UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
[ ] 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: 0-1590
THE WESTWOOD GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 04-1983910
(State or other jurisdiction (I.R.S. Employer identification
incorporation or organization) No.)
190 V.F.W. Parkway, Revere, Massachusetts, 02151
(Address of principal executive offices) (Zip Code)
617-284-2600
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (l) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
As of May 15, 1996 343,210 shares of the Registrant's common
stock, par value $.01 per share and 912,015 shares of the
Registrant's Class B common stock, par value $.01 per share, were
outstanding.
Page 1 of 17 Pages
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
THE WESTWOOD GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
ASSETS
March 31, December 31,
1996 1995
(Unaudited)
Current assets:
Cash $ 794,858 $ 450,987
Restricted cash 1,393,921 1,401,799
Accounts receivable 446,900 796,085
Prepaid expenses and other
current assets 191,785 270,685
Total current assets 2,827,464 2,919,556
Land 348,066 348,066
Buildings 19,414,143 19,397,281
Machinery and equipment 4,950,931 4,936,976
Leasehold improvements 10,694,679 10,694,678
35,407,819 35,377,001
Less: accumulated depreciation
and amortization (19,079,808) (18,765,247)
Net property,
plant and equipment 16,328,011 16,611,754
Other assets:
Goodwill, less accumulated
amortization of $ 276,000 and
$240,000 444,000 480,000
Investment in unconsolidated
subsidiary 4,837,901 4,901,401
Accounts receivable from officers,
employees and related party 322,551 318,005
Other assets, less accumulated
amortization of $867,648 and
$818,614 329,350 376,909
Total other assets 5,933,802 6,076,315
Total assets $25,089,277 $25,607,625
The accompanying notes are an integral part of these consolidated
condensed financial statements.
<PAGE>
THE WESTWOOD GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' DEFICIT
March 31, December 31,
1996 1995
(Unaudited)
Current liabilities:
Current portion of long-term debt $ 5,918,803 $ 5,853,754
Long-term obligations in default 1,569,348 1,751,235
Subordinated notes payable 285,000 285,000
Accounts payable and
other accrued expenses 15,158,714 14,944,406
Outstanding pari-mutuel tickets 594,337 564,880
Total current liabilities 23,526,202 23,399,275
Long-term debt,
less current maturities 5,653,975 5,773,651
Other long-term liabilities 1,262,048 1,347,425
Total liabilities 30,442,225 30,520,351
Commitments and contingencies
Stockholders' deficit:
Common Stock, $.01 par value;
Authorized 5,000,000 shares
1,936,409 shares issued and
outstanding 19,364 19,364
Class B Common stock, $.01 par value;
Authorized 5,000,000 shares;
912,615 shares issued and
outstanding 9,126 9,126
Additional paid-in capital 13,355,355 13,355,355
Accumulated deficit (10,445,746) (10,009,155)
Note receivable from
related party ( 319,704) ( 316,073)
Minimum pension
liability adjustment ( 6,561) ( 6,561)
Less cost of 1,593,199 common
and 600 class B common shares
in treasury ( 7,964,782) ( 7,964,782)
Total stockholders' deficit ( 5,352,948) ( 4,912,726)
Total liabilities, minority
interest and stockholders'
deficit $ 25,089,277 $25,607,625
The accompanying notes are an integral part of these consolidated
condensed financial statements.
<PAGE>
THE WESTWOOD GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
For the three months ended March 31, l996 and l995
(Unaudited)
1996 1995
Operating revenue:
Parimutuel commissions $ 5,813,067 $ 6,071,012
Concessions 541,831 555,324
Other operating 502,565 530,278
Total operating revenue 6,857,463 7,156,614
Operating expenses:
Wages, taxes and benefits 2,359,236 2,319,601
Purses 1,691,107 1,490,355
Cost of food and beverage 181,524 184,310
Administrative 536,238 623,553
General operating 1,952,535 2,053,849
Depreciation and amortization 399,595 408,857
Total operating expenses 7,120,235 7,080,525
Income (loss)
from operations ( 262,772) 76,089
Other income/(expenses):
Interest expense ( 198,652) ( 237,245)
Equity income (loss) in
unconsolidated subsidiary ( 63,500) ( 34,964)
Other income 88,333 88,334
( 173,819) ( 183,875)
Loss before provision for
income taxes ( 436,591) ( 107,786)
Provision for income tax - 30,000
Net loss $( 436,591) $( 137,786)
Net loss per share $( .35) $( .11)
Weighted average common
shares outstanding 1,255,225 1,255,225
The accompanying notes are an integral part of these consolidated
condensed financial statements.
<PAGE>
THE WESTWOOD GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
For the three months ended March 31, 1996 and l995
(Unaudited)
1996 1995
Cash Flows From Operating Activities:
Net loss $( 436,591) $ ( 137,786)
Adjustments to reconcile net loss
to net cash provided by operating
activities -
Depreciation and amortization 399,591 408,857
Equity in loss of
unconsolidated subsidiary 63,500 34,965
Deferred revenue ( 88,333) ( 88,334)
Amortization of restructured note - 39,608
Changes in operating assets
and liabilities -
Restricted Cash 7,878 71,440
Receivables 349,183 12,678
Prepaid expenses
and other current assets 78,900 40,491
Other assets ( 9,652) ( 15,567)
Accounts payable
and other accrued
liabilities, including
interest and taxes 243,765 1,150,424
Other long-term liabilities 2,956 (1,019,166)
Total adjustments 1,047,788 635,396
Net cash provided by
operating activities 611,197 497,610
Cash Flows From Investing Activities:
Additions to property,
plant and equipment ( 30,818) ( 48,896)
Net cash used in investing
activities $( 30,818) $ ( 48,896)
(Continued)
The accompanying notes are an integral part of these consolidated
condensed financial statements.
<PAGE>
THE WESTWOOD GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
For the three months ended March 31, 1996 and l995
(Unaudited)
(Continued)
1996 1995
Cash Flows From Financing Activities:
Proceeds from long-term debt $ 300,000 $ -
Principal payments of debt ( 536,508) ( 26,637)
Net cash (used in) provided by
financing activities ( 236,508) ( 26,637)
Net increase in cash and cash
equivalents 343,871 422,077
Cash and cash equivalents at
beginning of period 450,987 812,424
Cash and cash equivalents at
end of period $ 794,858 $ 1,234,501
Supplemental Disclosures of Cash
Flow Information:
Cash paid during the period for-
Interest: $ 250,839 $ 175,519
Income taxes $ 18,208 $ -
The accompanying notes are an integral part of these consolidated
condensed financial statements.
<PAGE>
THE WESTWOOD GROUP INC., AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)
1. Summary of Significant Accounting Policies
Interim Results
In the opinion of management, the accompanying
unaudited consolidated financial statements contain all
adjustments (consisting of normal recurring accruals and
deferrals) necessary to present fairly the Company's consolidated
financial position as of March 31, 1996, and the results of its
operations for the three month period ended March 31, 1996 and
1995 and the statement of cash flows for the three months ended
March 31, 1996 and 1995. See the Company's Annual Report on Form
10-K for a summary of the significant accounting policies applied
in the preparation of the accompanying consolidated
financial statements.
Principles of Consolidation
The accompanying consolidated financial statements as
of, and for the three months ended, March 31, 1996 and 1995
include the accounts of the Company and its wholly-owned
subsidiaries.
Financial Statements for the Year Ended December 31, 1995
The consolidated balance sheet at December 31, 1995 is
presented for comparative purposes and was taken from the audited
consolidated financial statements for the year ended December 31,
1995. Certain prior year amounts have been reclassified to
conform with current period presentation.
Debt
Long-term obligations which are in default have been
classified as current liabilities. See Note 3 for debt defaults.
<PAGE>
Income (Loss) per Common Share
Income (loss) per share amounts are based on the
weighted average number of common and Class B common shares and
common share equivalents outstanding (if dilutive) during each
period. Common share equivalents consist of dilutive stock
options and warrants under the treasury stock method.
2. Results of Operations and Management's Plans
The Company's consolidated condensed financial
statements have been prepared on the basis that it will be able
to continue in existence. The Company incurred a consolidated
net loss of approximately $436,000 and $138,000 in the three
months ended March 31, 1996 and 1995, respectively.
The net loss from operations in 1996 includes a non cash charge
for depreciation and amortization of $ 400,000.
For the period beginning in November 1992 through
February 1995, the Company engaged the professional services of a
corporate advisor (the "Advisor") to assist management in the
planning and execution of a corporate reorganization. Since
their engagement, the Advisor has undertaken the following
activities in conjunction with and on behalf of management:
- Managing the Company within its cash constraints,
including the creation of a cash flow forecasting
system;
- Developing an immediate short-term cost reduction and
cash generation program;
- Reorganizing operations and renegotiating
certain service contracts and agreements
in order to achieve operational efficiencies;
- Negotiating with existing and potential
lenders and creditors in an effort to
restructure the Company's debt and to secure
new sources of capital (See Note 3);
- Restructuring certain assets including the
identification of assets to be held for
disposition;
- Assisting the Board of Directors as requested.
- Since such engagement, the Company has retired or
restructured approximately $32.5 million of debt,
eliminated non-performing non-core assets, and
significantly reduced certain operating expenses. The
Company continues to pursue ways of improving
operations, and of retiring or restructuring its
remaining indebtedness.
<PAGE>
3. Debt
In June l993, the Company defaulted on its obligation
under a non-recourse promissory note (the "Promissory Note")
which was collateralized by a second mortgage on a building owned
by the Company. The Promissory Note, which matured in June 1993,
required a combined payment of principal and interest totalling
$400,000. The Company remains in default on such obligation.
In October 1994, the Company entered into a Loan
Restructuring Agreement with the Mortgagee of property located at
284 Newbury St. The new agreement ("Loan Restructure Agreement")
reduced the principal amount from approximately $4.5 million to
$4.1 million and released outstanding interest of approximately
$400,000. In consideration of the above, the Company has
assigned all of the rents it receives from BBRG to the Mortgagee.
The Loan Restructure Agreement requires interest only payments
through Maturity on September 1, 1998. Interest charged at 5.50%
thru October 1995 and 8.29% thereafter.
As part of the Loan Restructure Agreement, the Company
maintains a non-recourse guarantee in the amount of $400,000,
which is collateralized by 30,000 of the Company's shares of
BBRG. The guarantee is reduced by $50,000 per year for three
years beginning March 1996. In addition, the Company
has pledged 15,000 of its BBRG shares to the Mortgagee as
indemnification against past due real estate taxes owed to the
City of Boston. Such shares will be released to the Company on a
pro-rata basis as the past due real estate taxes are satisfied.
The Company is amortizing the interest forgiven over the term of
the new note. The outstanding balance included in long term debt
at March 31, 1996 is $4,479,451.
In May 1994, the Company settled certain litigation
regarding the Creditor Trust Agreement and entered into a
Settlement Agreement of approximately $2.2 million. Under the
Settlement Agreement, the balance was divided into two
non-interest bearing notes.
The first note included a principal balance of $200,000
and four equal monthly installments through September 15, 1994,
which was paid in full. The second note included a principal
balance of $2 million, and requires minimum quarterly payments of
$105,000 in 1994, $145,000 in 1995, $150,000 in 1996 and $230,000
through maturity in September 1997. The Company has pledged 100%
of the distributions of the Foxboro Park Capital Improvement
Trust Funds as payment towards these amounts. The Company has not
made the minimum quarterly payments in 1996 and is currently in
default of this obligation. All distributions of the Foxboro
Park Capital Improvements Trust Fund have been paid towards
this obligation and the Company is currently renegotiating this
agreement. The outstanding balance included in the current
portion of long term debt at March 31, 1996 is $1,169,348.
<PAGE>
In December 1994, the Company entered into an amended
loan agreement restructuring a $4.5 million term loan agreement
dated November 1993. The new agreement was divided into two new
notes. The first note included a principal balance of $1.0
million which was paid in full. The second note in the amount of
$3.5 million, requires monthly payments of interest only, until
June 1995 at an annual rate of 8.75% and, thereafter, monthly
payments of principal and interest of $42,298 until maturity in
June 1996. The outstanding balance included in current portion
of long term debt at March 31, 1996 is $3,326,719.
In March 1995, the Company and the bank reached an
agreement to restructure a $2,000,000 Term Note which was in
default at December 31, 1994. The agreement became effective in
April 1995. The new terms provide for the pledge of 401,000
shares of BBRG common stock, (the "Collateral") and for the
maintenance of a loan to collateral value ratio of 75%. The new
terms also provide for interest only payments until August 31,
1995 and principal payments of $16,000 per month, plus interest,
thereafter until maturity on June 1, 1996. The interest rate
will be fixed at 10% for the remainder of the Term Note.
In March 1995, the loan to collateral value ratio fell
below 75%. The Company is in compliance with all other terms of
the note and has made all required payments and the Company is
currently working on renegotiating this obligation. The
outstanding balance included in current portion of long term debt
as of March 31, 1996 is $1,904,000.
Included in the current portion of long term debt is
outstanding indebtedness under a margin agreement of
approximately $164,590 at March 31, 1996. The indebtedness is
collateralized by 88,000 shares of BBRG common stock.
In April 1995, the Company reached an agreement to
modify and extend a 5% Promissory Note in the amount of $110,000.
The terms of the new agreement require sixty (60) monthly
payments of principal and interest of $2,003. The annual
interest rate is 7.5%, but is increased to 12% in the event of a
default. The outstanding balance included in long term debt at
March 31, 1996 is $81,282.
In May 1995, the Company reached an agreement with a
related party to restructure a 6% Promissory Note (the "Note") in
the amount of $318,000. The new terms provide for the pledge of
an additional 60,000 shares of BBRG common stock. The new terms
also provide for principal payments, plus interest at 3/4 of 1%
per month, of $9,000 per month until April 1996 and $12,000 per
month from May 1996 until maturity in November 1996. The
outstanding balance included in current portion of long term
debt at March 31, 1996 is $228,000.
<PAGE>
In December 1994, as part of the agreement to sell land
owned collectively by the Company and the Revere Realty Group,
Inc., the Company was loaned $300,000 evidenced by a promissory
Note and Second Mortgage. In conjunction with the loan, a
portion of the sales price in the amount of $300,000 was
contingent upon the buyer obtaining certain permits for
construction. The proceeds from this contingent payment are to
be used to extinguish the obligation on the related loan.
During August 1995, the buyer received the applicable permits and
the Company is seeking relief of this obligation.
In May 1994, the Company entered into an agreement with
BBRG to transfer the operations under the Concessions Agreement
and the Management Agreement to the Company in return for
a six year term note in the amount of $970,000. In April 1995
the Note was amended requiring equal quarterly payments of
principal and interest beginning April 1, 1996 of approximately
$36,000 with interest at 6%. The Company has obtained a waiver on
this obligation and payment terms have been extended. The
outstanding balance included in long term debt at March 31, 1996
is $970,000.
In January 1996, the Company entered into a short term
borrowing arrangement in the form of a Note Payable in the amount
of $300,000. The note requires 16 weekly payments commencing
January 21, 1996 of $19,119.91 including principal and interest
at 12%. The outstanding balance included in the current portion
of long term debt at March 31, 1996 is $94,941.
<PAGE>
4. Investment in Affiliate
The following unaudited financial information
summarizes the financial position and results of operations of
BBRG, as of and for the periods ended 1996 and 1995. The
Company's investment in BBRG is accounted for under the equity
method.
Financial Information March 31, December 31
(In thousands) 1996 1995
Balance sheet data
Current assets $ 4,656 $ 5,236
Noncurrent assets 40,662 40,864
Current liabilities 13,414 13,363
Noncurrent liabilities 7,499 8,010
Net equity 24,405 24,727
March 31, March 26,
1996 1995
Earnings data
Net sales $ 20,483 $ 22,122
Gross profit 1,940 2,201
Net income (loss) ( 324) ( 189)
Company's equity in net income
(loss) of BBRG $( 64) $( 35)
The Company maintained and operated its restaurant and
concession facilities at Wonderland through BBRG, pursuant to a
concessions agreement (the "Concessions Agreement") which became
effective in 1992. The Company entered into an agreement with
BBRG to transfer the operations under the Concessions
Agreement which became effective on May 2, 1994.<PAGE>
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Three months ended March 31, 1996 compared to three months ended
March 31, 1995
Wonderland Park
The table below illustrates certain key statistics for
Wonderland Park, the Company's greyhound racing operation, for
the three months ended March 31, 1996 and l995.
1996 1995
Live performances 108 127
Simulcast days 89 90
Parimutuel handle (thousands)
Live-on track $10,692 $15,333
Live-simulcast 3,911 5,969
Guest-simulcast 13,430 13,252
Total $28,033 $34,554
Total attendance 123,919 155,521
Average per capita wagering $ 195 $ 184
Foxboro Park
The table below presents certain key statistics for
Foxboro Park for the three months ended March 31, 1996 and l995.
1996 1995
Total live performances - -
Total simulcast days 91 90
Parimutuel handle (thousands)
Live-on track $ - $ -
Live-off track - -
Guest-simulcast 11,113 10,381
Total $11,113 $10,381
Total attendance 45,597 42,853
Average per capita wagering $ 244 $ 242
<PAGE>
Operating Revenue
Revenue from parimutuel commissions decreased to
approximately $5.82 million for the three months ended March 31,
1996 compared to $6.07 million for the three months ended March
31, 1995. The decrease of approximately $250,000 is attributable
to a decrease in live handle at Wonderland. Parimutuel
Commissions decreased by approximately $430,000 at wonderland
directly attributable to a decrease in live handle of $4.6
million in the quarter ended March 31, 1996 from the comparable
period in 1995. This decrease is due to the inclement weather
resulting in a reduction in attendance in 1996 as well as the
cancellation of 11 live performances. A portion of this decrease
was offset by an increase in commission revenue at Foxboro of
$180,000 for the quarter ended March 31, 1996 compared to March
31, 1995. This increase is as a result of an increase in
simulcast wagering at Foxboro. Foxboro Continues to provide a
greater amount of simulcasting options to its patrons.
Parimutuel commission for the three months ended March
31, 1996 included approximately $87,400 deposited each into the
Greyhound Promotional Trust Fund and the Greyhound Capital
Improvements Trust Fund. Additionally, revenue for this period
includes approximately $22,900 deposited into the Harness
and Thoroughbred Promotional Trust Funds combined and $74,500
deposited into the Harness and Thoroughbred Capital Improvement
Trust funds combined. These funds are dedicated to reimbursement
of promotional expenses and capital improvements, respectively,
incurred by Wonderland Park and Foxboro Park.
Concessions revenue remained consistent for the three
months ended March 31, 1995 from 1995 at approximately $550,000.
This level of consistent revenues is encouraging given the
inclement weather and reduction in attendance. These results
were attributable to better product offerings and an increased
effort by management to improve customer service and
satisfaction.
Other operating revenues consist of admissions,
parking, lottery and other revenue directly related to the racing
performances. Other operating revenues decreased by
approximately $30,000 for the three months ended March 31, 1996
compared to 1995. This is attributable to the reduction in
admissions revenue as a direct result of the reduction in
attendance and performances.
<PAGE>
Operating Expenses
Operating expenses of $7,120,000 for the three months
ended March 31, 1996 increased by approximately $40,000 from
$7,080,000 for the three months ended March 31, 1995. This
increase is attributable to an increase in purse expense of
$200,000. This increase is a result of increase in handle
results at Foxboro resulting in an increase in statutory purse
expense. This increase was offset by a reduction of
Administrative and General and Operating expenses of
approximately $160,000. This reduction was a direct
result of managements efforts toward cost containment.
Interest Expense
Interest expense decreased to approximately $198,652
in the three months ended March 31, 1996, from $237,245 in the
three months ended March 31, 1995. The decrease is primarily due
to the elimination of interest associated to the restructuring of
other long term obligations. (See Liquidity and Capital
Resources-General).
Depreciation and Amortization
Depreciation and amortization decreased slightly to
approximately $400,000 in the three months ended March 31, 1996,
from $410,000 in the comparable period in l995. Depreciation and
amortization are expensed on a straight line basis over the
estimated life of the asset.
Other Income
Other income of approximately $88,333 is attributable
to the amortization of deferred revenue related to advances made
to the Company by a vendor in consideration of the exclusive
right to supply specified equipment to Wonderland and Foxboro.
<PAGE>
Liquidity and Capital Resources
Historically, the Company's primary sources of capital
to finance its businesses have been its cash flow from operations
and credit facilities. The Company's capital needs are primarily
for the maintenance and enhancement of the racing facilities at
Wonderland Park and Foxboro Park, and for debt service
requirements, including those relating to debt incurred in
connection with capital expenditures at Foxboro Park during l992.
General
In May 1994 holders of approximately 98.6%, or
$19,300,000, of the Company's 14.25% Subordinated Notes (the
"Notes") delivered them to the Company in consideration for
approximately 887,000 shares of BBRG common stock. The shares
were exchanged in full settlement of principal, accumulated
interest and default premiums due in respect of such Notes.
Holders of approximately $285,000 of the Notes elected
not to participate in the exchange and these notes remain in
default.
The Company has outstanding a bank line of credit in
the amount of $2,000,000 (the "Term Note"). The Term Note was
collateralized by a pledge of approximately 336,000 of the
Company's shares of BBRG common stock (the "Collateral").
In March 1995, the Company and the bank reached an
agreement to restructure the Term Note. The agreement became
effective in April 1995. The new terms provide for the pledge of
an additional 65,000 shares of BBRG common stock and for the
maintenance of a loan to collateral value ratio of 75%. The
new terms also provide for interest only payments until August
31, 1995 and principal payments of $16,000 per month, plus
interest, thereafter until maturity on June 1, 1996. The
interest rate will be fixed at 10% for the remainder of the Term
Note. In March 1995, the loan to collateral value ratio fell
below 75% and the Company is currently working on renegotiating
this obligation.
In June l993, 284 Newbury defaulted on its obligation
under a non-recourse promissory note (the "Promissory Note")
which was collateralized by a second mortgage on the building
owned by 284 Newbury. The Promissory Note, which matured in
June, required a combined payment of principal and interest
totalling $400,000. 284 Newbury remains in default on such
obligation.
In May 1994, Foxboro settled certain litigation
regarding the Foxboro Creditor Trust Agreement and entered into a
Settlement of Litigation Agreement with the Trustee (the
"Settlement Agreement"). The outstanding note (the" Note")
requires the payment of 100% of the distributions from
Foxboro's Harness Horse and Running Horse Capital Improvements
Trust Funds ("Trust Funds"). To the extent that quarterly
payments in respect of the calendar years 1994, 1995, 1996 and
the period January 1, 1997 through August 31, 1997 aggregate less
than $105,000, $145,000, $150,000 and $230,000, respectively,
Foxboro shall be required to make up the shortfall. The Company
had a shortfall for the quarter ended, December 31, 1995. The
Company has only remitted payments in the amount of the
distributions of the Capital Improvements Trust Fund and is
currently negotiating to restructure the minimum payment
requirements.
<PAGE>
Racing Operations
In order to meet the requirements for renewal of racing
licenses in 1996, the Company's racing subsidiaries must
demonstrate that they are financially stable entities, capable of
disposing of their obligations on a timely basis. Although
management is optimistic that it will be able to demonstrate
financial stability in their applications for 1996 racing
licenses, there can be no assurance that the Racing Commission
will continue to grant licenses to conduct racing on the
schedules presently maintained at Wonderland and Foxboro Park.
<PAGE>
PART II - OTHER INFORMATION
Item l. 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. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.00 Financial data schedules.
(b) Reports on Form 8-K.
None.
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act
of l934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
THE WESTWOOD GROUP, INC.
Date May 13, 1996 /s/ Richard P. Dalton
Richard P. Dalton
President
Date May 13, 1996 /s/ Richard G. Egan, Jr.
Richard G. Egan, Jr.
Chief Financial Officer,
Treasurer
Date May 13, 1996 /s/ Anthony V. Boschetto
Anthony V. Boschetto
Controller
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 794,858
<SECURITIES> 0
<RECEIVABLES> 446,900
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,827,464
<PP&E> 35,407,819
<DEPRECIATION> 19,079,808
<TOTAL-ASSETS> 25,089,277
<CURRENT-LIABILITIES> 23,526,202
<BONDS> 0
<COMMON> 28,490
0
0
<OTHER-SE> (5,381,438)
<TOTAL-LIABILITY-AND-EQUITY> 25,089,277
<SALES> 6,882,296
<TOTAL-REVENUES> 6,882,296
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<INCOME-CONTINUING> (436,591)
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<EXTRAORDINARY> 0
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<NET-INCOME> (436,591)
<EPS-PRIMARY> (.35)
<EPS-DILUTED> (.35)
</TABLE>
