UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934. For the quarter ended November 30, 1995
Commission File Number 0-17594
AMCOR CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 33-0329559
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
52300 ENTERPRISE WAY, COACHELLA, CALIFORNIA 92236
(Address of principal executive offices) (Zip Code)
(619) 398-9520
(Registrants telephone number, including area code)
Check whether the registrant (1) has filed all reports required by
Section 13 or 15(d) of the Securities Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X] No [ ]
The number of shares outstanding of issuer's only class of Common
Stock, $.002 par value, was 10,335,631 on January 12, 1996.
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Introduction
The consolidated financial statements included herein have been
prepared by AMCOR Capital Corporation ("Company"), without audit,
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant
to such rules and regulations. The Company believes that the disclo-
sures are adequate to make the information presented not misleading when
read in conjunction with the Company's consolidated financial statements
for the year ended August 31, 1995. The financial information
presented reflects all adjustments, consisting only of normal recurring
adjustments, which are, in the opinion of management, necessary for a
fair statement of the results for the interim periods presented.
In prior quarters the Company reported its operating results
on the basis of a full twelve-month period. As a result of the Company's
change to an August 31 year-end to conform to its natural crop cycle,
the Company is now reporting its operating results on a normal fiscal
quarterly basis.
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEET
November 30, 1995 and August 31, 1995
(Amounts in thousands)
<CAPTION>
November 30,
1995 August 31,
(Unaudited) 1995
_________ _________
<S> <C> <C>
ASSETS
Current assets:
Cash $ 697 $ 1,809
Accounts receivable, prepaids
and accrued interest 301 328
Notes receivable 3,321 3,700
Advances and accounts receivable due
from affiliated partnerships and
related parties 3,667 3,249
Inventories 1,000 425
_________ _________
Total current assets 8,986 9,511
Property and equipment, net 10,024 10,475
Notes receivable:
Affiliates and related parties 0 262
Other 2,257 1,145
Investments 2,426 314
_________ _________
Total assets $ 23,693 $ 21,707
_________ _________
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEET, CONT.
November 30, 1995 and August 31, 1995
(Amounts in thousands)
<CAPTION>
November 30,
1995 August 31,
(Unaudited) 1995
_________ _________
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS EQUITY
Current liabilities:
Accounts payable $ 2,361 $ 2,684
Advances from affiliated partnerships 1,167 957
Notes and loans payable 1,817 345
Accrued interest and other payables 305 1,469
_________ _________
Total current liabilities 5,650 5,455
Deferred tax liability 82 0
Notes and loans payable, net of
current portion:
Affiliates 3,278 2,218
Other 3,638 3,326
_________ _________
Total liabilities 12,648 10,999
Shareholders' equity:
Preferred stock (250,000 shares
authorized, no shares outstanding) - -
Series A Convertible Preferred
Stock ($.01 par value; 750,000
shares authorized, 618,972
and 518,994 shares issued and
outstanding) 6 6
Common stock ($.002 par value;
15,000,000 shares authorized,
10,335,631 shares and 10,331,288
shares issued and outstanding) 21 21
Paid-in capital 10,637 10,633
Accumulated (deficit) 381 48
_________ _________
Total shareholders' equity 11,045 10,708
_________ _________
Total liabilities and
shareholders' equity $ 23,693 $ 21,707
_________ _________
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
For the three months ended November 30, 1995 and 1994
(Unaudited)
(Amounts in thousands, except per share data)
<CAPTION>
1995 1994
_________ _________
<S> <C> <C>
Revenues:
Crop sales and other farm income $ 37 $ 38
Management and other fees 148 250
Equity in income of investee 0 337
Other income 131 111
_________ _________
316 736
_________ _________
Operating costs and expenses:
Farming costs and cost of crops sold 130 49
Other operating expenses 207 145
Wages and salaries 164 168
Depreciation 3 3
_________ _________
504 365
_________ _________
Income (loss) from operations (188) 371
Other income/expense:
Gain (loss) on sale of assets 833 (145)
Interest expense (135) (139)
_________ _________
698 (284)
_________ _________
Income before income taxes 510 87
Provision for income taxes 84 2
_________ _________
Net income $ 426 $ 85
Net income per common share, share
equivalent primary $ .04 $ .01
Net income per common share, share
equivalent fully diluted $ .04 $ .01
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
For the three months ended November 30, 1995 and 1994
Increase (Decrease) in Cash and Cash Equivalents
(Amounts in thousands)
<CAPTION>
1995 1994
_________ _________
<S> <C> <C>
Cash flows provided (used) in operating
activities $ (1,549) $ (945)
_________ _________
Cash flows provided (used) in investing
activities:
Advances on notes receivable 0 0
Payments received on notes receivable 750 0
Purchases of property and equipment (107) 0
Sales of property and equipment 5 719
Purchases of investments 0 0
Sales of investments 0 0
_________ _________
Net cash provided (used) for investing
activities 648 719
_________ _________
Cash flows provided (used) in financing
activities:
Proceeds from notes, loans and
advances payable 3,002 2,345
Repayments of notes and advances payable (3,213) (2,465)
_________ _________
Net cash provided (used) in financing
activities (211) (120)
_________ _________
Net increase in cash (1,112) (346)
Cash at beginning of period 1,809 384
_________ _________
Cash at end of period $ 697 $ 38
_________ _________
Supplemental Disclosure of Cash Flow Information
1995 1994
_________ _________
Cash paid during the period for:
Interest $ 87 $ 34
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS, CONT.
For the three months ended November 30, 1995 and 1994
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
Supplemental Schedule of Non-Cash Investing
and Financing Activities
(Amounts in thousands)
<CAPTION>
1995 1994
_________ _________
<S> <C> <C>
Assets acquired in non-cash transactions
Assets acquired $ 0 $ 6,337
Liabilities assumed 0 (1,147)
Issuance of preferred stock 0 <5,190)
Satisfaction of debt through issuance of stock
Liabilities satisfied 4 466
Stock issued (4) (466)
Accrual of dividends on preferred stock
Liabilities incurred 93 78
Reduction in retained earnings (93) (78)
Satisfaction of debt through offset of related
receivables
Receivables satisfied 6,666 2,465
Liabilities satisfied (6,666) (2,465)
Acquisition of notes receivable
Notes and accrued interest received 1,306 0
Reduction of receivables (189) 0
Liabilities incurred (1,117) 0
Sale of vineyard and repurchase option
Vineyard property (2,365) 0
Acquisition of investment interest 2,426 0
Reduction of deposit liability 1,278 0
Reduction of receivable (508) 0
Gain on sale (831) 0
Acquisition of vineyards
Vineyard property 1,940 0
Reduction of receivables (1,895) 0
Assumption of debt (162) 0
Increase in crop inventories 117 0
The accompanying footnotes are an integral part of the consolidated
financial statements
<FN>
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY
For the three months ended November 30, 1995 and the year
ended August 31, 1995
<CAPTION>
Common Preferred Treasury
Shares Shares Shares
____________ _________ _________
<S> <C> <C> <C>
Balance, August 31, 1994 11,748,469 518,994 -
Net Income - - -
Common shares retired (1,279,182) - -
Shares issued in acquisition
of vineyards - 60,081 -
Convert stock to debt (500,000) - -
Shares issued in payment
of debt 362,001 - -
Preferred stock dividends,
accrued - - -
Issue preferred stock for
dividends - 39,897 -
____________ _________ _________
Balance, August 31, 1995 10,331,288 618,972 -
Net income - - -
Shares issued in payment
of debt 4,343 - -
_________ _________ ________
Balance, November 30, 1995 10,335,631 618,972 -
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY, CONT.
For the three months ended November 30, 1995 and the year
ended August 31, 1995
(Amounts in thousands)
<CAPTION>
-------------- Par Value -----------------
Common Preferred Paid in
Stock Stock Capital
_________ _________ _________
<S> <C> <C> <C>
Balance, August 31, 1994 23 5 10,594
Net Income 0 0 0
Common shares retired (2) 0 (918)
Shares issued in acquisition
of vineyards 0 1 600
Convert stock to debt (1) 0 (449)
Shares issued in payment
of debt 1 0 407
Preferred stock dividends,
accrued 0 0 0
Issue preferred stock for
dividends 0 0 399
_________ _________ _________
Balance, August 31, 1995 21 6 10,633
Net income 0 0 0
Shares issued in payment
of debt 0 0 4
Preferred stock dividends,
accrued 0 0 0
_________ _________ _________
Balance, November 30, 1995 21 6 10,637
_________ _________ _________
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY, CONT.
For the three months ended November 30, 1995 and the year
ended August 31, 1995
(Amounts in thousands)
<CAPTION>
Accumulated Treasury Total
Earnings(Deficit) Stock SH Equity
_________ _________ _________
<S> <C> <C> <C>
Balance, August 31, 1994 (796) 0 9,827
Net Income 1,173 0 1,173
Common shares retired 0 0 (920)
Shares issued in acquisition
of vineyards 0 0 601
Convert stock to debt 0 0 (450)
Shares issued in payment
of debt 0 0 407
Preferred stock dividends, 0 0 0
accrued (329) 0 (329)
Issue preferred stock for
dividends 0 0 399
_________ _________ _________
Balance, August 31, 1995 $ 48 $ 0 $ 10,708
Net income 426 0 426
Shares issued in payment
of debt 0 0 4
Preferred stock dividends,
accrued (93) 0 (93)
_________ _________ _________
Balance, November 30, 1995 $ 381 $ 0 $ 11,045
_________ _________ _________
<FN>
The accompanying footnotes are an integral part of the consolidated
financial statements
</TABLE>
<PAGE>
AMCOR CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
November 30, 1995
1. Income (loss) Per Common Share
Primary and fully diluted earnings per common and common equivalent
share are computed based on the weighted average number of shares
of common stock and common stock equivalents outstanding during each
period. The computation takes into effect common shares issuable
under stock option plans. No effect has been given to convertible
preferred stock as the market price did not exceed the liquidation value
of $10 per share. The primary weighted average common and common equiva-
lent shares, as applicable, outstanding during the three months ended
November 30, 1995 and 1994 was 10,961,755 and 12,090,720, respectively.
The fully diluted average common and common equivalent shares, as
applicable, outstanding during the three months ended November 30, 1995
and 1994 was 11,037,512 and 12,090,720, respectively.
2. Advances And Accounts Receivable Due From Affiliates and
Other Related Parties
Amounts receivable from affiliated partnerships consist primarily of
farming costs incurred by the Company on behalf of various partnerships,
and advances to certain partnerships collateralized by accounts
receivable from date crop sales. These amounts are without interest or
collateral, and are due on demand.
3. Inventories
Inventories consist of growing crops which represent the incurred costs
of growing farm products on the Company's own behalf, such as chemicals
and certain other farming supplies.
<PAGE>
4. Property and Equipment
November 30, August 31,
1995 1995
__________ __________
(Amounts in thousands)
Property and equipment
consists of the following:
Vineyard development costs $ 6,461 $ 7,183
Vehicles and farm equipment 1,263 1,173
Office furniture and equipment 51 51
Leasehold improvements 61 61
Buildings 155 155
__________ __________
7,991 8,623
Less: accumulated depreciation (1,292) (1,413)
__________ __________
6,699 7,210
Land 3,325 3,265
__________ __________
$ 10,024 $ 10,475
5. Investments
November 30, August 31,
1995 1995
__________ __________
(Amounts in thousands)
Investments consists of the
following:
Investment in P.S. III Farms,
L.L.C. utilizing the equity
method of accounting $ 2,426 $ 0
Investments accounted for by the
financial instruments - fair
value method:
Atlantic Holdings 0 300
Other 0 14
__________ __________
$ 2,426 $ 314
On November 30, 1995 the Company acquired a 50% interest in an Oregon
farming operation, P.S. III Farms, L.L.C., in exchange for its San Luis
Obispo vineyards and related repurchase option. The asset received in
the exchange (P.S. III Farms, L.L.C.) was recorded at fair market value
as it was not possible to readily determine the value of the vineyards
and option exchanged.
The Company is a general partner in a number of the affiliated partner-
ships, for which, its investment and equity in operations is not
material.
<PAGE>
The Company assigned its interest in Atlantic Holdings to three affiliated
partnerships in satisfaction of, or in the occurence of new debt, from those
partnerships, resulting in no gain or loss to the Company.
6. Deferred Income Taxes
The components of the provision for income taxes are as
follows:
November 30, November 30,
1995 1994
__________ __________
(Amounts in thousands)
Current expense:
Federal $ 0 $ 0
State 2 2
Deferred:
Federal 82 0
State 0 0
__________ __________
Total provision $ 84 $ 2
7. Commitments And Contingencies
The Company has operating leases for certain of its facilities and
office equipment. Future minimum lease payments at November 30, 1995
are as follows:
(Amounts in thousands)
1996 $ 245
1997 325
1998 323
1999 315
2000 and thereafter 900
________
Total future minimum
lease payments $ 2,108
The following is a summary of the debt service requirements for which
the Company is contingently liable relating to loans and other debts of
the affiliated partnerships guaranteed by the Company:
(Amounts in thousands)
1996 $ 4,373
1997 0
1998 369
1999 0
2000 and thereafter 0
________
$ 4,742
<PAGE>
In 1994 the Company assigned its obligations under two settlement agree-
ments to a related party in consideration for a reduction in a note receiv-
able from the related party. The assignment requires the related party to
make settlement payments on behalf of the Company. The assignment does not
bar the plaintiffs from looking for satisfaction from the Company if the
related party fails to perform as required under the settlement.
8. Common Stock and Stock Options
During 1990, the Company granted options to purchase 2,169,201 shares of
its common stock to officers and directors of the Company. Of these
options, 1,260,935 are exercisable at $.33 per share and expire on
November 30, 1996. These options were granted in connection with the
1989 partnership restructure of two of the affiliated partnerships in
which the officers of the Company were general partners.
The remaining 908,266 options are exercisable at $.80 per share and
expire in July, 2000. These options were granted in connection with the
repurchase by the Company of shares from the officers and directors.
During 1995, the Company adopted a new stock option plan for Company
employees and vendors. The Company granted no options to purchase
shares of its common stock under the plan during fiscal 1996 or 1995.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
OVERVIEW
As outlined below, the Company's overall financial condition as compared
to August 31, 1995, has not changed significantly.
The Company's current ratio decreased to 1.59 at November 30, 1995 from
1.74 at August 31, 1995, primarily due to the aquisition of vineyards with
short term assets at November 30, 1995.
RESULTS OF OPERATIONS
Revenues
The Company's revenues are derived principally from the following three
sources: (i) farming operations (including packing and cold storage
services), (ii) investment in Desert Valley Date, and (iii) management and
marketing of transitional land and other partnerships. For the three-months
ended November 30, 1995 the Company's gross revenues were significantly lower
than the comparable three-months ended November 30, 1994 due primarily to the
absence of revenues from Desert Valley Date, which was sold in May, 1995.
Crop Sales and Other Farm Income
The Company generates fees and profits from its table grape and date
operations, both from third parties and its affiliates. During a typical
season, the table grape packing facility (which is subleased to the Company
from a related party) processes approximately 1.5 million boxes of table
grapes, for which the combined gross processing and cooling fees typically
exceed $2 million. The Company expects its crop sales to continue to
increase as additional properties are acquired through further partnership
terminations and more acreage is farmed by the Company and less acreage is
leased to third parties.
Crop sales and other farm income was unchanged for the three-months
ended November 30, 1995 as compared to the comparable three-months ended
November 30, 1994.
Management and Other Fees
The Company has earned in the past, and will continue to earn,
management and accounting fees from its managed affiliated partnerships,
although this source will continue to decrease as additional partnership
terminations and restructuring are completed. A substantial portion of the
management fees are earned as a share of crop profits, although this is a
contingent source and not realizable in unprofitable periods. The accounting
fees generally range from $5,000 to $10,000 per year per partnership.
<PAGE>
Management and accounting fee income decreased from the comparable
three-month period ended November 30, 1994 due to the aforementioned partner-
ship terminations and restructurings.
Other Income
Other income consists primarily of interest and other income.
The Company generates interest income from note receivables from certain
related partnerships, affiliates and third parties.
Other income increased marginally to $131,000 in the three months ended
November 30, 1995 due to the acquisition of third party notes receivable in the
current three-month period.
Desert Valley Date
The Company owned a 50% general partnership interest in Desert
Valley Date prior to its sale in 1995. Equity in income of Desert Valley Date
was $337,000 for the three-month period ended November 30, 1994 compared to
nothing for the three months ended November 30, 1995 due to non-ownership.
Real Estate Fees and Profit Participation
The Company earns fees in connection with the management of its
transitional land partnerships. Upon termination of these partnerships, the
Company can earn substantial incentive fees based on land sale profits.
However, due to the depressed real estate market and generally falling
prices, this income source has been minimal, and future income will depend
upon a real estate market recovery and resultant land sales.
Operating Costs and Expenses
The Company's total operating costs and expenses were $504,000 and
$365,000 for the three months ended November 30, 1995 and 1994, respectively.
These costs and expenses include, among others, corporate overhead expenses,
farming costs and cost of crops sold and depreciation expenses.
Farming Costs and Cost of Crops Sold
Farming costs and costs of crops sold increased $81,000 in the
three-month period ended November 30, 1995 as compared to the comparable
three-month period end November 30, 1994 as a result of additional acres
being farmed and the related property tax period costs.
Other Operating Expenses
Other operating expenses increased $62,000 (42%) to $207,000 for the
three months ended November 30, 1995 as compared to the three months ended
November 30, 1994 due to increased legal, accounting and other administrative
expenses.
<PAGE>
Income from Operations
The Company posted an operating loss of $188,000 for the three months
ended November 30, 1995 as compared to an operating income of $371,000 for the
comparable period ended November 30, 1994 primarily due to the absence of
income from Desert Valley Date, reduced management fee income and increased
farming and other operating costs and expenses.
Gain (loss) On Asset Sales
Gain (loss) on asset sales increased to a gain of $833,000 for the
three months ended November 30, 1995 from a loss of $145,000 for the three
months ended November 30, 1994 due to the gain on sale of the San Luis Obispo
vineyards and repurchase option at a gain of $830,000.
LIQUIDITY AND CAPITAL RESOURCES
The Company's liquidity, including its ability to access conventional
credit sources, while still limited, has significantly improved over the last
two years primarily due to the following (i) consistent management of cash
flow, (ii) implementation of effective cost cutting measures, (iii)
successful crop harvests, and (iv) disposal of marginal or non-producing
assets. These changes has positioned the Company to obtain credit from more
conventional, and less costly sources, which the Company is actively seeking.
In 1992 the Company entered into two settlement agreements related to
civil lawsuits brought by investors. The settlements required the Company
to make payments over a six-year period. These settlements are secured by
certain of the Company's assets. In August, 1994, a related party assumed
from the Company the two settlements in return for a reduction in a note it
owed to the Company. The Company remains contingently liable for payments on
the settlements as the other parties to the settlements have not released the
Company from the liability.
On November 30, 1995 the Company sold, in a non-monetary transaction, its
San Luis Obispo vineyards and a related repurchase option to an affiliated
partnership for the entity's 50% interest in a farming operation in Oregon.
The transaction resulted in a gain of $830,000 and also reduced advances due
from an affiliated partnership by $508,000.
<PAGE>
In January, 1996 the Company expects to collect a $2,930,000 note
receivable and accrued interest which was due from a third-party.
In addition to current liabilities of $5,650,000 at November 30, 1995,
the Company has $6,916,000 of long-term debt. However, long and short term
liquidity are expected to continue to improve due to: (i) the successful
completion of the 1996 table grape harvest which should provide up to $10
million of revenues and (ii) obtaining term financing coupled with a
1995-96 working capital line with a bank or institution.
The Company also believes that it may realize future earnings as a
result of development fees related to the sale of transitional land located
in Texas and California and owned by the Company's affiliated partnerships.
The anticipated general improvement of the real estate market will be a key
factor in the future success, if any, of the Company's transitional land
projects.
<PAGE>
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
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit 27. Financial Data Schedule
<PAGE>
(b) Reports on Form 8-K:
(1) November 30, 1995
The Company filed a Form 8-K in connection with the
sale of its San Luis Obispo vineyards and related
repurchase option in exchange for a 50% interest
in an Oregon farming operation.
Pursuant to the requirement 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.
Date: January 15, 1996 AMCOR CAPITAL CORPORATION
/S/FRED H. BEHRENS
Fred H. Behrens, Chairman and
Principal Executive and
Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION FROM THE FORM
10-QSB FOR THE QUARTER ENDED NOVEMBER 30, 1995 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-1996
<PERIOD-END> NOV-30-1995
<CASH> 697
<SECURITIES> 0
<RECEIVABLES> 7289
<ALLOWANCES> 0
<INVENTORY> 1000
<CURRENT-ASSETS> 8986
<PP&E> 11316
<DEPRECIATION> 1292
<TOTAL-ASSETS> 23693
<CURRENT-LIABILITIES> 5650
<BONDS> 0
<COMMON> 21
0
6
<OTHER-SE> 11018
<TOTAL-LIABILITY-AND-EQUITY> 23693
<SALES> 37
<TOTAL-REVENUES> 1149
<CGS> 130
<TOTAL-COSTS> 130
<OTHER-EXPENSES> 374
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 135
<INCOME-PRETAX> 510
<INCOME-TAX> 84
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 426
<EPS-PRIMARY> .04
<EPS-DILUTED> .04
</TABLE>
