FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
Commission file number 0-8133
UNION PLAZA HOTEL AND CASINO INC.
(Exact name of registrant as specified in its charter)
Nevada 88-0110085
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
No. 1 Main Street 89125
Las Vegas, Nevada (Zip Code)
(Address of principal
executive offices)
(702) 386-2110
(Registrant's telephone number, including area code)
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
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:
Outstanding at
Class of Common Stock March 31, 1997
$.50 par value 758,419 shares
<PAGE>
The Securities and Exchange Commission
Washington D.C.
The financial information included herein is unaudited. In
addition, the financial information does not include all
disclosures required under generally accepted accounting
principles because certain note information included in the
Company's annual report has been omitted; however, such
information reflects all adjustments (consisting soley of normal
recurring adjustments) which are, in the opinion of Management,
necessary to a fair statement of the results for the interim
period.
/s/ JOHN D. GAUGHAN
John D. Gaughan, President
Las Vegas, Nevada
May 09, 1997
<PAGE>
PART 1. - Financial Information
Item 1. Financial Statements
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
Amounts in Thousands
[CAPTION]
MARCH 31, 1997 and DECEMBER 31, 1996
ASSETS
MARCH 31, DECEMBER 31,
1997 1996
[S] [C] [C]
Current Assets:
Cash $ 2,418 $ 2,982
Accounts receivable 837 883
Inventories of food, beverage
and supplies 453 528
Prepaid expense 1,036 997
Total current assets 4,744 5,390
Property and equipment:
Land 7,012 7,012
Buildings 56,746 56,746
Leasehold improvements 3,514 3,484
Furniture and equipment 34,349 34,176
101,621 101,418
Less accumulated depreciation
and amortization 60,299 59,253
Net property and equipment 41,322 42,165
Other assets 1,944 1,762
$ 48,010 $ 49,317
The accompanying notes are an integral
part of these financial statements.
<PAGE>
LIABILITIES AND STOCKHOLDERS' EQUITY
MARCH 31, DECEMBER 31,
1997 1996
[S] [C] [C]
Current liabilites:
Accounts payable $ 1,878 $ 2,323
Accrued liabilities 1,927 2,143
Checks issued against future deposits 330
Current portion of long-term debt 320 320
Current portion of obligations under
capital leases 713 714
Total current liabilities 4,838 5,830
Long-term debt, less current portion 18,880 18,970
Obligations under capital leases, less
current portion 3,356 3,525
Deferred income taxes 4,023 4,015
31,097 32,340
Commitments and contingencies
Stockholders' equity:
Common stock, $.50 par value; authorized
20,000,000 shares; issued 1,500,000
shares; Outstanding 758,469 shares at
December 31, 1996 and 758,419 shares
at March 31, 1997. 750 750
Additional paid-in capital 5,462 5,462
Retained earnings 26,010 24,635
32,222 30,847
Less treasury stock, at cost, 741,351
shares at December 31, 1996 and 741,581
shares at March 31, 1997 13,872 13,870
Total stockholders' equity 16,913 16,977
48,010 49,317
The accompanying notes are an integral
part of these financial statements.
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(UNAUDITED)
[CAPTION]
Amounts in thousands, except per share data
THREE MONTHS ENDED MARCH 31, 1997 AND 1996
1997 1996
[S] [C] [C]
REVENUES:
Casino $ 8,874 $10,622
Food and Beverage 2,574 2,598
Rooms 3,010 3,147
Other 587 603
GROSS REVENUES 15,045 16,970
Less promotional complimentaries 1,975 2,104
NET REVENUES 13,070 14,866
OPERATING EXPENSES:
Casino 3,381 3,784
Food and Beverage 3,869 3,486
Rooms 1,421 1,401
General & Administrative 1,164 1,245
Entertainment 121 126
Advertising & Promotion 18 71
Utilities & Maintenance 1,292 1,341
Depreciation & Amortization 1,067 1,097
Provisions for Doubtful Accts. 19 (9)
Other Costs and Expenses 320 361
TOTAL OPERATING EXPENSES 12,672 12,903
OPERATING INCOME 398 1,963
OTHER INCOME (EXPENSE):
Interest Income 1 5
Interest Expense (535) (603)
TOTAL OTHER INCOME (EXPENSE) (534) (598)
INCOME BEFORE INCOME TAXES (136) 1,365
INCOME TAXES (73) 464
NET INCOME ( 63) 901
EARNINGS PER COMMON SHARE ($0.08) $1.18
The accompanying notes are an integral
part of these financial statements.
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
FOR THREE MONTHS ENDED MARCH 31, 1997 AND 1996
Amounts in thousands, except per share data
INCREASE IN CASH AND CASH EQUIVALENTS
1997 1996
[S] [C] [C]
Cash flows from operating activities:
Cash received from customers $ 12,947 $ 14,853
Cash paid to suppliers and employees (12,514) (12,120)
Interest received 1 5
Interest paid (535) (603)
Income taxes paid 0 0
Net cash provided by operating activities (101) 2,135
Cash flows from investing activities:
Proceeds from sale of property & equipment 0 0
Proceeds from sale of bonds 0 0
Purchase of property and equipment (203) (302)
Net cash used in investing activities (203) (302)
Cash flows from financing activities:
Proceeds from note payable to Stockholder 0 0
Principal payments on capital lease (169) (148)
Principal payments on long-term debt (90) (850)
Purchase of Treasury Stock 1 0
Net cash used in financing activities (260) (998)
Net increase (decrease) in cash &
cash equivalents (564) 835
Cash and cash equivalents
at 12/31/96 & 12/31/95 2,982 2,959
Cash and cash equivalents,
at 3/31/97 & 3/31/96 2,418 3,794
RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING
ACTIVITIES
Net income for period ended
3/31/97 and 3/31/96 $ (63) $ 901
Adjustments to reconcile net income to
Net cash provided by operating activities:
Depreciation and amortization 1,056 1,120
Gain on sale of assets 0 0
Bad debt expense 0 (9)
(Increase) decrease in assets:
Accounts receivable 46 125
Interest receivable 0 11
Inventories 75 (8)
Prepaid expenses (48) (77)
Other assets (188) 40
Increase (decrease) in liabilities:
Accounts payable and accrued expenses (906) (401)
Interest payable 0 0
Income Tax Payable (73) 433
Total adjustments (38) 1,234
Net cash provided by operating activities (101) 2,135
The accompanying notes are an integral
part of these financial statements.
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The accompanying consolidated financial statements include
the accounts of Union Plaza Hotel and Casino, Inc. (the Company)
and its wholly-owned subsidiaries. All material intercompany
balances and transactions have been eliminated in consolidation.
Nature of the Operations and Basis of Accounting
The Company's wholly-owned subsidiary, Union Plaza Operating
Company, operates hotel and gaming operations in downtown Las
Vegas, Nevada. A substantial portion of the operating revenues
of the Company's subsidiary is derived from gaming operations
which are subject to extensive regulations in the State of Nevada
by the Gaming Commission, the Gaming Control Board and local
regulatory agencies. The Company does not anticipate any material
changes in which the financial results are reported due to the
adoption of new or proposed accounting pronouncements.
In 1994, the Company organized Union Plaza Experience, Inc.
as a wholly owned subsidiary to participate with other downtown
Las Vegas casino enterprises and the City of Las Vegas
Redevelopment Agency, in a redevelopment project known as the
Fremont Street Experience. Investment at March 31, 1997 was
$792,000 and $716,000 at December 31. 1996. The Company has
no other materially important subsidiaries or operations.
Management believes that the Company's procedures for
supervising casino operations, recording casino and other
revenues and for granting credit comply in all material respects
with applicable regulations.
Casino Receivables and Revenue
Credit is extended to certain casino customers and the
Company records all unpaid advances as casino receivables on the
date credit was granted. Allowances for estimated uncollectable
casino receivables are provided to reduce the receivables to
amounts anticipated to be collected. The Company recognizes as
casino revenue the net win (which is the difference between
amounts wagered and amounts paid to winning patrons) from gaming
activities.
Promotional Allowances
Gross revenues include the retail value of complimentary
food and beverage and hotel services furnished to customers. The
retail value of these promotional allowances is deducted to
arrive at net revenues.
Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect certain reported amounts and disclosures.
Property and Equipment
Property and equipment are stated at cost. Expenditures for
additions, renewals and betterments are capitalized; expenditures
for maintenance and repairs are charged to expenses as incurred.
Upon retirement or disposal of assets, the cost and accumulated
depreciation are eliminated from the accounts and the resulting
gain or loss is included in income. Depreciation, including
amortization of a capitalized lease, is computed using the
straight-line method. Leasehold improvements (distinguished from
unamortized leasehold costs) are amortized over the lives of the
leases.
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Property and Equipment (Continued)
Property and equipment, including capitalized leases, are
depreciated over their estimated useful lives of 3 to 20 years
for land improvements, 20 to 40 years for buildings, 5 to 30
years for leasehold improvements and 3 to 10 years for furniture
and equipment.
Other Assets
Leasehold costs are being amortized on a straight-line basis
over the initial 30-year term of the lease. Expansion of gaming
rights is being amortized on a straight line basis over 20 years.
Subordination of security interest in lease is being amortized on
a straight-line basis over 15 years.
Progressive Slot Liability
The Company has installed a number of progressive slot
machines. As coins are played the amount available to win
increases and will be paid out when the appropriate jackpot is
hit. In accordance with common industry practice, the Company
has recorded the liability and has charged this amount against
casino revenue.
Earnings Per Common Share
Earnings per common share was computed by dividing net
income by the weighted average number of shares of common stock
outstanding during each period.
Inventories
Inventories are valued at the lower of cost, (first-in,
first-out) or market. Maintenance and other operating supplies
are stated at estimated amounts considered by management to be
necessary to conduct full operations. Subsequent replacements
are charged to expense.
Income Taxes
The Company and its subsidiaries file a consolidated Federal
Income Tax return. Deferred income taxes are provided to reflect
the tax effect of timing differences between financial and tax
reporting, principally related to depreciation, slot machine
revenue, interest costs, accrued expenses, capitalization of
leases, capitalization of property costs and write-down of
facilities and other investments to estimated recoverable value.
The Company accounts for the investment tax credit as a
reduction of income tax expense in the year in which such credits
are utilized. Carryforwards of this credit, as well as the tax
effect of net operating loss carryforwards, are shown as a
reduction to deferred income taxes.
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Statement of Cash Flows
The Statements of Cash Flows classify changes in cash and
cash equivalents according to operating, investing and financing
activities. For purposes of the statement of cash flows, the
Company considers all highly liquid debt instruments purchased
with a maturity of three months or less to be cash equivalents.
NOTE 2 - ACCOUNTS RECEIVABLE
Accounts receivable consists of the following:
March 31 December 31
1997 1996
Casino $279,000 $408,000
Hotel 343,000 336,000
Other 252,000 236,000
874,000 980,000
Less allowance for
doubtful accounts 37,000 14,000
$837,000 $966,000
NOTE 3 - OTHER ASSETS
Other assets consist of the following:
March 31 December 31
1997 1996
Expansion of gaming rights, less
accumulated amortization of $ 172,000 $ 182,000
$638,000 and $628,000
Investment in Nevada Pari-Mutuel
Association 10,000
Net investment in direct financing
lease, net of current portion (Note 7) 177,000 186,000
Leasehold costs, less accumulated
amortization of $374,000 and
$378,000 61,000 65,000
Investment in Fremont Street
Experience 792,000 716,000
Deposits and other 732,000 613,000
$ 1,944,000 $ 1,762,000
NOTE 4 - ACCRUED LIABILITIES
Accrued liabilities consist of the following:
March 31, December 31,
1997 1996
Salaries and Wages $ 592,000 $1,083,000
Union back wages 82,000 82,000
Taxes, other than tax on income 386,000 325,000
Other 867,000 653,000
$1,927,000 $2,143,000
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
NOTE 5 - INCOME TAXES
The Internal Revenue Service has examined the Company's
Federal income tax returns through 1991. Management is of the
opinion that all taxes have been paid or provided for through
March 31, 1997.
NOTE 6 - LONG-TERM DEBT
March 31, December 31,
Long-term debt consists of the following: 1997 1996
Note Payable to Exber, Inc. at the Prime
Interest Rate payable in monthly
installments of $158,265 including
principal and interest, until July 6,
2004 at which time the balance is due.
The note is secured by a first deed of
trust in land and building (See Note 9). 19,200,000 19,290,000
Less current portion 320,000 320,000
$18,880,000 $18,970,000
Principal payments on long-term debt during the succeeding
five years are as follows:
1997 (Remaining nine months) 230,000
1998 347,000
1999 377,000
2000 409,000
2001 444,000
Thereafter $17,303,000
<PAGE>
Maturities were calculated based upon interest rates in
effect at March 31, 1997.
NOTE 7 - LEASES
The Company leases equipment and hotel and bus depot
property under long-term lease agreements which are classified as
capital leases. The lease with Exber, Inc. (See Note 9) covering
the hotel and bus depot property expires in 2001 with renewals.
The hotel and bus depot property lease contains one renewal
option of twenty-five years and four renewal options of ten
years. The bus depot property is sublet to Greyhound Lines Inc.
under a lease expiring in 2001, with two ten-year renewal
options available. The value of the lease with Exber, Inc. is as
follows:
March 31, December 31,
1997 1996
Land and Buildings $9,242,000 $9,242,000
Less accumulated amortization 8,485,000 8,441,000
757,000 801,000
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
NOTE 7 - LEASES (CONTINUED)
The following is a schedule of future minimum lease payments
as of March 31, 1997.
1997 (Remaining nine months) $ 937,000
1998 1,250,000
1999 1,250,000
2000 1,250,000
2001 729,000
Total minimum lease payments 5,416,000
Less amount representing interest 1,347,000
Present value of net minimum
lease pmts under capital leases 4,069,000
Less current portion 714,000
Long-term obligations under
capital leases 3,355,000
SUBLEASES
The bus depot property under a capital lease is sublet as
follows:
March 31, December 31,
1997 1996
Minimum future rents receivable $287,000 $303,000
Less amount representing interest 71,000 79,000
Minimum lease payments receivable 216,000 224,000
Less current portion (included in
accounts receivable) 38,000 38,000
Net investment in direct
financing lease (See Note 3) 178,000 186,000
<PAGE>
UNION PLAZA HOTEL AND CASINO, INC. AND SUBSIDIARIES
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
Other sublet rental property:
The Company rents building space to several retail stores
under various short-term leases. Income from these
subleases, included in other income, was 76,000 and $191,000
at March 31, 1997 and December 31, 1996, respectively.
NOTE 8 - EMPLOYEE BENEFIT PLANS
Although the Company contributes to a discretionary executive
bonus plan, there were no contributions for the first three months
on 1997 compared to 1996 when the Company contributed $241,000.
The Company also has a qualified profit sharing plan for
eligible employees. Contributions to this plan are made at the
discretion of the Board of Directors and benefits are limited to
the allocated interests in fund assets. Contributions for the
first three months of 1996 and 1995 were $75,000 for each period.
NOTE 9 - RELATED PARTIES
On December 18, 1991, Exber, Inc., a 45.21% stockholder as
of March 31, 1997, loaned the Company $1,800,000, payable
interest only in monthly installments at 10% per annum, with
principal due in full December 19, 1996. During February 1992
this loan was increased to $3,000,000 subject to the same terms
and maturity date of the original borrowing. During February
1993 this loan was refinanced to $18,000,000, interest only
at the prime rate published in the Wall Street Journal until
February 14, 1999. On February 14, 1994 an additional $1,500,000
was added to this loan bringing the loan balance to $19,500,000
with the same terms and maturity date. On June 3, 1994 an
additional $3,700,000 was borrowed and the balance refinanced
payable in monthly installments of $158,265 including principal
and interest, until July 6, 2004. The majority of the proceeds
of the note were used to retire the outstanding debt to Bank of
America. The outstanding balance of the note at March 31, 1997 was
$19,200,000.
Exber, Inc. also leased to the Company land and buildings in
Las Vegas, Nevada. Annual payments by the Company and its
subsidiaries are approximately $1,250,000. The leases extend
through 2001 with renewal options.
NOTE 10 - CONTINGENCIES
The Company has contingent liabilities with respect to
lawsuits and other matters arising in the ordinary course of
business. In the opinion of management, no material liability
exists with respect to these contingencies.
<PAGE>
PART 1. - FINANCIAL INFORMATION
ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
The Company had total cash assets amounting to $2,418,000
(5.1% of total assets) at March 31, 1997 and $2,982,000 (6.0%
of total assets) at December 31, 1996. The ratio of current
assets to current liabilities was 1.0 to 1 at March 31, 1997
and 1.0 to 1 at December 31, 1996. Long-term debt obligations,
including current maturities was $19,200,000 at March 31, 1997
and $19,290,000 at December 31, 1996. Due to the liquidity
provided by gaming activities, management believes that its
working capital ratio is sufficient to meet normal operating
requirements and to service the existing debt. While
management does not foresee any material factors that would
adversely affect operating conditions at the hotel and casino,
an extended period of declining revenues due to competitive
factors could affect the Company's ability to service long-
term debt obligations. Management is confident that terms
of the existing debt agreement could be modified to meet
the needs of the Company should a crisis arise.
As of March 31, 1996, outstanding receivables were
$837,000 compared to $966,000 at December 31, 1996. The
decline in receivables is largely attributed to a decline
in casino credit issued. Inventories declined to $453,000
from $528,000 at December 31, 1996 due to timing differences
while prepaid expenses rose moderately to $1,036,000 from
$997,000. The decline in total accounts payable during
the past quarter are largely the result of casino payroll
which was payable at year-end. There were no other material
changes in balance sheet figures during the first three
months of 1997.
Investing activities for the Company were limited to
periodic investments in the Fremont Street Experience
through the Union Plaza Experience subsidiary. There were
no significant share buy back transactions in the first
quarter. Capital expenditures were also minimal for the
first three months of the year as asset purchases were
limited to minor improvements and general refurbishment
at the Company's hotel and casino complex. The Company
does not anticipate any material capital spending in the
near future. The Company did not conduct any material
financing activities during the first quarter of 1997.
RESULTS OF OPERATIONS
The Company's gross revenues declined by $1,925,000
(11.4%) in the first three months compared to the same
period in 1996. During the first quarter of 1997, casino
revenues fell $1,748,000 (16.5%) as each segment of the
gaming operation declined when compared to the same period
in 1996. The first quarter of 1996 was robust due to the
"must see" aspect of the Fremont Street Experience that had
just opened. While the Fremont Street Experience continues
to operate its nightly shows, the novelty appears to have
subsided over the past twelve months.
<PAGE>
14
ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Casino operations suffered from a decline in live table
games revenue of $749,000, slot revenues declined by $470,000,
race and sports book declined by $357,000, and, keno and card
room revenues fell by $95,000. Revenues in each department
declined as the result of less played at the tables, slots
and counter games. In addition, race and sports book revenues
were negatively impacted by a dispute between Nevada race books
and the California Thoroughbred Owners whereas California races
are no longer being simulcasted in Nevada. Resolvement of this
issue remains uncertain at this time.
Gross food and beverage revenues were down only slightly
from 1996 benefiting from healthy hotel occupancy levels.
The hotel occupancy levels improved by one half of a
percentage to 98.6% compared to 1996, however, room revenues
were down by $137,000 (4.4%) as the result of lower room rates.
The Company continues to price its rooms aggressively in the
face of increased competition in the Las Vegas market.
Management believes that keeping the hotel at maximum occupancy
is necessary to the casino operation.
For the three months ended March 31, 1997, total operating
expenses declined by $231,000 or 1.8%. Casino operating costs
declined by $403,000 as costs tied to revenue fell
proportionately with the revenue loss. Improvements in casino
operating costs were offset by an 11% increase in food and
beverage costs attributed to higher cost of sales expense and
an increase in wages paid for culinary workers. General and
administrative costs also fell during the period as the
Company experienced fewer workmen compensation claims and no
executive bonuses were issued. Utilities and maintenance costs
also fell slightly during the period as there were fewer
expenditures on repair and maintenance materials.
Overall, the Company reported a net loss of $63,000
($.08 a share) for the quarter ended March 31, 1997
compared to net income of $901,000 ($1.18 a share) a year
earlier.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934 the registrant had duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
UNION PLAZA HOTEL AND CASINO, INC.
(REGISTRANT)
Date: May 14, 1997 /SS/ JOHN D. GAUGHAN
JOHN D. GAUGHAN, President
Date: May 14, 1997 /SS/ LARRY DOLESH
LARRY DOLESH, Vice President
of Finance
Date: May 14, 1997 /SS/ JOHN P. JONES
JOHN P. JONES, Vice President &
Treasurer
Date: May 14, 1997 /SS/ ALAN J. WOODY
ALAN J. WOODY, Controller
16
[ARTICLE] 5
<TABLE>
<S> <C>
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] DEC-31-1997
[PERIOD-END] MAR-31-1997
[CASH] 2418000
[SECURITIES] 0
[RECEIVABLES] 837000
[ALLOWANCES] 0
[INVENTORY] 453000
[CURRENT-ASSETS] 4744000
[PP&E] 101621000
[DEPRECIATION] 60299000
[TOTAL-ASSETS] 48010000
[CURRENT-LIABILITIES] 4838000
[BONDS] 19200000
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 750000
[OTHER-SE] 16913000
[TOTAL-LIABILITY-AND-EQUITY] 48010000
[SALES] 2574000
[TOTAL-REVENUES] 15045000
[CGS] 3869000
[TOTAL-COSTS] 6916000
[OTHER-EXPENSES] 2679000
[LOSS-PROVISION] 19000
[INTEREST-EXPENSE] 535000
INCOME-PRETAX> (136000)
[INCOME-TAX] (73000)
[INCOME-CONTINUING] (73000)
[DISCONTINUED]
[EXTRAORDINARY]
[CHANGES]
[NET-INCOME] (63000)
[EPS-PRIMARY] (.08)
[EPS-DILUTED] (.08)
</TABLE>
