<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 14(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended Commission File Number
November 30, 1996 0-18859
------------------------------ ----------------------
SONIC CORP.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 73-1371046
------------------------ -------------------
(State of Incorporation) (I.R.S. Employer
Identification No.)
101 Park Avenue
Oklahoma City, Oklahoma 73102
---------------------------------------- --------
(Address of Principal Executive Offices) Zip Code
Registrant's telephone number, including area code: (405) 280-7654
--------------
Indicate by check mark whether the Registrant (1) has filed all reports
required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for the shorter period that the Registrant has had
to file the reports), and (2) has been subject to the filing requirement for the
past 90 days. Yes X . No .
--- ---
As of November 30, 1996, the Registrant had 13,559,379 shares of common
stock issued and outstanding (excluding 7,580 shares of common stock held as
treasury stock).
<PAGE>
SONIC CORP.
INDEX
Page
Number
------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets at November 30, 1996
and August 31, 1996 3
Consolidated Statements of Income for the three months ended
November 30, 1996 and 1995 4
Condensed Consolidated Statements of Cash Flows for the three
months ended November 30, 1996 and 1995 5
Notes to Condensed Consolidated Financial Statements 6
Independent Accountants' Review Report 7
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 8
Part II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
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SONIC CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
<TABLE>
(Unaudited)
ASSETS NOVEMBER 30, AUGUST 31,
1996 1996
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<S> <C> <C>
Current assets:
Cash and cash equivalents $ 8,778 $ 7,706
Accounts and notes receivable, net 4,764 5,229
Other current assets 3,670 3,242
--------- ----------
Total current assets 17,212 16,177
Property, equipment and capital leases 127,517 118,914
Less accumulated depreciation, amortization
and allowance for impairment (20,443) (18,409)
--------- ----------
Property, equipment and capital leases, net 107,074 100,505
Trademarks, tradenames and other goodwill 20,620 20,945
Other intangibles and other assets 14,680 14,313
Less accumulated amortization (4,745) (4,496)
--------- ----------
Intangibles and other assets, net 30,555 30,762
--------- ----------
Total assets $ 154,841 $ 147,444
--------- ----------
--------- ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 4,640 $ 2,904
Deposits from franchisees 717 601
Accrued liabilities 8,084 7,841
Obligations under capital leases and long-term
debt due within one year 1,269 1,340
--------- ----------
Total current liabilities 14,710 12,686
Obligations under capital leases due after one year 8,266 8,985
Long-term debt due after one year 13,880 11,884
Other noncurrent liabilities 3,547 4,206
Contingencies (Note 2)
Stockholders' equity:
Preferred stock, par value $.01; 1,000,000 shares
authorized; none outstanding - -
Common stock, par value $.01; 40,000,000 shares
authorized; 13,499,959 shares issued
(13,475,078 shares issued at August 31, 1996) 135 135
Paid-in capital 59,453 59,107
Retained earnings 54,993 50,584
--------- ----------
114,581 109,826
Treasury stock, at cost; 7,580 common shares
(7,580 common shares at August 31, 1996) (143) (143)
--------- ----------
Total stockholders' equity 114,438 109,683
--------- ----------
Total liabilities and stockholders' equity $ 154,841 $ 147,444
--------- ----------
--------- ----------
</TABLE>
See accompanying notes.
3
<PAGE>
SONIC CORP.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share data)
(Unaudited)
THREE MONTHS ENDED
NOVEMBER 30, November 30,
1996 1995
----------- -----------
Revenues:
Sales by Company-owned restaurants $33,586 $25,444
Franchised restaurants:
Franchise fees 270 262
Franchise royalties 6,557 5,810
Equipment sales - 2,254
Other 560 373
------- -------
40,973 34,143
Cost and expenses:
Company-owned restaurants:
Food and packaging 9,768 8,294
Payroll and other employee benefits 9,804 7,628
Other operating expenses 6,103 4,472
------- -------
25,675 20,394
Equipment cost of sales - 1,891
Selling, general and administrative 3,886 3,299
Depreciation and amortization 2,815 1,989
Minority interest in earnings of
restaurant partnerships 1,357 794
Provision for impairment of long-lived assets 23 22
------- -------
33,756 28,389
------- -------
Income from operations 7,217 5,754
Interest expense 337 399
Interest income (146) (208)
------- -------
Net interest expense 191 191
------- -------
Income before income taxes 7,026 5,563
Provision for income taxes 2,617 2,100
------- -------
Net income $ 4,409 $ 3,463
------- -------
------- -------
Net income per share $ 0.32 $ 0.27
------- -------
------- -------
Weighted average shares outstanding 13,766 12,892
------- -------
------- -------
See accompanying notes.
4
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SONIC CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(UNAUDITED)
THREE MONTHS ENDED
NOVEMBER 30, NOVEMBER 30,
1996 1995
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 4,409 $ 3,463
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 2,815 1,989
Other (317) (359)
Decrease (increase) in operating assets 44 (217)
Increase in operating liabilities 1,907 3,303
------- --------
Total adjustments 4,449 4,716
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Net cash provided by operating activities 8,858 8,179
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (9,781) (5,735)
Other (99) 244
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Net cash used in investing activities (9,880) (5,491)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock - 33,288
Payments on long-term borrowings (6,069) (23,000)
Proceeds from long-term borrowings 8,000 -
Other 163 (30)
------- --------
Net cash provided by financing activities 2,094 10,258
Net increase in cash and cash equivalents 1,072 12,946
Cash and cash equivalents at beginning of period 7,706 3,777
------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 8,778 $ 16,723
------- --------
------- --------
SUPPLEMENTAL CASH FLOW INFORMATION:
Notes receivable from sale of property, equipment
and intangibles $ 696 $ -
See accompanying notes.
5
<PAGE>
SONIC CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED NOVEMBER 30, 1996 AND NOVEMBER 30, 1995
NOTE 1
The unaudited Condensed Consolidated Financial Statements include all
adjustments, consisting of normal, recurring accruals, which Sonic Corp. (the
"Company") considers necessary for a fair presentation of the financial
position and the results of operations for the indicated periods. The notes
to the condensed consolidated financial statements should be read in
conjunction with the notes to the consolidated financial statements contained
in the Company's Form 10-K, as amended, for the fiscal year ended August 31,
1996. The results of operations for the three months ended November 30,
1996, are not necessarily indicative of the results to be expected for the
full year ending August 31, 1997.
NOTE 2
On April 18, 1996, the Texas Court of Appeals reversed the district court's
judgment notwithstanding the verdict and reinstated the jury's verdict in the
amount of $781,600 of actual damages, $1,000,000 of punitive damages, and
pre-and post-judgment interest in an action in which the plaintiffs claim a
subsidiary of the Company interfered with contractual relations of the
plaintiffs. The Company has appealed the court of appeals' reversal to the
Supreme Court of Texas. The Company continues to believe that the findings
of the jury and the court of appeals have no merit and will defend its
position vigorously during the appellate process. A final resolution is not
expected to have a material adverse effect on the Company's financial
position or future results of operations.
The Company is a party to several additional legal actions arising in the
conduct of its business. Management of the Company believes that the
ultimate resolution of those actions will not have a material adverse effect
on the Company's financial position or results of operations.
6
<PAGE>
Independent Accountants' Review Report
The Board of Directors
Sonic Corp.
We have reviewed the accompanying condensed consolidated balance sheet of
Sonic Corp. as of November 30, 1996, and the related consolidated statements
of income for the three-month periods ended November 30, 1996 and 1995, and
the condensed consolidated statements of cash flows for the three-month
periods ended November 30, 1996 and 1995. These financial statements are the
responsibility of the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data, and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, which
will be performed for the full year with the objective of expressing an
opinion regarding the financial statements taken as a whole. Accordingly, we
do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying condensed consolidated financial
statements referred to above for them to be in conformity with generally
accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Sonic Corp. as of August 31,
1996, and the related consolidated statements of income, stockholders'
equity, and cash flows for the year then ended (not presented herein) and in
our report dated October 18, 1996, we expressed an unqualified opinion on
those consolidated financial statements. In our opinion, the information set
forth in the accompanying condensed consolidated balance sheet as of August 31,
1996, is fairly stated, in all material respects, in relation to the
consolidated balance sheet from which it has been derived.
/s/ ERNST & YOUNG LLP
Oklahoma City, Oklahoma
January 3, 1997
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
From time to time, the Company may publish forward-looking statements
relating to certain matters including anticipated financial performance,
business prospects, the future opening of Company-owned and franchised
restaurants, anticipated capital expenditures, and other similar matters.
The Private Securities Litigation Reform Act of 1995 provides a safe harbor
for forward-looking statements. In order to comply with the terms of that
safe harbor, the Company notes that a variety of factors could cause the
Company's actual results and experience to differ materially from the
anticipated results or other expectations expressed in the Company's forward
looking statements. In addition, the Company disclaims any intent or
obligation to update those forward-looking statements.
RESULTS OF OPERATIONS
The Company derives its revenues primarily from sales by Company-owned
restaurants and royalty fees from franchisees. The Company also receives
revenues from initial franchise fees, area development fees, and the leasing
of signs and real estate. Costs of Company-owned restaurant sales and
minority interest in earnings of restaurant partnerships relate directly to
Company-owned restaurant sales. Other expenses, such as depreciation,
amortization, and general and administrative expenses, relate to both
Company-owned restaurant operations, as well as the Company's franchising
operations. The Company's revenues and expenses are directly affected by the
number and sales volumes of Company-owned restaurants. The Company's
revenues and, to a lesser extent, expenses also are affected by the number
and sales volumes of franchised restaurants. Initial franchise fees are
directly affected by the number of franchised restaurant openings.
The following table sets forth the percentage relationship to total revenues,
unless otherwise indicated, of certain items included in the Company's
statements of income.
8
<PAGE>
PERCENTAGE RESULTS OF OPERATIONS AND RESTAURANT DATA
THREE MONTHS ENDED
NOVEMBER 30,
-------------------------
1996 1995
-------------------------
INCOME STATEMENT DATA:
Revenues:
Sales by Company-owned restaurants 82.0% 74.5%
Franchised restaurants:
Franchise fees and royalties 16.7 17.8
Equipment sales - 6.6
Other 1.3 1.1
-------------------------
100.0% 100.0%
-------------------------
-------------------------
Costs and expenses:
Company-owned restaurants (1)
Food and packaging 29.1% 32.6%
Payroll and other employee benefits 29.2 30.0
Other operating expenses 18.1 17.6
------------------------
76.4% 80.2%
Equipment sales (2) - 83.9
Selling, general and administrative 9.5 9.7
Depreciation and amortization 6.9 5.8
Minority interest in earnings of
restaurant partnerships (1) 4.0 3.1
Other 0.1 0.1
Income from operations 17.6 16.9
Net interest expense 0.5 0.6
Net income 10.8% 10.1%
RESTAURANT OPERATING DATA ($ IN THOUSANDS):
Company-owned restaurants (3) 230 186
Franchised restaurants (3) 1,357 1,305
------------------------
Total 1,587 1,491
System-wide sales $256,822 $228,884
Percentage increase (4) 12.2% 14.2%
Average sales per restaurant:
Company-owned $149 $140
Franchise 165 156
System-wide 162 154
Change in comparable restaurant sales (5):
Company-owned 1.4% 3.3%
Franchise 5.1 5.9
System-wide 4.4 5.6
- -----------------------------------------------------------
(1) As a percentage of sales by Company-owned restaurants.
(2) As a percentage of equipment sales.
(3) Number of restaurants open at end of period.
(4) Represents percentage increase from the comparable period in the prior
year.
(5) Represents percentage increase for restaurants open in both the reported
and prior years.
9
<PAGE>
COMPARISON OF THE FIRST FISCAL QUARTER OF 1997 TO THE FIRST FISCAL QUARTER
OF 1996.
Total revenues increased 20.0% to $41.0 million in the first fiscal quarter
of 1997 from $34.1 million in the first fiscal quarter of 1996. Sales by
Company-owned restaurants increased 32.0% to $33.6 million in the first
fiscal quarter of 1997 from $25.4 million in the first fiscal quarter of
1996. Of the $8.2 million increase, $7.9 million was due to the net addition
of 52 Company-owned restaurants since the beginning of fiscal 1996. Average
sales increases of approximately 1.4% by stores open the full reporting
periods of fiscal 1997 and 1996 accounted for $0.3 million of the increase.
Franchise fee revenues were unchanged in the first fiscal quarter of 1997 as
compared to the first fiscal quarter of 1996. Franchise royalties increased
12.9% to $6.6 million in the first fiscal quarter of 1997, compared to $5.8
million in the first fiscal quarter of 1996. Increased sales by comparable
franchised restaurants resulted in an increase in royalties of approximately
$0.4 million and resulted from the franchise same-store sales growth of 5.1%
over the first fiscal quarter of 1996. Additional franchised restaurants in
operation resulted in an increase in royalties of $0.2 million.
Approximately $0.1 million of the increase resulted from the progressive
nature of the company's franchise agreements that require a higher royalty
percentage as average monthly sales volumes increase. The decrease in
equipment sales was due to the sale of the Company's restaurant equipment
division in the second fiscal quarter of 1996.
Restaurant cost of operations, as a percentage of sales by Company-owned
restaurants, was 76.4% in the first fiscal quarter of 1997, compared to 80.2%
in the first fiscal quarter of 1996. Management believes the improvement in
restaurant operating margins resulted from (1) reductions in food costs due
to declining beef prices, consolidation of purchasing distribution functions,
and renegotiating of pricing terms; (2) improved operational cost controls
through the implementation of a standard ideal food cost program; (3) a 3.5%
average price increase implemented October 1, 1996, along with a 2.5% average
price increase implemented during the second fiscal quarter of 1996; and (4)
reductions in the percentage of promotional discounting from standard menu
prices, as a percentage of sales, of approximately 10%. The improvements
mentioned above were partially offset by the minimum wage increase which was
effective on October 1, 1996 and increased marketing expenditures, which
reflect the Company's commitment to increased media penetration through its
system of advertising cooperatives. Restaurant management bonuses also
increased, as a percentage of sales, due largely to the improved operating
margins. Minority interest in earnings of restaurant partnerships increased,
as a percentage of sales by Company-owned restaurants, to 4.0% in the first
fiscal quarter of 1997, compared to 3.1% in the first fiscal quarter of 1996.
This increase occurred primarily due to the improvements in operating margins
discussed above.
Selling, general and administrative expenses, as a percentage of total
revenues, decreased to 9.5% in the first fiscal quarter of 1997, compared
with 9.7% in the first fiscal quarter of 1996. Management expects this
decrease to continue in future periods because the Company expects a
significant portion of future revenue growth to be attributable to
Company-owned restaurants. Company-owned restaurants require a lower level
of selling, general and administrative expenses, as a percentage of revenues,
than the Company's franchising operations since most of
10
<PAGE>
these expenses are reflected in restaurant cost of operations and minority
interest in restaurant operations. Many of the managers and supervisors of
Company-owned restaurants own a minority interest in the restaurants, and
their compensation flows through the minority interest in earnings of
restaurant partnerships. Depreciation and amortization expense increased
approximately $0.8 million due to the purchase of buildings and equipment for
new and existing restaurants and corporate furniture and information systems
upgrades. Management expects this trend to continue due to increased capital
expenditures planned for fiscal 1997.
Income from operations increased 25.4% to $7.2 million from $5.8 million in the
first fiscal quarter of 1996. Net interest expense in the first fiscal quarter
of 1997 was consistent with the comparable quarter of fiscal 1996.
Provision for income taxes reflects an effective federal and state tax rate
of 37.25% for the first fiscal quarter of 1997, compared to 37.75% for the
comparable period in fiscal 1996. Net income for the first fiscal quarter of
1997 increased 27.3% to $4.4 million, compared to $3.5 million in the
comparable period of fiscal 1996. Earnings per share increased to $.32 per
share in the first fiscal quarter of 1997, compared to $.27 per share in the
first fiscal quarter of 1996, for an increase of 18.5%.
LIQUIDITY AND SOURCES OF CAPITAL
During the first fiscal quarter of 1997, the Company opened nine
newly-constructed restaurants, sold four restaurants to a franchisee, and
closed six restaurants. The Company funded the total capital additions for
the first fiscal quarter of 1997 of $9.8 million (which included the cost of
newly-opened restaurants, restaurants under construction, new furniture and
equipment for existing restaurants, and general corporate use) internally by
cash from operating activities and through borrowing under the Company's line
of credit. During the first fiscal quarter of 1997, the Company purchased the
real estate on all nine newly-constructed restaurants. The Company expects
to own the land and building for approximately two-thirds of its future
newly-constructed restaurants.
The Company has an agreement with a group of banks which provides the Company
with a $60 million line of credit expiring in June of 1998. The Company will
use the line of credit to finance the opening of newly-constructed
restaurants, acquisitions of existing restaurants, and other general
corporate purposes. As of November 30, 1996, the Company's outstanding
borrowings under the line of credit were $13.5 million, as well as $0.1
million in outstanding letters of credit. The available line of credit as of
November 30, 1996, was $46.4 million. As of November 30, 1996, the Company's
total cash balance of $8.8 million reflected the impact of the cash generated
from operating activities, line of credit activity, and capital expenditures
mentioned above.
The Company plans capital expenditures of approximately $50 million in fiscal
1997, excluding potential acquisitions. Those capital expenditures primarily
relate to the development of additional Company-owned restaurants,
maintenance and remodeling of Company-owned
11
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restaurants, and enhancements to existing financial and operating information
systems, including further development and installation of a point-of-sale
system. The Company expects to fund those capital expenditures through
borrowings under its existing unsecured revolving credit facility and cash
flow from operations. The Company believes that existing cash and funds
generated from internal operations, as well as borrowings under the line of
credit, will meet the Company's needs for the foreseeable future.
IMPACT OF INFLATION
Though increases in labor, food or other operating costs could adversely
affect the Company's operations, management does not believe that inflation
has had a material effect on income during the past several years. During
the first fiscal quarter of 1997, however, the Company increased prices for
its Company-owned restaurants primarily because of higher labor costs
resulting from increases in the federal minimum wage.
SEASONALITY
The Company does not expect seasonality to affect its operations in a materially
adverse manner. The Company's results during its second fiscal quarter (the
months of December, January and February) generally are lower than other
quarters because of the climate of the locations of a number of Company-owned
and franchised restaurants.
12
<PAGE>
PART II
ITEM 1. LEGAL PROCEEDINGS
During the fiscal quarter ended November 30, 1996, Sonic Corp. (the
"Company") did not have any new material legal proceedings brought against it,
its subsidiaries, or their properties. In addition, no material developments
occurred in connection with any previously reported legal proceedings against
the Company, its subsidiaries, or their properties during the last fiscal
quarter.
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
EXHIBITS. The Company has filed the following exhibits with this report:
15.01. Letter re: Unaudited Interim Financial Information.
27.01. Financial Data Schedules
FORM 8-K REPORTS. The Company did not file any Form 8-K reports during the
fiscal quarter ended November 30, 1996.
13
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Company has
caused the undersigned, duly authorized, to sign this report on behalf of the
Company.
SONIC CORP.
By: \s\ Lewis B. Kilbourne
-----------------------------------------
Lewis B. Kilbourne, Senior Vice President
and Principal Financial Officer
Date: January 14, 1997
<PAGE>
Exhibit 15.01
The Board of Directors
Sonic Corp.
We are aware of the incorporation by reference in the Registration Statement
(Form S-8 No. 33-40987) pertaining to the 1991 Sonic Corp. Directors' Stock
Option Plan, the Registration Statement (Form S-8 No. 33-40988) pertaining to
the 1991 Sonic Corp. Stock Purchase Plan and the Registration Statements
(Forms S-8 No. 333-09373, No. 33-40989 and No. 33-78576) pertaining to the
1991 Sonic Corp. Stock Option Plan, and the related Prospectuses of our
report dated January 3, 1997 relating to the unaudited condensed consolidated
interim financial statements of Sonic Corp. which are included in its Form
10-Q for the quarter ended November 30, 1996.
Pursuant to Rule 436(c) of the Securities Act of 1933 our report is not a
part of the registration statements prepared or certified by accountants
within the meaning of Section 7 or 11 of the Securities Act of 1933.
/s/ ERNST & YOUNG LLP
Oklahoma City, Oklahoma
January 3, 1997
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONDENSED
CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF INCOME FOUND ON PAGES
3 AND 4 OF THE COMPANY'S FORM 10-Q FOR THE YEAR TO DATE AND IS QUALIFIED IN IT'S
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-1997
<PERIOD-START> SEP-01-1996
<PERIOD-END> NOV-30-1996
<CASH> 8,778
<SECURITIES> 0
<RECEIVABLES> 4,764
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 17,212
<PP&E> 127,517
<DEPRECIATION> (20,443)
<TOTAL-ASSETS> 154,841
<CURRENT-LIABILITIES> 14,710
<BONDS> 22,146
0
0
<COMMON> 135
<OTHER-SE> 114,438
<TOTAL-LIABILITY-AND-EQUITY> 154,841
<SALES> 33,586
<TOTAL-REVENUES> 40,973
<CGS> 25,675
<TOTAL-COSTS> 33,756
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 191
<INCOME-PRETAX> 7,026
<INCOME-TAX> 2,617
<INCOME-CONTINUING> 4,409
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,409
<EPS-PRIMARY> .32
<EPS-DILUTED> .32
</TABLE>
