard Thompson and David J. Marczak to a one year term as
Directors of the Company.
Item 5. Other Information
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
Not applicable.
-12-
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
SECOM GENERAL CORPORATION
(Registrant)
By: /s/ Robert A. Clemente Date: May 15, 1996
----------------------------
Robert A. Clemente
Chairman, President & CEO
By: /s/ David J. Marczak Date: May 15, 1996
-------------------------
David J. Marczak
Chief Financial Officer
-13-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> SEP-30-1995
<PERIOD-END> MAR-31-1996
<CASH> $ 109,600
<SECURITIES> 0
<RECEIVABLES> 3,927,300
<ALLOWANCES> (77,500)
<INVENTORY> 4,379,700
<CURRENT-ASSETS> 9,785,600
<PP&E> 21,512,200
<DEPRECIATION> (6,962,700)
<TOTAL-ASSETS> 26,530,900
<CURRENT-LIABILITIES> 7,352,300
<BONDS> 0
<COMMON> 476,700
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 26,530,900
<SALES> 14,789,000
<TOTAL-REVENUES> 14,789,000
<CGS> 11,921,800
<TOTAL-COSTS> 14,264,300
<OTHER-EXPENSES> (105,500)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 402,200
<INCOME-PRETAX> 228,000
<INCOME-TAX> 83,200
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 144,800
<EPS-PRIMARY> 0.03
<EPS-DILUTED> 0.00
</TABLE>
