UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
-----------------------------------------------
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED): FEBRUARY 9, 2000
OCWEN FINANCIAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA 0-21341 65-0039856
(STATE OR OTHER (COMMISSION FILE NUMBER (I.R.S. EMPLOYER
JURISDICTION IDENTIFICATION NO.)
OF INCORPORATION)
THE FORUM, SUITE 1000
1675 PALM BEACH LAKES BOULEVARD, WEST PALM BEACH, FLORIDA 33401
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (561) 682-8000
N/A
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
PAGE 1 OF 9
EXHIBIT INDEX ON PAGE 4
<PAGE>
ITEM 5. OTHER EVENTS
The news release of the Registrant dated February 9, 2000, announcing its 1999
fourth quarter results and certain other information is attached hereto and
filed herewith as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a)-(b) Not applicable.
(c) Exhibits
The following exhibits are filed as part of this report:
99.1 Text of a press release by the Registrant dated
February 9, 2000.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
OCWEN FINANCIAL CORPORATION
(Registrant)
By: /s/ MARK S. ZEIDMAN
----------------------------------------
Mark S. Zeidman
Senior Vice President and
Chief Financial Officer
Date: February 10, 2000
3
<PAGE>
INDEX TO EXHIBIT
EXHIBIT NO. DESCRIPTION PAGE
----------- ----------- ----
99.1 News release of the Registrant dated 5
February 9, 2000, announcing its
1999 fourth quarter results and
certain other information.
4
Exhibit 99.1
- --------------------------------------------------------------------------------
[GRAPHIC LETTERHEAD LOGO OMITTED] OCWEN FINANCIAL CORPORATION
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION, CONTACT:
CHERYL A. GUSTITUS
VP, CORPORATE COMMUNICATIONS
T: (561) 682-8575
E: [email protected]
OCWEN FINANCIAL CORPORATION ANNOUNCES
1999 AND FOURTH QUARTER RESULTS
WEST PALM BEACH, FL - (February 9, 2000) Ocwen Financial Corporation (NYSE: OCN)
today reported net income for its fourth quarter ended December 31, 1999 of $1.3
million, or $0.02 per diluted share, compared to a net loss of $10.6 million, or
$0.17 per diluted share for the fourth quarter of 1998. For the year ended
December 31, 1999, the Company reported net income of $19.8 million, or $0.31
per diluted share, compared to a net loss of $1.2 million, or $0.02 per diluted
share for the year ended December 31, 1998.
Results for the fourth quarter of 1999 included an extraordinary gain on
repurchases of the Company's debt securities of $6.7 million or $0.10 per share.
Pre tax impairment charges in the 1999 fourth quarter on the company's portfolio
of residual and subordinate mortgage backed securities totaled $10.7 million vs.
$28.5 million in the 1998 fourth quarter. Other operating results included a
loss at Ocwen Technology Xchange in the 1999 fourth quarter of $7.8 million
compared to $3.5 million in the 1998 fourth quarter. The fourth quarter loss
includes a one time charge of $3.4 million reflecting the cumulative impact of a
reduction in the estimated useful life of the goodwill associated with the
acquisitions made by OTX. Losses related to the Company's equity investment in
Kensington Mortgage amounted to $3.1 million in the 1999 fourth quarter compared
to $2.9 million for the same period in 1998. Following the merger of Ocwen Asset
Investment Corp. (OAC) and OCN in October 1999, the fourth quarter of 1999
reflects operating income at OAC of $3.1 million vs. equity in the losses of OAC
of $8.7 million in the fourth quarter of 1998. The fourth quarter of 1998
included pre tax income from Ocwen UK of $16.1 million, while no income is
included in the 1999 fourth quarter, reflecting the sale of Ocwen UK in the
third quarter of 1999.
There were a number of key factors that contributed to annual results for 1999
as compared to 1998, including: a pre tax gain of $50.4 million earned from the
sale of Ocwen UK; continued growth in the profitability of the domestic mortgage
loan servicing business, which reported a 58.8% increase in net income to $12.9
million in 1999 as compared to 1998; a reduction in the amount of impairment
charges recorded on the securities portfolio from $129.7 million in 1998 to
$58.8 million in 1999; a reduction in reported gain on sale of interest earning
assets from approximately $130.0 million in 1998 to $44.3 million in 1999,
reflecting the Company's decision in the third quarter of 1999 to discontinue
the practice of structuring securitizations as sales transactions thus
precluding recognition of gain-on-sale accounting; and, an increase in net
losses incurred by Ocwen Technology Xchange from $9.6 million in 1998 to $19.2
million in 1999, reflecting the continuing investment in the development of the
Company's technology businesses.
The Company's financial position as of December 31, 1999 and its results of
operations reflect its continuing strategy to reduce its dependence on capital
intensive activities, increase its fee based service businesses and strengthen
its balance sheet. Continuing the stock repurchase program (authorized for up to
6 million shares), the Company repurchased approximately 4.6 million shares as
of December 31, 1999 at an average price of $6.61 per share. At the same time,
the Company improved its leverage position during 1999, increasing the ratio of
stockholders' equity to assets from 13.12% at December 31, 1998 to 15.39% at
December 31, 1999. At December 31, 1999, total assets equaled approximately $3.3
billion, including $658.9 million resulting from the merger with OAC; excluding
the OAC assets, total assets decreased by $637.5 million, or 19% from December
31, 1998.
5
<PAGE>
Ocwen Financial Corporation Fourth Quarter Results
February 9, 2000
The Company's portfolio of residual and subordinate mortgage backed securities
as of December 31, 1999 totaled $195.1 million, of which $103.4 million was
acquired as a result of the merger with OAC, and $91.7 million represented the
remaining balance of the OCN portfolio. The Company continues to examine
opportunities to reduce its exposure to this asset class through the sale or
resecuritization of the securities. In this regard, during 1999 the OCN
portfolio decreased by 63% from a balance of $249.1 million at December 31,
1998. In December 1999, four subprime residuals acquired from OAC were
resecuritized in a net interest margin securitization ("NIMS"). The transaction,
which generated net cash proceeds of $39.7 million from the issuance of $40
million of BB-rated NIMS bonds, was structured for accounting purposes as a
non-recourse financing transaction rather than as a sale. Therefore, the four
subprime residuals that serve as collateral for the NIMS transaction, which had
a fair value of approximately $52.7 million at December 31, 1999, are included
on the Consolidated Statement of Financial Condition in "Match-funded loans and
securities, net" and exposure to loss on the four subprime residuals was reduced
by $40 million. Additionally, the Company sold a CMBS security subsequent to
year-end, further reducing its securities portfolio by approximately $38.2
million. Therefore, the year-end portfolio adjusted for the sale of the CMBS
security reflects exposure in this asset class of approximately $169.6 million.
RECENT DEVELOPMENTS
Subsequent to December 31, 1999, OCN acquired a portfolio of 44 discount
commercial loans for a cost of $167.6 million. The portfolio includes both
performing and non-performing loans. The Company also repurchased $20 million
par amount of its debt securities for a $3.2 million pre tax gain. And, the
Company sold BTC 1997 S-1, a CMBS acquired in conjunction with the OAC merger,
for net proceeds of $40.9 million, resulting in a pre-tax gain of $2.8 million.
Ocwen Financial Corporation is a financial services company headquartered in
West Palm Beach, Florida. The Company's primary businesses are the acquisition,
servicing and resolution of subperforming and nonperforming residential and
commercial mortgage loans, as well as the related development of loan servicing
technology and business-to-business e-commerce solutions for the mortgage and
real estate industries. Additional information about Ocwen Financial Corporation
is available at www.ocwen.com.
CERTAIN STATEMENTS CONTAINED HEREIN MAY NOT BE BASED ON HISTORICAL FACTS AND ARE
"FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES
ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934,
AS AMENDED. THESE FORWARD-LOOKING STATEMENTS MAY BE IDENTIFIED BY REFERENCE TO A
FUTURE PERIOD(S) OR BY THE USE OF FORWARD-LOOKING TERMINOLOGY SUCH AS
"CONTINUE," FUTURE OR CONDITIONAL VERB TENSES, SIMILAR TERMS, VARIATIONS ON SUCH
TERMS OR NEGATIVES OF SUCH TERMS. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM
THOSE INDICATED IN SUCH STATEMENTS DUE TO RISKS, UNCERTAINTIES AND CHANGES WITH
RESPECT TO A VARIETY OF FACTORS, INCLUDING CHANGES IN THE KNOWLEDGE OF OCN OR
MARKET CONDITIONS AS THEY EXIST ON THE DATE HEREOF, APPLICABLE ECONOMIC
ENVIRONMENTS, GOVERNMENT FISCAL AND MONETARY POLICIES, PREVAILING INTEREST OR
CURRENCY EXCHANGE RATES, EFFECTIVENESS OF INTEREST RATE, CURRENCY AND OTHER
HEDGING STRATEGIES, LAWS AND REGULATIONS AFFECTING FINANCIAL INSTITUTIONS AND
REAL ESTATE OPERATIONS (INCLUDING REGULATORY FEES, CAPITAL REQUIREMENTS, INCOME
AND PROPERTY TAXATION AND ENVIRONMENTAL COMPLIANCE), COMPETITIVE PRODUCTS,
PRICING AND CONDITIONS, CREDIT, PREPAYMENT, BASIS, DEFAULT, SUBORDINATION AND
ASSET/LIABILITY RISKS, LOAN SERVICING EFFECTIVENESS, THE ABILITY TO IDENTIFY
ACQUISITIONS AND INVESTMENT OPPORTUNITIES MEETING OCN'S INVESTMENT STRATEGY,
SOFTWARE INTEGRATION, DEVELOPMENT AND LICENSING, FINANCIAL AND SECURITIES
MARKETS, AVAILABILITY OF ADEQUATE AND TIMELY SOURCES OF LIQUIDITY, DEPENDENCE ON
EXISTING SOURCES OF FUNDING, ABILITY TO REPAY OR REFINANCE INDEBTEDNESS (AT
MATURITY OR UPON ACCELERATION), AVAILABILITY OF DISCOUNT LOANS FOR PURCHASE,
SIZE OF, NATURE OF AND YIELDS AVAILABLE WITH RESPECT TO THE SECONDARY MARKET FOR
MORTGAGE LOANS, FINANCIAL, SECURITIES AND SECURITIZATION MARKETS IN GENERAL,
ALLOWANCES FOR LOAN LOSSES, GEOGRAPHIC CONCENTRATIONS OF ASSETS, CHANGES IN REAL
ESTATE CONDITIONS (INCLUDING VALUATION, REVENUES AND COMPETING PROPERTIES),
ADEQUACY OF INSURANCE COVERAGE IN THE EVENT OF A LOSS, YEAR 2000 COMPLIANCE,
INTEGRATION OF THE BUSINESS OF OAC, THE MARKET PRICES OF THE COMMON STOCK OF
OCN, OTHER FACTORS GENERALLY UNDERSTOOD TO AFFECT THE REAL ESTATE ACQUISITION,
MORTGAGE AND LEASING MARKETS AND SECURITIES INVESTMENTS, AND OTHER RISKS
DETAILED FROM TIME TO TIME IN OCN'S REPORTS AND FILINGS WITH THE SECURITIES AND
EXCHANGE COMMISSION, INCLUDING ITS REGISTRATION STATEMENTS ON FORMS S-4 AND S-3
AND PERIODIC REPORTS ON FORMS 8-K, 10-Q AND 10-K, INCLUDING EXHIBIT 99.1
ATTACHED TO OCN'S FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 1999.
6
<PAGE>
Ocwen Financial Corporation Fourth Quarter Results
February 9, 2000
<TABLE>
<CAPTION>
NET (LOSS) INCOME BY BUSINESS SEGMENT
Three Months Ended December 31, Year Ended December 31,
------------------------------- ---------------------------
(Dollars in thousands) 1999 1998 1999 1998
----------- ------------ ----------- ------------
<S> <C> <C> <C> <C>
Discount loans:
Single family residential loans............. $ (3,156) $ (10,663) $ (10,996) $ 15,444
Commercial real estate loans................ 8,229 5,661 14,747 37,001
--------- ----------- ----------- ------------
5,073 (5,002) 3,751 52,445
Domestic mortgage loan servicing.............. 4,049 3,989 12,939 8,148
Investment in low-income housing tax credits.. 1,717 1,327 8,960 9,662
Commercial real estate lending................ 888 767 5,630 13,549
UK operations................................. (3,272) 7,464 36,429 12,246
OTX........................................... (7,762) (3,546) (19,190) (9,619)
Domestic subprime single family residential
lending..................................... (6,832) (15,554) (18,234) (21,951)
Investment securities......................... (388) (3,187) (3,874) (59,281)
OAC........................................... 3,114 (7,684) 365 (9,750)
Unsecured collections......................... (1,652) (483) (4,110) (1,036)
Corporate items and other..................... 6,337 11,332 (2,834) 4,387
--------- ----------- ----------- ------------
$ 1,272 $ (10,577) $ 19,832 $ (1,200)
========= =========== =========== ============
ASSET ACQUISITION
(Unpaid principal balance)
------------------------- -------------------------
For the periods ended December 31, Three Months Twelve Months
- ------------------------------------ ------------------------- Increase ------------------------- Increase
(Dollars in thousands) 1999 1998 (Decrease) 1999 1998 (Decrease)
----------- ----------- ----------- ----------- ----------- -----------
Discount Loan Acquisitions:
Single family residential ............ $ 180,936 $ 190,898 $ (9,962) $ 516,744 $ 613,201 $ (96,457)
Multi-family residential ............. 2,932 62,013 (59,081) 78,244 231,151 (152,907)
Commercial real estate ............... 2,940 17,717 (14,777) 150,244 264,676 (114,432)
Other ................................ 4,514 3,320 1,194 17,414 14,699 2,715
----------- ----------- ----------- ----------- ----------- -----------
$ 191,322 $ 273,948 $ (82,626) $ 762,646 $ 1,123,727 $ (361,081)
=========== =========== =========== =========== =========== ===========
Subprime Loan Purchases and
Originations:
Domestic ........................... $ -- $ 193,332 $ (193,332) $ 253,873 $ 1,080,751 $ (826,878)
Foreign (Ocwen UK) ................. -- 120,175 (120,175) 516,397 673,407 (157,010)
----------- ----------- ----------- ----------- ----------- -----------
$ -- $ 313,507 $ (313,507) $ 770,270 $ 1,754,158 $ (983,888)
=========== =========== =========== =========== =========== ===========
Loans acquired as a result of
the OAC merger:
Single family residential .......... $ 13,224 $ -- $ 13,224 $ 13,224 $ -- $ 13,224
Single family residential -
matched funded loans ............... 124,467 -- 124,467 124,467 -- 124,467
Multi-family residential ........... 30,402 -- 30,402 30,402 -- 30,402
Commercial real estate ............. 50,276 -- 50,276 50,276 -- 50,276
----------- ----------- ----------- ----------- ----------- -----------
$ 218,369 $ -- $ 218,369 $ 218,369 $ -- $ 218,369
=========== =========== =========== =========== =========== ===========
</TABLE>
7
<PAGE>
Ocwen Financial Corporation Fourth Quarter Results
February 9, 2000
<TABLE>
<CAPTION>
OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS)
Three Months Twelve Months
---------------------------- ----------------------------
For the periods ended December 31, 1999 1998 1999 1998
- ----------------------------------------------------------- ------------ ------------ ------------ ------------
Interest income:
<S> <C> <C> <C> <C>
Federal funds sold and repurchase agreements ............ $ 2,530 $ 2,986 $ 8,942 $ 7,930
Securities available for sale ........................... 14,632 15,051 62,831 40,705
Loans available for sale ................................ 348 10,606 25,724 56,791
Loans ................................................... 9,698 6,921 28,683 38,609
Discount loans .......................................... 37,262 31,495 121,854 160,847
Match funded loans ...................................... 3,104 -- 3,104 --
Investment securities and other ......................... 549 (823) 2,086 2,812
------------ ------------ ------------ ------------
68,123 66,236 253,224 307,694
------------ ------------ ------------ ------------
Interest expense:
Deposits ................................................ 23,205 28,916 98,370 116,584
Securities sold under agreements to repurchase .......... 1,565 1,644 7,456 6,514
Obligations outstanding under lines of credit ........... 1,411 6,197 13,530 34,587
Bonds match funded loan agreement ....................... 2,101 -- 2,101 --
Notes, debentures and other interest bearing obligations 11,048 6,844 31,297 27,208
------------ ------------ ------------ ------------
39,330 43,601 152,754 184,893
------------ ------------ ------------ ------------
Net interest income before provision for loan losses .... 28,793 22,635 100,470 122,801
Provision for loan losses ............................... 1,522 4,775 6,710 18,509
------------ ------------ ------------ ------------
Net interest income after provision for loan losses ..... 27,271 17,860 93,760 104,292
Non-interest income (loss):
Servicing fees and other charges ........................ 18,673 20,136 75,437 59,180
Gain on interest earning assets, net .................... 712 27,899 44,298 129,988
Impairment charges on securities available for sale ..... (10,697) (28,533) (58,777) (129,714)
(Loss) gain on real estate owned, net ................... (3,858) 1,269 (2,060) 14,033
Amortization of excess of net assets acquired
over purchase price ................................. 3,201 -- 3,201 --
Other income ............................................ 2,890 9,839 83,620 39,696
------------ ------------ ------------ ------------
10,921 30,610 145,719 113,183
------------ ------------ ------------ ------------
Non-interest expense:
Compensation and employee benefits ...................... 21,182 31,835 102,173 115,556
Occupancy and equipment ................................. 3,447 4,684 18,501 17,652
Technology and communication costs ...................... 4,829 5,966 19,647 17,560
Loan expenses ........................................... 1,846 6,548 12,618 25,373
Net operating loss on investments in real estate and
certain low-income housing tax credit interests ...... 3,671 3,633 10,156 8,621
Amortization of excess of purchase price
over net assets acquired ............................. 3,677 8,010 4,448 11,614
Other operating expenses ................................ 6,076 11,809 31,390 31,886
------------ ------------ ------------ ------------
44,728 72,485 198,933 228,262
------------ ------------ ------------ ------------
Distributions on Company-obligated, mandatorily redeemable
securities of subsidiary trust holding solely
junior subordinated debentures ......................... 2,915 3,399 13,111 13,594
Equity in (losses) earnings of investment
in unconsolidated entities .............................. (3,134) (11,443) (12,616) (7,985)
------------ ------------ ------------ ------------
Income (loss) before income taxes ....................... (12,585) (38,857) 14,819 (32,366)
Income tax (expense) benefit .............................. 6,986 27,811 (2,608) 30,699
Minority interest in net loss of consolidated subsidiary.. 141 469 638 467
------------ ------------ ------------ ------------
Income (loss) before extraordinary gain ................... (5,458) (10,577) 12,849 (1,200)
Extraordinary gain on repurchase of debt, net of tax ...... 6,730 -- 6,983 --
------------ ------------ ------------ ------------
Net income (loss) ...................................... $ 1,272 $ (10,577) $ 19,832 $ (1,200)
============ ============ ============ ============
Income (loss) per share:
Basic:
Net income (loss) before extraordinary gain .......... $ (0.08) $ (0.17) $ 0.20 $ (0.02)
Extraordinary gain ................................... 0.10 -- 0.11 --
------------ ------------ ------------ ------------
Net income (loss) .................................... $ 0.02 $ (0.17) $ 0.31 $ (0.02)
============ ============ ============ ============
Diluted:
Net income (loss) before extraordinary gain .......... $ (0.08) $ (0.17) $ 0.20 $ (0.02)
Extraordinary gain ................................... 0.10 -- 0.11 --
------------ ------------ ------------ ------------
Net income (loss) .................................... $ 0.02 $ (0.17) $ 0.31 $ (0.02)
============ ============ ============ ============
Weighted average common shares outstanding:
Basic ................................................... 70,245,465 60,797,467 63,051,015 60,736,950
============ ============ ============ ============
Diluted ................................................. 70,277,966 60,797,467 63,090,282 60,736,950
============ ============ ============ ============
</TABLE>
8
<PAGE>
Ocwen Financial Corporation Fourth Quarter Results
February 9, 2000
<TABLE>
<CAPTION>
OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands, except per share data) December 31, December 31,
1999 1998
-------------- --------------
<S> <C> <C>
Assets
Cash and amounts due from depository institutions .................... $ 153,459 $ 120,805
Interest earning deposits ............................................ 116,399 49,374
Federal funds sold ................................................... 112,000 275,000
Securities available for sale, at fair value ......................... 587,518 593,347
Loans available for sale, at lower of cost or market ................. 45,213 177,847
Investment securities ................................................ 10,965 10,825
Loan portfolio, net .................................................. 157,408 230,312
Match funded loans and securities, net ............................... 157,794 --
Discount loan portfolio, net ......................................... 913,229 1,026,511
Investments in low-income housing tax credit interests ............... 150,989 144,164
Investment in unconsolidated entities ................................ 37,118 86,893
Real estate owned, net ............................................... 167,506 201,551
Investment in real estate ............................................ 268,241 36,860
Premises and equipment, net .......................................... 49,038 33,823
Income taxes receivable .............................................. -- 34,333
Deferred tax asset, net .............................................. 136,920 66,975
Excess of purchase price over net assets acquired .................... 13,207 12,706
Principal, interest and dividends receivable ......................... 10,024 18,993
Escrow advances on loans and loans serviced for others ............... 162,548 108,078
Other assets ......................................................... 59,737 98,711
-------------- --------------
$ 3,309,313 $ 3,327,108
============== ==============
Liabilities and Stockholders' Equity
Liabilities:
Deposits .......................................................... $ 1,842,286 $ 2,194,816
Securities sold under agreements to repurchase .................... 47,365 72,051
Bonds - match funded agreements ................................... 141,515 --
Obligations outstanding under lines of credit ..................... 187,866 179,285
Notes, debentures and other interest bearing obligations .......... 317,573 225,000
Accrued interest payable .......................................... 32,569 33,706
Excess of net assets acquired over purchase price ................. 56,841 --
Income taxes payable .............................................. 6,369 --
Accrued expenses, payables and other liabilities .................. 57,487 60,282
-------------- --------------
Total liabilities ............................................... 2,689,871 2,765,140
-------------- --------------
Company-obligated, mandatory redeemable securities of subsidiary trust
holding solely junior subordinated debentures of the Company ...... 110,000 125,000
Minority interest .................................................... -- 592
Stockholders' equity:
Preferred stock, $.01 par value; 20,000,000 shares
authorized; 0 shares issued and outstanding ................... -- --
Common stock, $.01 par value; 200,000,000 shares authorized;
68,571,575 and 60,800,357 shares issued and outstanding
at December 31, 1999, and December 31, 1998, respectively ...... 686 608
Additional paid-in capital ........................................ 232,340 166,234
Retained earnings ................................................. 277,002 257,170
Accumulated other comprehensive income, net of taxes:
Net unrealized gain on securities available for sale ........... 163 14,057
Net unrealized foreign currency translation loss ............... (749) (1,693)
-------------- --------------
Total stockholders' equity ...................................... 509,442 436,376
-------------- --------------
$ 3,309,313 $ 3,327,108
============== ==============
</TABLE>
9
