<PAGE>
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 August 30, 1998 Commission File Number 1-10226
------------------ ---------
ROWE FURNITURE CORPORATION
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
NEVADA 54-0458563
- ------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
239 Rowan Street - Salem, Virginia 24153
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 540-389-8671
- -------------------------------------------------------------------------------
None
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.
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 shorted 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 _____
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.
Class Outstanding at August 30, 1998
- --------------------------------------- --------------------------------
Common stock, par value $1.00 per share 12,315,707 shares
<PAGE>
ROWE FURNITURE CORPORATION
INDEX
Part I. Financial Information Page
----
<TABLE>
<CAPTION>
<S> <C>
Consolidated Balance Sheets - August 30, 1998 and
November 30, 1997 4
Consolidated Statements of Operations - Three Months and Nine Months
Ended August 30, 1998 and August 31, 1997 5
Consolidated Statements of Cash Flows - Nine Months Ended
August 30, 1998 and August 31, 1997 6
Notes to Consolidated Financial Statements 8
Management's Discussion and Analysis of Financial Condition
and Results of Operations 10
Part II. Other Information 13
</TABLE>
2
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PART I - - FINANCIAL INFORMATION
3
<PAGE>
<TABLE>
<CAPTION>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
- ------------------------------------------------------------------------------------------------------------------------------
August 30 November 30
--------- -----------
1998 1997
--------- -----------
(Unaudited) (Audited)
ASSETS ($ Thousands)
<S> <C> <C> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 85 $ 850
Accounts receivable, net (Note 2) 27,030 20,789
Inventories (Note 4) 16,658 14,454
Deferred income tax asset 194 194
Prepaid expenses 668 500
-------- --------
TOTAL CURRENT ASSETS 44,635 36,787
-------- --------
PROPERTY AND EQUIPMENT, net 17,768 14,853
-------- --------
OTHER ASSETS
Cash value of life insurance 3,727 3,638
Investment property (Note 7) 7,872 8,209
Miscellaneous (Notes 6 and 8) 5,404 223
-------- --------
TOTAL OTHER ASSETS 17,003 12,070
-------- --------
$ 79,406 $ 63,710
======== ========
LIABILITIES
CURRENT LIABILITIES
Short term bank borrowings $ 12,716 $ 1,731
Accounts payable and accrued liabilities 19,220 16,795
Income taxes payable 296 857
-------- --------
TOTAL CURRENT LIABILITIES 32,232 19,383
LONG-TERM AND DEFERRED LIABILITIES 4,925 4,885
-------- --------
TOTAL LIABILITIES 37,157 24,268
-------- ---------
STOCKHOLDERS' EQUITY
COMMON STOCK, par value $1 per share:
August 30 November 30
1998 1997
---------------------------
Authorized shares 20000000 20000000
Issued shares 14872141 14667783 14,872 14,668
Outstanding shares 12315707 12543522
CAPITAL IN EXCESS OF PAR VALUE 9,269 8,633
RETAINED EARNINGS 35,142 29,011
-------- --------
59,283 52,312
Less treasury stock 2,556,434 shares in 1998 and
2,124,261 shares in 1997, at cost (17,034) (12,870)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 42,249 39,442
-------- --------
$ 79,406 $ 63,710
======== ========
</TABLE>
4
See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED AUGUST 30, 1998 AND AUGUST 31, 1997
UNAUDITED
- ------------------------------------------------------------------------------------------------------------------------------
Three Months Ended Nine Months Ended
Aug.30 Aug.31 Aug.30 Aug.31
1998 1997 1998 1997
-------- -------- -------- --------
($ in thousands - except per share amounts
<S> <C> <C> <C> <C>
Net shipments $ 47,972 $ 34,335 $138,920 $102,663
Cost of shipments 35,444 25,287 102,602 75,142
-------- -------- -------- --------
Gross profit 12,528 9,048 36,318 27,521
Selling and administrative expenses (Note 2) 9,128 10,820 24,929 23,876
-------- -------- -------- --------
Operating income 3,400 (1,772) 11,389 3,645
Interest expense (111) (56) (384) (206)
Other income (Note 7) 338 376 774 1,162
-------- -------- -------- --------
Earnings before taxes 3,627 (1,452) 11,779 4,601
Taxes on income 1,395 (548) 4,520 1,702
-------- -------- -------- --------
Net earnings $ 2,232 $ (904) $ 7,259 $ 2,899
======== ======== ======== ========
Earnings per common share (Note 5) $ 0.18 $ (0.07) $ 0.58 $ 0.22
======== ======== ======== ========
Weighted average common shares 12,377 12,902 12,478 13,043
======== ======== ======== ========
Earnings per common share
assuming dilution (Note 5) $ 0.17 $ (0.07) $ 0.56 $ 0.22
======== ======== ======== ========
Weighted average common shares and equivalents 12,817 13,269 12,937 13,451
======== ======== ======== ========
Dividends declared and paid per share:
Quarter Ended 1998 1997
- ------------- -------- --------
First Quarter $ 0.030 $ 0.025
Second Quarter 0.030 0.025
Third Quarter 0.030 0.025
-------- --------
Total for the nine months
ended August 30, 1998 and August 31, 1997 $ 0.090 $ 0.075
======== ========
</TABLE>
5
See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS
ENDED AUGUST 30, 1998 AND AUGUST 31, 1997
UNAUDITED
- -----------------------------------------------------------------------------------------------------------------------------------
1998 1997
--------- ---------
($ Thousands)
<S> <C> <C>
INCREASE (DECREASE) IN CASH:
Cash flows from operating activities:
Cash received from customers $ 135,965 $ 103,491
Cash paid to suppliers and employees (131,187) (93,368)
Income taxes paid, net of refunds (5,081) (3,807)
Interest paid (384) (206)
Interest received 330 339
Other receipts - net 444 709
--------- ---------
Net cash and cash equivalents provided by
operating activities 87 7,158
--------- ---------
Cash flows from investing activities:
Proceeds from sale of property and equipment 0.00 338
Capital expenditures (4,485) (2,326)
Payments to acquire business (400) 0.00
Investment in Storehouse, Inc. (2,500) 0.00
--------- ---------
Net cash used in investing activities (7,385) (1,988)
--------- ---------
Cash flows from financing activities:
Net borrowings (repayments) under line of credit 10,985 (1,357)
Payments to reduce long-term debt 0.00 (420)
Proceeds from issuance of common stock 840 367
Dividends paid (1,128) (985)
Purchase of treasury stock (4,164) (3,603)
--------- ---------
Net cash provided by (used in) financing activities 6,533 (5,998)
--------- ---------
Net decrease in cash and cash equivalents (765) (828)
Cash and cash equivalents at beginning of period 850 1,897
--------- ---------
Cash and cash equivalents at end of period $ 85 $ 1,069
========= =========
</TABLE>
6
See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS
ENDED AUGUST 30, 1998 AND AUGUST 31, 1997
UNAUDITED
- ----------------------------------------------------------------------------------------------------------------------------------
Reconciliation of Net Earnings to Net Cash
Provided By Operating Activities:
1998 1997
------- -------
($ Thousands)
<S> <C> <C>
Net earnings $ 7,259 $ 2,899
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Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation and amortization 2,613 2,177
Provision for deferred compensation 440 758
Payments made for deferred compensation (400) (427)
Provision for (recoveries) losses on accounts receivable (1,186) 3,924
Amortization of goodwill 162 0.00
Loss (gain) on disposition of assets 0.00 (124)
Change in operating assets and liabilities net of effect of
acquisition of business:
Decrease (increase) in accounts receivable (2,955) 853
Decrease (increase) in inventories (727) (388)
Decrease (increase) in prepaid expenses (133) (97)
Decrease (increase) in cash value of
life insurance (89) (90)
Decrease (increase) in other assets (193) (7)
Increase (decrease) in accounts payable (3,576) (1,568)
Increase (decrease) in accrued expenses (567) 1,353
Increase (decrease) in income taxes payable (561) (2,105)
------- --------
Total adjustments (7,172) 4,259
------- --------
Net cash provided by operating activities $ 87 $ 7,158
======= ========
</TABLE>
7
See notes to consolidated financial statements.
<PAGE>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED
- --------------------------------------------------------------------------------
Note 1 - In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments necessary to present
fairly the financial position as of August 30, 1998 and the results of
operations and cash flows for the nine-months ended August 30, 1998
and August 31, 1997.
Note 2 - In the third quarter of 1997, the Company recorded unusual charges,
net of taxes, of $2.7 million or $0.21 per share ($0.20 per share
assuming dilution), primarily associated with the write-off of a
receivable from Levitz Furniture ($3.9 million). Levitz Furniture, a
major customer of the Company, filed a voluntary petition for
protection under Chapter XI of the federal bankruptcy code on
September 5, 1997.
In the second quarter of 1998, the Company sold its pre-bankruptcy
receivable from Levitz Furniture resulting in a gain, net of an
increase in the reserve for bad debts and other unusual charges for
the quarter of, $1,106,000, pre-tax.
Note 3 - The results of operations for the nine months ended August 30, 1998
and August 31, 1997 are not necessarily indicative of the results to
be expected for the full year.
Note 4 - Inventory components are as follows:
<TABLE>
<CAPTION>
($Thousands)
August 30, November 30,
1998 1997
---- -----
<S> <C> <C>
Finished Goods $ 4,253 $ 3,500
Work-in-Process 3,630 2,822
Raw Materials 8,775 8,132
------- -------
$16,658 $14,454
======= =======
</TABLE>
Note 5 - The company has adopted statement of Financial Accounting Standards
No. 128, "Earnings Per Share", resulting in the restatement of
earnings per share for all prior periods. Basic earnings per share are
based upon the weighted average shares outstanding. Outstanding stock
options, which are dilutive, are treated as common stock equivalents
for purposes of computing diluted earnings per share and represent the
difference between basic and diluted weighted average shares
outstanding.
Note 6 - On January 1, 1998, the Company acquired, through a newly created
subsidiary, The Wexford Collection, Inc., the assets and assumed
certain liabilities of J & M Designs Ltd.-Carson, California, a
manufacturer of solid wood reproductions. The purchase price was paid
in cash and contingent payments based on future earnings. Current
lines of credit have been used to fund the operating and capital
requirements of this new entity. Goodwill in the amount of $2,716,000
has been recorded in "Other Assets" in the accompanying balance sheets
as a result of this transaction.
Note 7 - In the second quarter of 1998, the Company recorded a non-cash
impairment loss of
8
<PAGE>
$288,000 ($177,000 net of tax) related to a write-down of one
investment property which has been leased to various tenants. One of
the leases has not been renewed and the Company has not been able to
lease this space to other tenants. As a result, the projected future
cash flows from this facility are less than the carrying value of the
asset; therefore an impairment loss has been recognized.
Note 8 - On August 25, 1998, the Company entered into an agreement to make an
investment in the form of a long-term note, of $2,500,000 in
Storehouse, Inc. and subject to certain conditions, relating to future
earnings, acquire all outstanding shares. Storehouse, Inc. operates a
chain of 42 retail furniture stores. The closing depends on earnings
targets for periods ending in January and April, 1999. The $2,500,000
receivable has been included in "Other Assets" in the accompanying
balance sheets.
Note 9 - On September 25, 1998, the Company entered into an agreement to
acquire The Mitchell Gold Co., a privately owned upholstery furniture
manufacturer. The initial purchase price of $13,000,000 is to be paid
in cash and a convertible debenture, plus there is an earn-out
provision based on a performance period not to extend beyond
November 30, 2003. The closing is subject to regulatory filings and is
expected to occur no later than November 30, 1998.
9
<PAGE>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
- ------------------------------------------------
UNAUDITED
- -------------------------------------------------------------------------------
Results of Operations:
- ---------------------
Nine months ended August 30, 1998 compared to Nine Months ended August 31, 1997.
Net shipments during the first nine months of 1998 increased by $36,257,000 or
35.3% to $138,920,000 from $102,663,000 in 1997. Management believes that
shipments increased primarily from the addition of new dealers, increased
purchases by existing customers, favorable product mix, and shipments from eight
months of operations at The Wexford Collection, Inc. (See Note 6). Excluding
The Wexford Collection, Inc., net shipments in 1998 increased more than 25%
versus 1997.
Gross profit during the first nine months of 1998 increased by $8,797,000 or
32.0% to $36,318,000 from $27,521,000 in 1997. Gross profit as a percentage of
net shipments during the first nine months in 1998 decreased to 26.1% from 26.8%
in 1997. Management believes that the percentage decrease was due primarily to
costs associated with a wage increase and additional overtime and training
requirements and lower margins at The Wexford Collection, Inc.
Selling and administrative expenses during the first nine months of 1998
increased by $1,053,000 or 4.4% to $24,929,000 from $23,876,000 in 1997.
Selling and administrative expenses as a percentage of net shipments during the
first nine months of 1998 were 17.9% versus 23.3% in 1997. The increase in
selling and administrative expenses was primarily from higher direct selling
expenses and salaries. The percentage decrease in selling and administrative
expenses in 1998 resulted primarily from a gain on the sale of a Levitz
Furniture receivable previously written off in August 1997 ($3.9 million). This
recovery, in 1998, partially offset by an increase in reserve for bad debts and
other unusual charges was approximately $1,106,000, pre-tax (See Note 2).
Operating income was $11,389,000 versus $3,645,000 in the prior year. The
increase related to higher shipments and gross profit partially offset by
increased selling and administrative expenses, net of the Levitz recovery and
other items. The previous years operating income included the Levitz Furniture
receivable write-off of approximately $3,900,000.
Net interest expense during the first nine months of 1998 increased by $178,000
to $384,000 from $206,000 in 1997. The increase in net interest expense
resulted from additional short-term borrowings primarily associated with
working-capital requirements for The Wexford Collection, Inc., capital
expenditures and purchases of treasury stock.
Other income during the first nine months of 1998 decreased by $388,000 to
$774,000 from $1,162,000 in 1997 primarily from a write-down of investment
property of approximately $288,000, pre-tax, to reflect estimated value. (See
Note 7).
Net earnings during the first nine months of 1998 increased by $4,360,000 to
$7,259,000 from $2,899,000 in 1997, reflecting higher net shipments partially
offset by the higher cost of shipments, as a percentage to net shipments.
Included in net earnings in 1998 is approximately $0.02 per share
10
<PAGE>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
- --------------------------------------------------------
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
- ------------------------------------------------
(UNAUDITED) - CONTINUED
- --------------------------------------------------------------------------------
after-tax gain on sale of a Levitz Furniture receivable, partially offset by an
increase in reserve for bad debts, write-down of investment property and other
unusual charges. Net earnings in 1997 were impacted by $0.21 per share due to
the write-off of the Levitz receivable.
Liquidity and Source of Capital:
- -------------------------------
The Company has historically financed its operations and capital requirements
with internally generated funds and bank or other financing. The Company has
minimized its working capital requirements by improving operating efficiencies
in various aspects of its business, including inventory and receivable
management and product distribution.
Net cash provided by operating activities was $87,000 during the first nine
months of 1998 versus $7,158,000 in 1997. Fluctuations in net cash provided by
operating activities are primarily the result of changes in operating income and
changes in working capital accounts, including reduction of current liabilities
for The Wexford Collection, Inc. and increased working capital needs to fund the
growth of the Company.
Capital expenditures were $4,485,000 during the first nine months of 1998 and
$2,326,000 in 1997. These expenditures were incurred primarily in connection
with expanding the Company's production capacity and certain additions of
equipment and information systems. The Company also made an investment of
$2,500,000 in Storehouse, Inc. (See Note 8).
Net cash provided by financing activities during the first nine months of 1998
was $6,533,000 versus $5,998,000 net cash used in 1997. In 1998, these
activities related primarily to the increase in short-term borrowings, partially
offset by cash dividends and purchase of treasury stock. In 1997, these
activities related primarily to the repayment of short-term debt, purchase of
treasury stock and cash dividends.
The Company has unsecured short-term bank lines of credit totaling $40 million.
The interest rates on those lines of credit do not exceed the prime rate. The
amount outstanding under the lines of credit as of August 30, 1998 was
approximately $12.7 million, of which approximately $6.5 million was primarily
used for working capital requirements of The Wexford Collection, Inc.
Management believes that net cash provided by operating activities and available
bank lines of credit will be sufficient to fund anticipated growth and to meet
the Company's anticipated capital requirements and operating needs through 1998.
The Company may use additional bank credit facilities to fund acquisitions upon
closure of the transactions. (See Notes 8 and 9).
The Year 2000 issue is the result of computer systems that used two digits
rather than four to define the applicable year, which may prevent such systems
from accurately processing dates ending in the year 2000 and after. This could
result in system failures or in miscalculations causing disruption of
operations, including, but not limited to, an inability to process transactions,
to send and receive electronic data, or to engage in routine business activities
and operations.
11
<PAGE>
In 1997, the Company established a Year 2000 task force to develop and implement
a Year 2000 compliance plan. The Company has completed a preliminary assessment
of the impact on its operations and, through this effort has compiled an
inventory of computer programs and equipment potentially subject to change. New
software that is currently being installed in connection with a more fully
integrated system will address a portion of the Company's year 2000 issues. The
Company is currently assessing risk and mitigating impacts by rewriting or
replacing core computer system programs and equipment. The Company is in the
process of testing activities and expects it to continue into 1999. Management
estimates that the Company is 50% complete in its Year 2000 compliance. The
Company's goal is to be substantially Year 2000 compliant by March 1999.
In addition, the Company has initiated communications with business partners to
determine the extent of their efforts to remedy their Year 2000 issues.
Although resources are being directed towards reducing interruptions caused by
the Year 2000 issue, there is no guarantee that internal systems or the systems
of the Company's business partners will be corrected and that there would be no
material adverse impact on the Company's operations.
Management believes at this time that costs associated with replacing these
systems and equipment should not have a material adverse effect on the Company.
Present estimated cost in 1998 is approximately $250,000 with an additional
estimated expenditure of $350,000 in 1999, exclusive of the originally planned
integrated systems.
Although the Company expects its internal systems to be Year 2000 compliant as
described above, the Company intends to prepare a contingency plan during 1999.
Statements concerning the Company's business outlook or future economic
performance, anticipated profitability, revenues, expenses or other financial
items; together with other statements that are not historical facts, are
"forward-looking statements" as that term is defined under Federal Securities
Laws. "Forward-looking statements" are subject to risks, uncertainties and
other factors which could cause actual results to differ materially from those
stated in such statements. Such risks, uncertainties and factors include, but
are not limited to, industry cyclicality, fluctuations in customer demand and
order patterns, the seasonal nature of the business, changes in pricing, and
general economic conditions, as well as other risks detailed in the Company's
filings with the Securities and Exchange Commission.
12
<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.
- ------------------------------------------------------------
None
Item 5 Other Information.
- -------------------------
None
Item 6 Exhibits and Reports on Form 8-K.
- ----------------------------------------
a. Exhibits: Exhibit 27 - Financial Data Schedule for the third quarter of
1998.
b. Reports on Form 8-K/A report on Form 8-K was filed on August 25, 1998, to
announce that Rowe Furniture Corporation ("Rowe") had entered into an
agreement to make a $2,500,000 investment in Storehouse, Inc. and subject to
certain conditions, acquire all outstanding shares of the company.
Storehouse, Inc., of Atlanta, GA operates a chain of 42 retail furniture
stores in the northeast, southeast and southwest. This acquisition is
subject to meeting certain closing conditions agreed to by both parties. The
acquisition price to be paid to the Storehouse shareholders will be
determined based upon the financial performance of Storehouse, Inc. for the
twelve-month period ending April 30, 1999. A copy of the acquisition
agreement was filed as an exhibit to this 8-K filing. The acquisition is
expected to close no later than July 31, 1999.
A report on Form 8-K was filed on October 7, 1998, to announce that Rowe
Furniture Corporation ("Rowe") had entered into a Stock Purchase Agreement
to acquire The Mitchell Gold Co. This acquisition, which is subject to Hart
Scott Rodino approval, involves an initial purchase price of $13 million,
consisting of cash and a convertible debenture, plus an earn-out provision
based on a performance period not to extend beyond November 30, 2003. A copy
of the acquisition agreement was filed as an exhibit to this 8-K filing.
This acquisition is expected to close no later than November 30, 1998.
13
<PAGE>
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 hereunto duly authorized.
ROWE FURNITURE CORPORATION
--------------------------
Registrant
Date: October 14, 1998 /s/ Arthur H. Dunkin
___________________ __________________________
Arthur H. Dunkin
Secretary-Treasurer
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> NOV-29-1998
<PERIOD-END> AUG-30-1998
<CASH> 85
<SECURITIES> 0
<RECEIVABLES> 27,030
<ALLOWANCES> 0
<INVENTORY> 16,658
<CURRENT-ASSETS> 44,635
<PP&E> 49,423
<DEPRECIATION> 31,655
<TOTAL-ASSETS> 79,406
<CURRENT-LIABILITIES> 32,232
<BONDS> 0
0
0
<COMMON> 14,872
<OTHER-SE> 27,377
<TOTAL-LIABILITY-AND-EQUITY> 79,406
<SALES> 138,920
<TOTAL-REVENUES> 138,920
<CGS> 102,602
<TOTAL-COSTS> 102,602
<OTHER-EXPENSES> 24,929
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 384
<INCOME-PRETAX> 11,779
<INCOME-TAX> 4,520
<INCOME-CONTINUING> 7,259
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,259
<EPS-PRIMARY> 0.58
<EPS-DILUTED> 0.56
</TABLE>