UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1924
For the fiscal year ended December 31, 1996
OR
[] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Forthe transition period from _____________ to ______________
Commission File Number 0-018984
REYNOLDS, SMITH AND HILLS, INC.
EMPLOYEES 401(k) PROFIT SHARING PLAN
(Full title of the plan)
REYNOLDS, SMITH AND HILLS, INC.
(Name of issuer of the securities held pursuant to the plan)
4651 Salisbury Road, Jacksonville, Florida 32256
(Address of principal executive office of issuer and plan)
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
REYNOLDS, SMITH AND HILLS, INC.
EMPLOYEE 401(K) PROFIT SHARING PLAN
By: /s/Darold F. Cole
-----------------
Darold F. Cole
Chairman, Administrative Committee
and Senior Vice President and Director
Reynolds, Smith and Hills, Inc.
Date: September 5, 1997
-----------------
<PAGE>
REYNOLDS, SMITH AND HILLS, INC,
EMPLOYEES 401(k) PROFIT SHARING
PLAN
Financial Statements and Supplemental
Schedules for the Year Ended December 31,
1996, and Independent Auditors' Report
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(K) PROFIT SHARING
PLAN
TABLE OF CONTENTS
Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Plan Benefits 3
Statements of Changes in Net Assets Available for Plan Benefits 6
Notes to Financial Statements 8
SUPPLEMENTAL SCHEDULES:
Item 27a - Assets Held for Investment Purposes 12
Item 27d - Schedule of Reportable Transactions 13
<PAGE>
INDEPENDENT AUDITORS' REPORT
Trustees
Reynolds, Smith and Hills, Inc. Employees
40l(k) Profit Sharing Plan
Jacksonville, Florida
We have audited the accompanying statements of net assets available for plan
benefits of Reynolds, Smith and Hills, Inc. Employees 401(k) Profit Sharing Plan
(the "Plan") as of December 31, 1996 and 1995, and the related statement of
changes in net assets available for plan benefits for the year ended December
31, 1996. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for plan benefits of the Plan as of December
31, 1996 and 1995, and the changes in net assets available for plan benefits for
the year ended December 31, 1996, in conformity with generally accepted
accounting principles.
As explained in Note 1 to the financial statements, the 1996 and 1995 financial
statements include securities valued at $1,102,126 (8 percent of net assets
available for plan benefits) and $1,054,207 (9 percent of net assets available
for plan benefits), respectively, whose values have been estimated by the Board
of Trustees in the absence of readily ascertainable market values. We have
examined the procedures used by the Board of Trustees in arriving at its
estimate of value of such securities and have inspected underlying
documentation, and, in the circumstances, we believe the procedures are
reasonable and the documentation appropriate. However, because of the inherent
uncertainty of valuation, those estimated values may differ significantly from
the values that would have been used had a ready market for the securities
existed, and the differences could be material.
<PAGE>
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of Assets Held
for Investment Purposes and Reportable Transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department for Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental
information by fund in the statements of net assets available for plan benefits
and the statement of changes in net assets available for plan benefits is
presented for purposes of additional analysis rather than to present the net
assets available for plan benefits and changes in net assets available for plan
benefits of each fund. The supplemental schedules and supplemental information
by fund is the responsibility of the Plan's management. Such supplemental
schedules and supplemental information by fund have been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/ Deloitte & Touche LLP
- -------------------------
May 23, 1997
- 2 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1996
Supplemental Information by Fund
--------------------------------
Value Select Stable
Equity Income Value
Fund Fund Fund
Assets:
Investments, at market value (Note 3): $6,119,724 $1,188,359 $2,467,287
INVESCO collective trust funds
Short-term investments
Common stocks
Loans to participants
---------- ---------- ----------
Total investments 6,119,724 1,188,359 2,467,287
Receivables:
Contribtuions receivable 20,057 4,139 5,242
---------- ---------- ----------
Total receivables 20,057 4,139 5,242
---------- ---------- ----------
TOTAL ASSETS 6,139,781 1,192,498 2,472,529
LIABILITIES:
Other payables
---------- ---------- ----------
TOTAL LIABILITIES
---------- ---------- ----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $6,139,781 $1,192,498 $2,472,529
========== ========== ==========
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<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Emerging Combined
Flex Dynamics Growth Loan RS&H Total
Fund Fund Fund Fund Stock All Funds
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at market value (Note 3):
INVESCO collective trust funds $ 323,694 $ 990,252 $ 483,363 $11,572,952
Short-term investments 57,464 57,464
Common stocks 1,102,126 1,102,126
Loans to participants $ 653,860 653,860
----------- ----------- ----------- ----------- ----------- -----------
Total investments 323,694 990,252 483,636 653,860 1,159,590 13,386,402
Receivables:
Contribtuions receivable 1,975 5,688 4,812 3,078 44,991
----------- ----------- ----------- ----------- ----------- -----------
Total receivables 1,975 5,688 4,812 3,078 44,991
----------- ----------- ----------- ----------- ----------- -----------
TOTAL ASSETS 325,669 995,940 488,448 653,860 1,162,668 13,431,393
LIABILITIES:
Other payables
----------- ----------- ----------- ----------- ----------- -----------
TOTAL LIABILITIES
----------- ----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 325,669 $ 995,940 $ 488,448 $ 653,860 $ 1,162,668 $13,431,393
=========== =========== =========== =========== =========== ===========
</TABLE>
- 4 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Supplemental Information by Fund
--------------------------------
Money RS&H Combined
Equity Bond Market Loan Stock Total
Fund Fund Fund Fund Fund All Funds
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at market value (Note 3):
Short-term investments $ 60,120 $ 14,695 $ 2,898,902 $ 27,668 $ 3,001,385
Sun Bank collective trust funds 5,752,183 1,538,551 7,290,734
Common stocks 1,054,207 1,054,207
Loans to participants $ 613,333 613,333
------------ ------------ ------------ --------- ---------- ------------
Total investments 5,812,303 1,553,246 2,898,902 613,333 1,081,875 11,959,659
Receivables:
Due (to) from other funds 63,682 (111,535) 59,028 (6,921) (4,254)
Accrued interest receivable 34,488 8,394 14,861 215 57,958
------------ ------------ ------------ --------- ---------- ------------
Total receivables 98,170 (103,141) 73,889 (6,921) (4,039) 57,958
------------ ------------ ------------ --------- ---------- ------------
TOTAL ASSETS 5,910,473 1,450,105 2,972,791 606,412 1,077,836 12,017,617
LIABILITIES:
Other payables (4,073) (737) (9,994) (3,583) (1,266) (19,653)
------------ ------------ ------------ --------- ---------- ------------
TOTAL LIABILITIES (4,073) (737) (9,994) (3,583) (1,266) (19,653)
------------ ------------ ------------ --------- ---------- ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 5,906,400 $ 1,449,368 $ 2,962,797 $ 602,829 $1,076,570 $ 11,997,964
============ ============ ============ ========= ========== ============
</TABLE>
- 5 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Supplemental Information by Fund
--------------------------------
Value Select Stable
Equity Income Value
Fund Fund Fund
<S> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Investment income $ 275,241 $ 101,899 $ 173,675
Net appreciation in value of RS&H, Inc. stock
Net appreciation in fair value of
investments 687,241 (48,425)
----------- ----------- -----------
Net investment income 962,482 53,474 173,675
Contributions from employer 75,905 18,029 28,070
Contributions from employees 587,591 131,898 156,927
----------- ----------- -----------
Total additions 1,625,978 203,401 358,672
DEDUCTIONS FROM NET ASSETS:
Administrative expenses (3,741) (841) (15,892)
Distributions, net (412,776) (173,621) (455,355)
----------- ----------- -----------
Total deductions (416,517) (174,462) (471,247)
PARTICIPANTS' TRANSFERS BETWEEN
FUNDS IN (OUT) (976,080) (285,809) (377,693)
----------- ----------- -----------
Net increase (decrease) 233,381 (256,870) (490,268)
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT BEGINNING OF YEAR 5,906,400 1,449,368 2,962,797
----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT END OF YEAR $ 6,139,781 $ 1,192,498 $ 2,472,529
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 6 -
<PAGE>
<TABLE>
<CAPTION>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
YEAR ENDED DECEMBER 31, 1996
Supplemental Information by Fund
--------------------------------
Emerging Combined
Flex Dynamics Growth Loan RS&H Total
Fund Fund Fund Fund Stock All Funds
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Investment income $ 317 $ 88,251 $ 17,453 $ 4,780 $ 661,616
Net appreciation in value
of RS&H, Inc. stock 47,919 47,919
Net appreciation in fair value of
investments 23,382 (24,722) (31,035) 606,441
---------- ---------- ---------- ---------- ---------- -----------
Net investment income 23,699 63,529 (13,582) 52,699 1,315,976
Contributions from employer 4,180 11,490 8,793 24,576 171,043
Contributions from employees 31,972 103,946 63,726 65,672 1,141,732
---------- ---------- ---------- ---------- ---------- -----------
Total additions 59,851 178,965 58,937 142,947 2,628,751
DEDUCTIONS FROM NET ASSETS:
Administrative expenses (2,004) (611) (353) (9) (23,451)
Distributions, net (396) (28,584) (54,951) $ (40,534) (5,654) (1,171,871)
---------- ---------- ---------- ---------- ---------- -----------
Total deductions (2,400) (29,195) (55,304) (40,534) (5,663) (1,195,322)
PARTICIPANTS' TRANSFERS BETWEEN
FUNDS IN (OUT) 268,218 846,170 484,815 91,565 (51,186)
---------- ---------- ---------- ---------- ---------- -----------
Net increase (decrease) 325,669 995,940 488,448 51,031 86,098 1,433,429
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT BEGINNING OF YEAR 602,829 1,076,570 11,997,964
---------- ---------- ---------- ---------- ---------- -----------
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT END OF YEAR $ 325,669 $ 995,940 $ 488,448 $ 653,860 $1,162,668 $13,431,393
========== ========== ========== ========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 7 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Investments - Short-term investments and loans to participants are carried at
cost which approximates market value. The Plan's investments are stated at fair
value. Shares of registered investment companies are valued at quoted market
prices which represent the net asset value of shares held by the Plan at
year-end. Investments in the common stock of the Plan's sponsor, Reynolds, Smith
and Hills, Inc., are recorded at an estimated value as there is no active market
for the stock.
Payment of Benefits - Benefits are recorded when paid.
2. DESCRIPTION OF PLAN
The following description of the Reynolds, Smith and Hills, Inc. Employees
401(k) Profit Sharing Plan (the "Plan") provides general information to
participants. Participants should refer to the pamphlet Summary Plan Description
for the April 1,1996 Amendment and Restatement of the Reynolds, Smith and Hills,
Inc. Employees 401(k) Profit Sharing Plan for a more complete description of the
Plan's provision. Copies of the pamphlet are available from the Plan
Coordinator.
General - The Plan was commenced and made effective January 1, 1990. The Plan is
a defined contribution plan established under Section 401(k) of the Internal
Revenue Code. The Plan was established for the benefit of certain employees of
Reynolds, Smith and Hills, Inc. (the "Company") and eligible subsidiaries and
affiliates, with 480 hours of service within the eligibility computation period.
The Plan is subject to the provisions of the Employees Retirement Income
Security Act of 1974 (ERISA).
Investment Options - Participating employees have the right to choose the
investment funds in which contributions to their accounts are invested, and may
choose to allocate and reallocate amounts credited to their accounts among all
or any combination of the investment funds. A participating employee may change
his investment decision at any time by calling the Trustee. Changes involving
RS&H stock are handled by the plan administrator on a quarterly basis. Earnings
on the investment funds are allocated among the accounts of participants that
have elected to invest in each such fund.
Accounts may be invested among the following:
(i) INVESCO Retirement Trust Stable Value Fund;
(ii) INVESCO Select Income Fund;
(iii) INVESCO Retirement Trust Flex Fund;
(iv) INVESCO Value Equity Fund;
(v) INVESCO Dynamics Fund;
- 8 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996 (Continued)
(vi) INVESCO Emerging Growth Fund; and
(vii) Reynolds, Smith and Hills, Inc. common stock.
Plan participants may direct the investment of all funds credited to their
account to any or all investment funds in increments of 1% or multiples thereof.
Contributions - The Plan allows participating employees to contribute from 2% to
15% of their earned compensation with a total amount not to exceed $9,500 in
1996 and 1995. The dollar limit is indexed yearly for inflation. The employer is
required to match 25% of the employee's annual contribution up to 6% of an
employee's compensation. In addition, the employer may make discretionary
contributions to the Plan in cash, company stock, or a combination of the two.
Participant Accounts - Each participant's account is credited with the
participant's contribution and allocations of (a) the Company's contribution and
(b) Plan earnings, and charged with an allocation of administrative expenses.
Allocations are based on participant earnings or account balances, as defined.
The benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account.
Vesting - Participants are fully vested in their voluntary contributions plus
actual earnings thereon. Vesting in the remainder of the account balances is
based on years of participant service. A participant is 100% vested after five
years of credited service.
Withdrawals - Participants may withdraw all of the vested amounts credited to
their accounts, subject to defined years of Plan participation. Also, a
participant may elect to withdraw certain amounts from his deferred contribution
account due to the financial hardship of the participant.
Loans - Participants may request loans from the Plan subject to allowable
available participant balances and other conditions.
Payment of Benefits - On termination of employment, a participant with an
account balance of $3,500 or less may elect a lump sum payment of the
participant's account balance at the date of termination. The Plan provides
other payment schedules for payment of participant balances in excess of $3,500
upon participant termination of employment. As of December 31, 1996, $1,577,022
in benefits was owed to participants that had withdrawn from the plan.
In the event of death or disability of a participant, payment may be made in a
lump sum amount equal to the value of the participant's account as of the next
quarterly valuation date.
- 9 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(K)
PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996 (Continued)
Plan Termination - Although the Company has not expressed any intent to do so,
the Company has the right under the Plan to discontinue its contributions at any
time and to terminate the Plan subject to the provisions of ERISA. In the event
of Plan termination, participants will become 100% vested in their accounts.
3. INVESTMENTS
Except for the Plan's investments in loans to participants and common stock of
the plan sponsor, the Plan's investments are held in a trust fund administered
by the Trust Department of INVESCO Trust Company. Such investments consist
primarily of the Plan's short-term investments and investments in INVESCO mutual
funds and collective trust funds.
- 10 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 1996 (Concluded)
- --------------------------------------------------------------------------------
The following table summarizes all investments held, by fund, at December 31,
1996 and 1995:
<TABLE>
<CAPTION>
December 31
-------------------------------
1996 1995
<S> <C> <C>
Investments at Fair Value
as Determined by Quoted Market Price
INVESCO collective trust funds:
Select Income Fund: 181,429 units $1,188,359
Value Equity Fund; 257,781 units 6,119,724
Dynamic Fund; 76,823 units 990,252
Emerging Growth Fund; 38,629 units 483,636
Retirement Trust Stable Value Fund; 2,467,287 units 2,467,287
Retirement Trust Flex Fund; 12,261 units 323,694
Stock Liquidity Fund; 57,464 units 57,464
SunTrust STI collective trust funds:
Classic Value Income Stock Fund; 157,158 units $1,892,179
Classic Capital Growth Fund; 285,503 units 3,860,004
Classic Prime Quality Money Market; 3,001,385 units 3,001,385
Classic Investment Grade Bond Fund; 145,010 units 1,538,551
----------- -----------
11,630,416 10,292,119
----------- -----------
Investments at Estimated Fair Value
RS&H Common Stocks; 95,837 shares 1,102,126 1,054,207
Loans to participants 653,860 613,333
----------- -----------
1,755,986 1,667,540
----------- -----------
Total investments $13,386,402 $11,959,659
=========== ===========
</TABLE>
4. INCOME TAX STATUS
The Plan obtained its latest determination letter on July 6, 1992, in which the
Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue Code. The
Plan has been amended since receiving the determination letter. However, the
plan administrator believes that the Plan is currently designed and being
operated in compliance with the applicable requirements of the Internal Revenue
Code. Therefore, they believe that the Plan was qualified and the related trust
was tax-exempt as of the financial statement date.
* * * * * *
- 11 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
SUPPLEMENTAL SCHEDULE
ITEM 27a - ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Number of Shares,
Units or Principal Market
Amount Description Cost Value
<S> <C> <C>
INVESCO Mutual Funds
181,429 INVESCO Select Income Fund $ 1,211,110 $ 1,188,359
257,781 INVESCO Value Equity Fund 5,497,016 6,119,724
76,823 INVESCO Dymanic Fund 1,026,078 990,252
38,629 INVESCO Emerging Growth Fund 509,830 483,636
663,862 Loan Fund 653,860 653,860
INVESCO Collective Trust Funds (Commingled Funds)
2,467,287 INVESCO Retirement Trust
Stable Value Fund 2,467,287 2,467,287
12,261 INVESCO Retirement Trust
Flex Fund 304,939 323,694
RS&H Stock Fund
57,464 INVESCO Stock Liquidity Fund 57,464 57,464
95,837 Reynolds, Smith and Hills
Stock Fund 771,162 1,102,126
----------- -----------
TOTAL ALL FUNDS $12,498,746 $13,386,402
=========== ===========
</TABLE>
- 12 -
<PAGE>
REYNOLDS, SMITH AND HILLS, INC. EMPLOYEES 401(k)
PROFIT SHARING PLAN
SUPPLEMENTAL SCHEDULE
ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
Series of Transactions in Excess of 5% of Plan Assets
<TABLE>
<CAPTION>
Net
Number of Number of Total Total Gain
Identification of Security Purchases Sales Purchases Sales (Loss)
<S> <C> <C> <C> <C> <C>
INVESCO Retirement Trust Stable Value Fund 79 74 $4,025,487 $1,558,200
INVESCO Select Income Fund 77 62 1,920,519 493,555 $ (23,616)
INVESCO Value Equity Fund 88 84 7,375,185 1,974,804 99,527
INVESCO Dynamics Fund 76 31 1,239,763 224,790 11,104
INVESCO Emerging Growth Fund 67 30 765,004 250,333 (4,841)
STI Classic Investment Grade Bond Fund 1 1,538,551 47,139
STI Classic Prime Quality Money Market 1 3,001,385
STI Classic Value Income Stock Fund 1 1,892,179 137,373
STI Classic Capital Income Growth Fund 1 3,860,004 461,172
</TABLE>
- 13 -
<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements Numbered
33-40554, 33-40553, 33-40552 and 33-40551 of Reynolds,Smith and Hills, Inc. on
Form S-8 of our report dated May 23, 1997 appearing in this Annual Report on
Form 11-K of the Reynolds, Smith and Hills, Inc. Employees 401(k) Profit Sharing
Plan for the year ended Decmeber 31, 1996.
/s/Deloitte & Touche LLP
- ------------------------
Deloitte & Touche LLP
Jacksonville, Florida
September 5, 1997
