<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended: September 30, 1995
Commission file number: 0-16332
NATIONAL INSURANCE GROUP
(Exact name of registrant as specified in its charter)
CALIFORNIA 94-3031790
(State of Incorporation) (IRS Employer Identification No.)
395 OYSTER POINT BOULEVARD, SUITE 500 94080
SOUTH SAN FRANCISCO, CA
(Address of principal executive office) (Zip Code)
(415) 872-6772
(Registrant's telephone number)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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 XX NO
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date: 4,679,697 shares as
of September 30, 1995.
<PAGE> 2
NATIONAL INSURANCE GROUP
INDEX TO FORM 10-Q
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION Page
<S> <C>
Item 1 - Financial Statements:
Consolidated Balance Sheets-September 30, 1995 and 1
December 31, 1994.
Consolidated Statements of Earnings for the nine- 2
month period ended September 30, 1995
and 1994.
Consolidated Statements of Shareholders' Equity 3
for nine months ended September 30, 1995 and 1994.
Consolidated Statements of Cash Flows for the 4
nine months ended September 30, 1995 and 1994.
Notes to Consolidated Financial Statements 5
Other Financial Information 6
Item 2 - Management's Discussion and Analysis of Financial 7-10
Condition and Operating Results
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings None
Item 2 - Changes in Securities None
Item 3 - Defaults Upon Senior Securities None
Item 4 - Submission of Matters to a Vote of Security Holders None
Item 5 - Exhibits and Reports on Form 8-K:
Reports on Form 8-K None
Exhibit 11 - Computation of Weighted
Average Shares Outstanding and Earnings
Per Share 11
</TABLE>
<PAGE> 3
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------
(in thousands of dollars,
except share amounts) September 30, December 31,
1995 1994
------------- ------------
ASSETS: (Unaudited)
- -------
<S> <C> <C>
Investments:
- ------------
Fixed maturities $ 15,473 $ 23,067
Equity securities 2,234 2,000
Short-term investments 18,383 13,890
--------- ---------
Total investments 36,090 38,957
Cash 148 155
Net Premiums and
accounts receivable 4,980 4,786
Property and equipment, net 4,622 5,918
Deferred acquisition costs 2,740 3,573
Deferred federal income taxes 1,260 298
Other assets 1,993 1,405
--------- ---------
Total assets $ 51,833 $ 55,092
========= =========
LIABILITIES:
- ------------
Reserve for losses and LAE $ 2,492 $ 3,360
Unearned premiums 5,957 7,768
Accrued expenses and other
liabilities 2,585 3,758
Drafts payable 392 374
Reserve for return premiums 7,452 2,542
--------- ---------
Total liabilities 18,878 17,802
--------- ---------
SHAREHOLDERS' EQUITY:
- ---------------------
Common Stock, no par value;
authorized, 15,000,000 shares;
issued and outstanding 4,679,697
in 1995 and 4,678,729 in 1994. 23,071 23,065
Retained earnings 9,884 14,225
--------- ---------
Total shareholders' equity 32,955 37,290
--------- ---------
Total liabilities and
shareholders' equity $ 51,833 $ 55,092
========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
1
<PAGE> 4
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------
For the periods ended September 30, 1995 and 1994
(in thousands of dollars, except share amounts)
- ---------------------------------------------------------------------------------------
Third Quarter Nine Months
------------------------- --------------------------
1995 1994 1995 1994
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net premiums written $ 3,715 $ 5,154 $ 10,408 $ 15,457
Change in unearned premiums 106 (474) 1,811 327
----------- ----------- ----------- -----------
Net premiums earned 3,821 4,680 12,219 15,784
Flood inquiry fees 3,364 1,568 7,540 6,433
Tracking fees 1,279 758 3,508 2,192
Net commission income 416 190 923 449
Net investment income 488 442 1,504 1,358
----------- ----------- ----------- -----------
TOTAL REVENUES 9,368 7,638 25,694 26,216
----------- ----------- ----------- -----------
Loss and LAE incurred 1,127 1,888 4,677 6,640
Commissions paid to
non-affiliates 944 763 2,939 3,216
Personnel expenses 5,264 3,388 12,830 10,373
All other expenses 1,928 2,246 6,439 6,609
Non-recurring expense -- -- 5,417 1,020
----------- ----------- ----------- -----------
TOTAL EXPENSES 9,263 8,285 32,302 27,858
----------- ----------- ----------- -----------
Income(loss) before provision
for income taxes 105 (647) (6,608) (1,642)
Provision for income taxes 34 (211) (2,114) (525)
----------- ----------- ----------- -----------
NET INCOME (LOSS) $ 71 $ (436) $ (4,494) $ (1,117)
=========== =========== =========== ===========
Weighted average common and
common equivalent shares
outstanding 4,728,651 4,678,729 4,679,697 4,678,729
=========== =========== =========== ===========
Per share results:
Net income (loss) per share $ .02 $ (.09) $ (.96) $ (.24)
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE> 5
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited)
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------
For the nine months ended September 30, 1995 and 1994
(in thousands of dollars, except share amounts)
- ---------------------------------------------------------------------------------
Total
Common Stock Share-
-------------------- Retained holders'
Shares Amount Earnings Equity
- ---------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Balance at
Dec. 31, 1993 5,063,729 $ 25,267 $ 16,682 $ 41,949
Secondary Offering 115,000 1,401 -- 1,401
Offering Costs -- 8 -- 8
Stock Repurchase (500,000) (3,610) -- (3,610)
Dividends paid -- -- (1,016) (1,016)
Net income (Loss) -- -- (1,117) (1,117)
Unrealized (loss), net
of deferred tax -- -- (85) (85)
----------- ----------- ----------- -----------
Balance at
September 30, 1994 4,678,729 $ 23,065 $ 14,464 $ 37,530
=========== =========== =========== ===========
Balance at
Dec. 31, 1994 4,678,729 $ 23,066 $ 14,225 $ 37,290
Options Exercised:
Proceeds 968 4 -- 4
Tax Benefit -- 1 -- 1
Net loss -- -- (4,494) (4,494)
Unrealized gain, net
of deferred tax -- -- 154 154
----------- ----------- ----------- -----------
Balance at
September 30, 1995 4,679,697 $ 23,071 $ 9,884 $ 32,955
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE> 6
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>
<CAPTION>
Increase (Decrease) in cash
- --------------------------------------------------------------------------------
Nine months ended: September 30, 1995 September 30, 1994
(in thousands of dollars)
- --------------------------------------------------------------------------------
<S> <C> <C>
Net cash used in
operating activities $(3,121) $ (180)
Net cash provided by
(used in) investing activities 2,833 3,280
Net cash provided by
financing activities 5 (3,217)
------ ------
Increase (decrease) in cash 223 (117)
Cash, beginning of period 155 702
------ ----
Cash, end of period $ 148 $ 585
====== ======
</TABLE>
There were no Federal or State income taxes paid during the nine-months ended
September 30, 1995. Federal and State income taxes paid during the nine-months
ended September 30, 1994 were $207,000.
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 7
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Financial Information
In the opinion of management, the financial information reflects all
adjustments (consisting only of normal recurring adjustments) which are
necessary to a fair presentation of financial position and results of
operations for the interim periods. The results for the nine month
periods ended September 30, 1995 and September 30, 1994, are not
necessarily indicative of the results to be expected for the entire year.
These quarterly interim financial statements are unaudited.
2. Reserve for California Proposition 103 Liability
The California Department of Insurance, by letter dated June 13, 1995,
denied the Company's application for an adjustment to the Department's
formula for determining the amount of the Company's Proposition 103
rollback liability. In order to reserve for the $4.5 million rollback
liability assessed by the Department, the Company accrued $4.1 million in
the second quarter of 1995 in addition to the 1994 accrual of $433,000.
This amount is included on the balance sheet as part of the Reserve for
return premiums and on the income statement as Non-recurring expense. By
stipulation dated October 25, 1995, the Company and the Department agreed
to settle the Company's Proposition 103 rollback liability for
approximately $4.1 million. Under the terms of the Stipulation, the
$4.1 million rollback refund will be allocated to policyholders in
proportion to the premium paid by them during the rollback period. The
Company expects to make the refunds some time in January, 1996. Under
the terms of the Stipulation, the Company has 90 days from November 14,
1995 to make refunds. The amount of any refund checks uncashed after a
certain period will be escheated to the State of California in
accordance with its laws. Although the Company will incur additional
costs for processing the refunds, management believes that its existing
reserves are adequate.
5
<PAGE> 8
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
OTHER FINANCIAL INFORMATION
Summary Consolidated Financial Information
For the Periods Ended September 30, 1995 and 1994
(In Thousands of Dollars Except Share Amounts)
(Unaudited)
<TABLE>
<CAPTION>
Third Quarter Nine Months
---------------------------------- -------------------------------------
1995 1994 %Change 1995 1994 %Change
---------------------------------- -------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Income Statement Data:
Net premiums written $ 3,715 $ 5,154 (27.9)% $ 10,408 $ 15,457 (32.7)%
=========== =========== =========== ===========
Net premiums earned $ 3,821 $ 4,680 (18.4) 12,219 15,784 (22.6)
Flood inquiry fees 3,364 1,568 114.5 7,540 6,433 17.2
Tracking fees 1,279 758 68.7 3,508 2,192 60.0
Net commission income 416 190 118.9 923 449 105.6
Net investment income 488 442 10.4 1,504 1,358 10.8
----------- ----------- ----------- -----------
TOTAL REVENUES 9,368 7,638 22.6 25,694 26,216 (2.0)
----------- ----------- ----------- -----------
Loss and LAE incurred 1,127 1,888 (40.3) 4,677 6,640 (29.6)
Commissions paid to
non-affiliates 944 763 23.7 2,939 3,216 (8.6)
Personnel expenses 5,264 3,388 55.4 12,830 10,373 23.7
All other expenses 1,928 2,246 (14.2) 6,439 6,609 (2.6)
Non-recurring expense -- -- 5,417 1,020 431.1
----------- ----------- ----------- -----------
TOTAL EXPENSES 9,263 8,285 11.8 32,302 27,858 16.0
----------- ----------- ----------- -----------
Income(loss) before provision
for income taxes 105 (647) 116.2 (6,608) (1,642) (302.4)
Provision for income
taxes 34 (211) 116.1 (2,114) (525) (302.7)
----------- ----------- ----------- -----------
Net income (loss) $ 71 $ (436) 116.3 $ (4,494) $ (1,117) (302.3)
=========== =========== =========== ===========
Net income (loss) per share $ .02 $ (.09) 116.1 $ (.96) $ (.24) (302.3)
=========== =========== =========== ===========
Weighted average shares
outstanding 4,728,651 4,678,729 1.1 4,679,697 4,678,729 0.0
=========== =========== =========== ===========
</TABLE>
6
<PAGE> 9
NATIONAL INSURANCE GROUP
Management s Discussion and Analysis of
Financial Condition and Operating Results
Item 2
Results of Operations
THIRD QUARTER OF 1995 COMPARED WITH THIRD QUARTER OF 1994:
REVENUE
Total revenue for the third quarter increased from $7.6 million in 1994 to
$9.4 million in 1995, an increase of $1.8 million or 23.7%.
Net premiums written for the third quarter decreased from $5.2 million in 1994
to $3.7 million in 1995, a decrease of $1.5 million or 28.9%. The decrease was
principally due to cancellations by one of the Company's larger customers which
accounted for approximately $1.7 million and an increase in reserves for premium
cancellations accounting for approximately $400,000. These decreases were
partially offset by additional business from new customers.
Net premiums earned for the third quarter decreased from $4.7 million in 1994 to
$3.8 million in 1995, a decrease of $900,000 or 19.2% due primarily to the same
factors which caused the decline in net premiums written during the period.
Flood inquiry fees for the third quarter increased from $1.6 million in 1994 to
$3.4 million in 1995, an increase of $1.8 million or 112.5%. During the third
quarter of 1995, interest rates declined and loan origination volumes generally
increased. Interest rates on 30 year fixed mortgages during the third quarter of
1994 averaged 8.61% compared to an average of 7.74% during the third quarter of
1995. In addition, the Company has added new customers and converted many of its
existing customers to the higher priced life-of-loan product as the industry
complies with recent regulations issued by the secondary market.
Tracking fees for the third quarter increased from $760,000 in 1994 to
$1.3 million in 1995, an increase of $540,000 or 71.1%. The increase was due
primarily to the addition of several new customers with one new customer
contributing approximately $265,000 of the increase.
Net commission income for the third quarter increased from $190,000 in 1994 to
$416,000 in 1995, an increase of $226,000 or 119.0%. The increase was primarily
generated by placing premiums with a non-affiliated insurance company from which
the Company receives a commission.
Net investment income for the third quarter remained relatively unchanged at
$442,000 in 1994 and $488,000 in 1995.
7
<PAGE> 10
Expenses
Loss and loss expenses incurred for the third quarter decreased from
$1.9 million (40.4% of net premiums earned) in 1994 to $1.1 million (29.0% of
net premiums earned) in 1995, a decrease of $800,000 or 42.1%. The decrease was
due in part to fewer occurrences of catastrophic events in 1995 as compared to
1994.
Commissions paid to non-affiliates in the third quarter increased from $763,000
(16.3% of premiums earned) in 1994 to $944,000 (24.7% of premiums earned) in
1995, an increase of $181,000 or 23.7%. The percent of commissions paid to
premiums earned was unusually low in the third quarter of 1994 due to a large
amount of premiums written from a customer with a lower commission rate than the
Company's overall average. The percentage calculation for the current quarter
more accurately reflects the Company s historic rate.
Personnel expenses in the third quarter increased from $3.4 million in 1994 to
$5.3 million in 1995, an increase of $1.9 million or 55.9%. The increase was due
to staff additions in response to the volume increases in the Flood Inquiry and
Tracking fee based business.
All other expenses in the third quarter decreased from $2.2 million in 1994 to
$1.9 million in 1995, a decrease of $300,000 or 13.6%.
As a result of the above factors, operating income before provision for income
taxes for the third quarter of 1995 increased from a loss of $647,000 in 1994 to
a gain of $105,000 in 1995, an increase of $752,000 or 116.2%. The net loss for
the third quarter of 1994 was $436,000 or $(.09) per share compared with a net
gain of $71,000 or $.02 in 1995. The weighted average number of shares
outstanding for the third quarter of 1994 and 1995 were 4,678,729 and 4,728,651,
respectively.
NINE MONTHS ENDED SEPTEMBER 30, 1995 COMPARED WITH THE NINE MONTHS ENDED
SEPTEMBER 30, 1994:
REVENUE
Total revenue for the nine-month period decreased from $26.2 million in 1994 to
$25.7 million in 1995, a decrease of $500,000 or 1.9%.
Net premiums written for the nine-month period decreased from $15.5 million in
1994 to $10.4 million in 1995, a decrease of $5.1 million or 32.9%. The decrease
in net premiums was principally due to three factors: (1) cancellations by one
of the Company's larger customers accounted for approximately $3.1 million of
the decrease; (2) 1994 premiums written included approximately $840,000 from a
significant customer whose loan processing portfolio was sold by the RTC in late
1994 and therefore, the customer did not contribute to premiums in 1995, and;
(3) an increase in reserves for premium cancellations
8
<PAGE> 11
accounted for approximately $1.4 million of the decrease. The decreases were
partially offset by additional business from new customers.
Net premiums earned for the nine-month period decreased from $15.8 million in
1994 to $12.2 million in 1995, a decrease of $3.6 million or 22.8%. The decrease
in net premiums earned was due primarily to the same factors which caused the
decline in net premiums written during the period.
Flood inquiry fees for the nine-month period increased from $6.4 million in 1994
to $7.5 million in 1995, an increase of $1.1 million or 17.2%. Interest rates
began to decline during the first quarter of 1995 contributing to increases in
loan origination volumes. In addition, the Company added new customers and
converted many of its customers to the higher priced life-of-loan product as the
industry complies with recent regulations issued by the secondary market.
Tracking fees for the nine-month period increased from $2.2 million in 1994 to
$3.5 million in 1995, an increase of $1.3 million or 59.1%. The increase was due
primarily to the addition of several new customers .
Net commission income for the nine-month period increased from $449,000 in 1994
to $923,000 in 1995, an increase of $474,000 or 105.6%. The increase was
primarily generated by placing premiums with a non-affiliated insurance company
from which the Company receives a commission.
Net investment income for the nine-month period remained relatively unchanged at
$1.4 million in 1994 and $1.5 million in 1995.
Expenses
Loss and loss expenses incurred for the nine-month period decreased from
$6.6 million (41.8% of net premiums earned) in 1994 to $4.7 million (38.5% of
net premiums earned) in 1995, a decrease of $1.9 million or 28.8%. The decrease
was due in part to fewer occurrences of catastrophic events in 1995 as compared
to 1994.
Commissions paid to non-affiliates in the nine-month period decreased from
$3.2 million (20.3% of premiums earned) in 1994 to $2.9 million (23.8% of
premiums earned) in 1995, a decrease of $300,000 or 9.4%. The decrease is
consistent with normal fluctuations around the Company's historical commission
ratio.
Personnel expenses in the nine-month period increased from $10.4 million in 1994
to $12.8 million in 1995, an increase of $2.4 million or 23.1%. The increase is
due to staff additions in response to the volume increases in the Flood Inquiry
and Tracking fee based business and staff additions in the
9
<PAGE> 12
information systems departments in an effort to enhance the new systems
technology.
All other expenses in the nine-month period decreased from $6.6 million in 1994
to $6.4 million in 1995, a decrease of $200,000 or 3.0%.
The Company incurred expenses of a non-recurring nature in the amount of
$5.4 million during 1995. On June 13, 1995, the California Department of
Insurance notified the Company that its application for adjustment of its
Proposition 103 return premium liability had been denied and the Company
accrued an additional $4.1 million for the constitutionally mandated roll-back
of insurance premiums under the Proposition. This amount is included on the
balance sheet as part of the Reserve for return premiums and on the income
statement as Non-recurring expense. In addition, the Company realized an
expense of $817,000 in connection with the retirement of Howard Herman who was
the Company's President and also recognized an accrual of $500,000 for the
write-off of software used to provide its information services products.
As a result of the above factors, operating income before provision for income
taxes for the nine-month period decreased from a loss of $1.6 million in 1994 to
a loss of $6.6 million in 1995, a decrease of $5.0 million. The net loss for the
nine-month period of 1994 was $1.1 million or $(.24) per share compared with a
net loss of $4.5 million or $(.96) in 1995. The weighted average number of
shares outstanding for the nine months of 1994 and 1995 were 4,678,729 and
4,679,697, respectively.
10
<PAGE> 13
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.
NATIONAL INSURANCE GROUP
-----------------------------
(REGISTRANT)
/S/ MEL CRONER
- ----------------------------- -----------------------------
DATE: NOVEMBER 10, 1995 (SIGNATURE)
Mel Croner, Chairman
of the Board and Acting Chief
Executive Officer
(Co-Executive Officer)
/S/ KEVIN C. EICHLER
- ----------------------------- -----------------------------
DATE: NOVEMBER 10, 1995 (SIGNATURE)
Kevin C. Eichler,
Executive Vice President
and Chief Financial
Officer (Co-Executive Officer
and Principal Financial and
Accounting Officer)
/S/ PAULETTE J. TAYLOR
- ----------------------------- -----------------------------
DATE: NOVEMBER 10, 1995 (SIGNATURE)
Paulette J. Taylor,
Senior Vice President
and General Counsel
(Co-Executive Officer)
12
<PAGE> 1
NATIONAL INSURANCE GROUP AND SUBSIDIARIES
EXHIBIT 11
COMPUTATION OF WEIGHTED AVERAGE SHARES
OUTSTANDING AND EARNINGS PER SHARE
(in thousands of dollars except share amounts)
(Unaudited)
Except for the third quarter of 1995, the Company had a loss per share, for
which earnings per share is calculated based upon the number of shares
outstanding.
<TABLE>
<CAPTION>
Third Quarter Nine Months
---------------------- -----------------------
1995 1994 1995 1994
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Actual common shares
outstanding 4,679,697 4,678,729 4,679,697 4,678,729
Common shares issuable
under outstanding stock
options 49,017 -- -- --
Weighted average common
shares issued upon exercise
of stock options 905 -- -- --
--------- --------- --------- ---------
Total weighted average
shares outstanding 4,728,651 4,678,729 4,679,697 4,678,729
========= ========= ========= =========
Net income (loss) per share $ .02 $ (.09) $ (.96) $ (.24)
========== ========== ========== ==========
</TABLE>
11
<TABLE> <S> <C>
<ARTICLE> 7
<CIK> 0000815555
<NAME> NATIONAL INSURANCE GROUP
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<DEBT-HELD-FOR-SALE> 0
<DEBT-CARRYING-VALUE> 15,437
<DEBT-MARKET-VALUE> 0
<EQUITIES> 2,234
<MORTGAGE> 36
<REAL-ESTATE> 0
<TOTAL-INVEST> 36,090
<CASH> 148
<RECOVER-REINSURE> 11
<DEFERRED-ACQUISITION> 2,740
<TOTAL-ASSETS> 51,833
<POLICY-LOSSES> 2,492
<UNEARNED-PREMIUMS> 5,957
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 0
<COMMON> 23,071
0
0
<OTHER-SE> 9,884
<TOTAL-LIABILITY-AND-EQUITY> 51,833
12,219
<INVESTMENT-INCOME> 1,504
<INVESTMENT-GAINS> 0
<OTHER-INCOME> 11,971
<BENEFITS> 4,676
<UNDERWRITING-AMORTIZATION> 7,688
<UNDERWRITING-OTHER> 19,938
<INCOME-PRETAX> (6,608)
<INCOME-TAX> (2,114)
<INCOME-CONTINUING> (4,494)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,494)
<EPS-PRIMARY> (.96)
<EPS-DILUTED> (.96)
<RESERVE-OPEN> 3,155
<PROVISION-CURRENT> 396
<PROVISION-PRIOR> 1,891
<PAYMENTS-CURRENT> 2,334
<PAYMENTS-PRIOR> 2,309
<RESERVE-CLOSE> 2,287
<CUMULATIVE-DEFICIENCY> (395)
</TABLE>