<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: April 4, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number: 1-11012
Glacier Water Services, Inc.
-----------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware 33-0493559
- ----------------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2261 Cosmos Court, Carlsbad, California 92009
- ----------------------------------------- ------------------------------------
(Address of principal executive offices) (Zip Code)
(760) 930-2420
-----------------------------------------
(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 (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. YES [X] NO [ ]
Indicate the number of shares outstanding of each of issuer's class of common
stock as of the latest practicable date: 2,849,769 shares of common stock, $.01
par value, outstanding at May 2, 1999.
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
GLACIER WATER SERVICES, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
<TABLE>
<CAPTION>
April 4, January 3,
1999 1999*
--------------- ---------------
(unaudited)
<S> <C> <C>
ASSETS
- ------
Current assets:
Cash and cash equivalents............................................... $ 1,539 $ 109
Investments, available for sale......................................... 22,538 31,037
Accounts receivable..................................................... 1,017 1,348
Inventories............................................................. 2,842 2,890
Prepaid expenses and other.............................................. 1,416 1,388
-------- --------
Total current assets................................................. 29,352 36,772
Property and equipment, net of accumulated depreciation.................... 55,930 54,939
Other assets............................................................... 12,667 8,804
-------- --------
Total assets............................................................... $ 97,949 $100,515
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Current liabilities:
Accounts payable........................................................ $ 1,019 $ 656
Accrued commissions .................................................... 1,596 1,469
Accrued liabilities..................................................... 1,896 2,146
-------- --------
Total current liabilities.......................................... 4,511 4,271
Long-term debt............................................................. 87,125 85,000
Deferred income taxes...................................................... 668 1,960
Stockholders' equity:
Preferred stock, $.01 par value; 100,000 shares authorized,
no shares issued or outstanding......................................... - -
Common stock, $.01 par value;
10,000,000 shares authorized, 2,851,669 and
2,959,975 shares issued and outstanding, respectively................... 34 34
Additional paid-in capital.............................................. 15,963 15,963
Retained earnings....................................................... 6,797 9,389
Treasury stock, at cost, 568,656 and 460,350 shares, respectively....... (14,193) (11,549)
Cumulative unrealized loss on investments............................... (2,956) (4,553)
-------- --------
Total stockholders' equity........................................... 5,645 9,284
-------- --------
Total liabilities and stockholders' equity................................. 97,949 $100,515
======== ========
</TABLE>
* Amounts derived from audited information
See accompanying notes
1
<PAGE>
GLACIER WATER SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except shares and per share data)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
April 4, April 5,
1999 1998
----------- -----------
<S> <C> <C>
Revenues......................................................................... $ 12,623 $ 12,814
Operating costs and expenses:
Operating expenses............................................................ 8,236 8,411
Selling, general and administrative expenses.................................. 2,189 1,941
Depreciation and amortization................................................. 2,599 2,437
---------- ----------
Total operating costs and expenses........................................ 13,024 12,789
---------- ----------
Income (loss) from operations.................................................... (401) 25
Other (income) expense:
Interest expense............................................................. 1,980 1,636
Investment (income) loss..................................................... 1,503 (873)
---------- ----------
Total other expense.............................................................. 3,483 763
---------- ----------
Loss before income taxes......................................................... (3,884) (738)
Income tax benefit............................................................... (1,292) (252)
---------- ----------
Net loss......................................................................... $ (2,592) $ (486)
========== ==========
Basic and diluted net loss per share............................................. $ (.87) $ (.15)
========= ==========
Weighted average shares outstanding.............................................. 2,987,879 3,211,988
========== ==========
</TABLE>
Glacier Water Services, Inc.
Consolidated Statements of Comprehensive Income (Loss)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
-------------------------------
April 4, April 5,
1999 1998
-------------- --------------
<S> <C> <C>
Net loss $(2,592) $(486)
------- -----
Unrealized gain (loss) on securities, net of tax:
Unrealized holding gain (loss) arising during the period 389 (182)
Less: reclassification adjustment for losses (gains)
included in net gain (loss) 1,986 (276)
------- -----
Net unrealized gain (loss) (1,597) 94
------- -----
Comprehensive loss $(4,189) $(392)
======= =====
</TABLE>
See accompanying notes
2
<PAGE>
GLACIER WATER SERVICES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
-------------------------------
April 4, April 5,
1999 1998
------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $(2,592) $ (486)
Adjustments to reconcile net income (loss) to net cash provided by
Operating activities:
Depreciation and amortization 2,599 2,437
Loss on disposal of assets -- 9
Realized loss (gain) on sales of investments 1,986 (276)
Change in operating assets and liabilities:
Accounts receivable 331 (461)
Inventories 48 (241)
Prepaid expenses and other (28) (652)
Payments for prepaid marketing incentives (4,304) (119)
Other assets (5) (410)
Deferred income taxes (1,292) (252)
Accounts payable, accrued liabilities and accrued commissions 240 1,261
------- --------
Total adjustments (425) 1,296
------- --------
Net cash provided by (used in) operating activities (3,017) 810
------- --------
Cash flows from investing activities:
Net investment in vending equipment (2,990) (4,592)
Purchase of property and equipment (33) (95)
Purchase of investments (7,282) (39,686)
Proceeds from sale and maturities of investments 15,271 7,180
------- --------
Net cash provided by (used in) investing activities 4,966 (37,193)
------- --------
Cash flows from financing activities:
Issuance of long term debt, net of fees -- 81,600
Proceeds from long-term borrowings 9,175 950
Principal payments on long debt (7,050) (29,682)
Proceeds from issuance of stock -- 117
Purchase of treasury stock (2,644) (1,040)
------- --------
Net cash provided by (used in) financing activities (519) 51,945
------- --------
Net increase in cash 1,430 15,562
Cash, beginning of period 109 13
------- --------
Cash, end of period $ 1,539 $ 15,575
======= ========
</TABLE>
See accompanying notes
3
<PAGE>
GLACIER WATER SERVICES, INC.
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
------------------------
April 4, April 5,
1999 1998
-------- --------
<S> <C> <C>
Cash paid for interest $1,966 $1,622
====== ======
Cash paid for income taxes $ -- $ 4
====== ======
</TABLE>
See accompanying notes
4
<PAGE>
GLACIER WATER SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
April 4, 1999
(unaudited)
1. Summary of Significant Accounting Policies
Basis of Presentation
In the opinion of the Company's management, the accompanying consolidated
financial statements reflect all adjustments (consisting only of normal
recurring accruals) necessary for a fair presentation of the consolidated
financial position of the Company as of April 4, 1999 and the consolidated
results of its operations and its cash flows for the three-month periods ended
April 4, 1999 and April 5, 1998. Although the Company believes that the
disclosures in these financial statements are adequate to make the information
presented not misleading, certain information, including footnote information,
normally included in financial statements prepared in accordance with generally
accepted accounting principles has been condensed or omitted pursuant to the
rules and regulations of the Securities and Exchange Commission. Results of
operations for the period ended April 4, 1999 are not necessarily indicative of
results to be expected for the full year. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Company's Annual Report on Form 10-K for the year ended January 3, 1999.
Reclassification
Certain prior year amounts have been reclassified to conform to the current
presentation.
2. Investments
Investments are accounted for in accordance with FASB Statement No. 115,
Accounting for Certain Investments in Debt and Equity Securities, which requires
that the Company determine the appropriate classification of investments at the
time of purchase and reevaluate such designation as of each balance sheet date.
At April 4, 1999 and January 3, 1999, the Company considered all investments as
available for use in its current operations, and therefore classified them as
short-term, available-for-sale investments. Available-for-sale investments are
stated at fair value, with unrealized gains and losses, if any, net of tax,
reported as a separate component of stockholders' equity. Realized gains or
losses from the sale of investments, write-downs associated with investments
deemed to be permanently impaired, interest income and dividends are included in
investment income or loss in the accompanying statements of operations. The cost
of securities sold is based on the specific identification method.
At April 4, 1999, short-term investments consisted of the following (in
thousands):
<TABLE>
<CAPTION>
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
----- ----- ------- ---------
<S> <C> <C> <C> <C>
Corporate securities $11,031 $206 $(1,708) $ 9,529
Convertible securities 2,103 -- (38) 2,065
Mortgage backed securities 1,562 -- (638) 924
------- ---- ------- -------
Total debt securities 14,696 206 (2,384) 12,518
Equity securities 10,798 526 (1,304) 10,020
------- ---- ------- -------
Total investments available $25,494 $732 $(3,688) $22,538
for sale ======= ==== ======= =======
</TABLE>
5
<PAGE>
GLACIER WATER SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
April 4, 1999
(unaudited)
The Company's primary market risk exposures are interest rate risk and
equity price risk. At April 4, 1999, the Company held a portfolio of marketable
securities with an estimated fair value equal to $22,538,000. Of that amount,
the estimated fair value of the Company's total debt investments available for
sale was $12,518,000, including $2,065,000 in convertible debt securities, and
the estimated fair value of the Company's total equity securities available for
sale was $10,020,000, including $7,858,000 in convertible preferred securities.
The Company's exposure to interest rate risk relates primarily to the
opportunity cost of fixed rate obligations. The Company's exposure to equity
price risk relates primarily to the risk that the market price of a security may
fluctuate or drop over time.
Proceeds from sales or maturities of marketable securities for the quarter
ended April 4, 1999 were $15,271,000. Gross realized gains on such sales for
the quarter ended April 4, 1999 were $194,000. Gross realized losses for the
quarter ended April 4, 1999 were $2,180,000. Corporate securities have maturity
dates from January 2001 to March 2006. Corporate debt securities have maturity
dates from February 2001 to May 2008. Mortgage backed securities have maturity
dates from April 2017 to December 2021. The Company's investment guidelines
include investing approximately $10.2 million of its portfolio with a
professional asset management firm whose investment approach consists of
investing in hedged transactions. Each position in the portfolio is created by
purchasing a convertible debt or equity security and selling short the
underlying common stock against it. The remainder of the Company's investment
portfolio is invested by Kayne Anderson Investment Management, primarily in
fixed rate corporate bonds and mortgage backed securities. The gross unrealized
gains and losses reflected in the above table are primarily the result of these
investment approaches.
As of April 4, 1999, one of the Company's corporate debt security investments
has declined in value by approximately $2.2 million. The issuer of this security
is experiencing financial difficulty and is in bankruptcy proceedings.
Additionally, the debt instrument is currently in default. As a result of the
Company's most recent review of this security, the Company believes that it is
permanently impaired and as a result, has taken a $1.6 million write-down on
this investment. This amount is included in the investment losses for the
quarter ended April 4, 1999.
At January 3, 1999, investments available for sale consisted of the following
(in thousands):
<TABLE>
<CAPTION>
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
----- ----- ------ -----
<S> <C> <C> <C> <C>
Corporate securities $14,424 $159 $(2,722) $11,861
Convertible securities 4,259 197 (13) 4,443
Mortgage backed securities 2,337 - (1,139) 1,198
------- ------------ ------- -------
Total debt securities 21,020 356 (3,874) 17,502
Equity securities 14,570 37 (1,072) 13,535
------ ------------ ------- -------
Total investments available
$35,590 $393 $(4,946) $31,037
for sale ======= ============ ======= =======
</TABLE>
6
<PAGE>
GLACIER WATER SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
April 4, 1999
(unaudited)
3. New Credit Facility
On January 27, 1999, the Company entered into a new $8.0 million unsecured
credit facility with Tokai Bank of California with a maturity date of May 1,
2000. The credit facility requires quarterly interest payments at the Bank's
prime rate (7.75% per annum at January 27, 1999) or LIBOR plus 1.60% (6.63% per
annum at January 27, 1999). As of April 4, 1999, the Company had approximately
$5.8 million of funds available under the agreement. Outstanding amounts under
this credit facility are included in long term debt as of April 4, 1999.
7
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Results of Operations
- ---------------------
Overview
- --------
During the fourth quarter of 1998, the Company made a decision to remove
approximately 1,450 machines at under-performing locations. These machines were
primarily located at small independent retailers and the Company intends to
relocate these machines to large supermarket and drug store chains where the
Company expects that better performance will be achieved. As of April 4, 1999,
substantially all of these machines have been removed from operations and the
Company believes that they will be re-deployed over the balance of the year. As
a result of the removal of these machines, the Company ended the quarter with
12,775 machines in operation, compared to 12,857 machines in operation at April
5, 1998.
Revenues
- --------
For the quarter ended April 4, 1999, revenues decreased 1.5% to
$12,623,000, from $12,814,000 for the first quarter a year ago. The decrease in
revenues was due to the reduction of machines mentioned above and due to the
continuing negative impact on revenues from adverse media attention last fall
surrounding a study conducted by Los Angeles County which questioned the quality
of drinking water dispensed from water vending machines.
Costs and Expenses
- ------------------
Operating expenses for the quarter ended April 4, 1999 were $8,236,000, or
65.2% of revenues, compared to $8,411,000, or 65.6% of revenues in the same
period last year. The total dollar decrease in cost is associated with having
fewer machines in operation throughout the first quarter of 1999.
Selling, general and administrative ("SG&A") expenses for the quarter ended
April 4, 1999 increased to $2,189,000, or 17.3% of revenues, compared to
$1,941,000, or 15.1% of revenues in the same period last year. The increase in
total dollars is due primarily to increased legal expenses incurred in
connection with patent litigation.
Depreciation and amortization expense was $2,599,000, for the quarter ended
April 4, 1999, compared to $2,437,000 in the same period last year. The increase
in total dollars was due to the addition of new machines installed last year.
Interest expense increased to $1,980,000, for the quarter ended April 4,
1999, compared to $1,636,000 in the same period last year. The increase was
associated with the issuance of the $85 million of Trust Preferred Stock in the
first quarter of 1998. The Company had $1,503,000 of investment losses in the
quarter ended April 4, 1999, as a result of a write-down of $1.6 million on a
debt security deemed to be permanently impaired, compared to investment income
of $873,000 in the same period last year.
As a result of the foregoing, the net loss for the quarter ended April 5,
1998 was $2,592,000, or $.87 per share, compared with a net loss of $486,000, or
$.15 per share for the same period last year.
8
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS - (Continued)
Liquidity and Capital Resources
- -------------------------------
On January 27, 1998, the Company, through a newly created business trust
and wholly-owned subsidiary, completed a public offering of 3.4 million of
9.0625% Cumulative Trust Preferred Securities with a liquidation amount of $25
per security (the "Trust Preferred Securities"). The proceeds from the sale of
the Trust Preferred Securities were used to purchase an equivalent amount of 9
1/16% Junior Subordinated Debentures of the Company (the "Debentures"). With
the net proceeds of $81.6 million from the sale of the Debentures, the Company
repaid its outstanding bank debt of approximately $28.7 million, terminated its
bank credit agreement and invested the remainder in cash equivalents and short-
term marketable securities. These investments, as well as cash flows from
operations, are the Company's primary sources of liquidity. In addition, the
Company has the capacity to borrow up to $5 million from a national brokerage
firm against its investments in marketable securities, at an interest rate of
6.5% per annum.
On January 27, 1999, the Company entered into a new $8.0 million unsecured
credit facility with Tokai Bank of California with a maturity date of May 1,
2000. The credit facility requires quarterly interest payments at the Bank's
prime rate (7.75% per annum at January 27, 1999) or LIBOR plus 1.60% (6.63% per
annum at January 27, 1999). As of April 4, 1999, the Company had approximately
$5.8 million of funds available under the agreement. Outstanding amounts under
this credit facility are included in long term debt as of April 4, 1999.
At April 4, 1999, the Company had cash and cash equivalents and marketable
securities of $24.1 million, and working capital of $24.8 million. For the
quarter ended April 4, 1999, net cash used by operations totaled $3.0 million.
Net cash provided by financing and investing activities was $4.4 million for the
quarter ended April 4, 1999.
Quantitative and Qualitative Disclosures About Market Risk
- ----------------------------------------------------------
The Company's primary market risk exposures are interest rate risk and
equity price risk. At April 4, 1999, the Company held a portfolio of marketable
securities with an estimated fair value equal to $22,538,000. Of that amount,
the estimated fair value of the Company's total debt investments available for
sale was $12,518,000, including $2,065,000 in convertible debt securities, and
the estimated fair value of the Company's total equity securities available for
sale was $10,020,000, including $7,858,000 in convertible preferred securities.
The Company's exposure to interest rate risk relates primarily to the
opportunity cost of fixed rate obligations. The Company's exposure to equity
price risk relates primarily to the risk that the market price of a security may
fluctuate or drop over time.
The Company's investment guidelines include investing approximately $15.5
million of its portfolio with a professional asset management firm whose
investment approach consists of investing in hedged transactions. Each hedged
position in the Company's portfolio is created by purchasing a convertible debt
or equity security and selling short the underlying common stock against it.
The purpose of entering into these hedged transactions is to minimize the impact
of interest rate fluctuations and equity price risk on the Company's invested
portfolio. The remainder of the Company's investment portfolio is invested by
Kayne Anderson Investment Management, primarily in fixed rate corporate bonds
and mortgage backed securities.
9
<PAGE>
The table below presents principal cash flows and related weighted average
interest rates by expected maturity dates for the Company's derivative
investments:
<TABLE>
<CAPTION>
Cash Flow (in thousands)
-----------------------------------------------------------------------------------------
1999 2000 2001 2002 2003 Thereafter Total
----- ----- ----- ----- ----- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Security
- --------
Convertible Debt
Principal $ 0 $ 0 $ 500 $ 0 $ 500 $1,750 $2,250
Interest 87 124 124 94 94 104 629
Weighted average
interest rate 5.6% 5.6% 5.6% 5.6% 5.4% 5.0%
Convertible Preferred
Stock
Principal $ 0 $ 0 $ 262 $ 398 $ 0 $ 0 $ 660
Interest 727 881 877 847 841 (2) (2)
Weighted average
interest rate 7.9% 7.2 % 7.2% 7.2% 7.2% 7.2%
</TABLE>
(1) Dividends paid-in-kind have been included (based on their cash value) in
the calculations for the convertible preferred stock.
(2) Beyond 2003, interest payments on convertible preferred stock generally
continue so long as the Company continues to hold the security.
Statements in this report that are not purely historical are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements with respect to the financial condition
and results of operations of the Company involve risks and uncertainties
including, but not limited to, trade relations, dependence on certain locations
and competition. Further information on potential factors which could affect
the financial condition and results of operations of the Company are included in
the filings of the Company with the Securities and Exchange Commission,
including, but not limited to, the Company's Registration Statement on Form S-
2, as amended, (File No. 333-40335) and its Annual Report on Form 10-K for the
year ended January 3, 1999.
10
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
On October 28, 1998, Pure Fill Corporation commenced an action
against the Company in the California Superior Court for the County of
Stanislaus, known as Pure Fill Corporation v. Glacier Water Services,
Inc., Case No. 182981, alleging causes of action against the Company for
antitrust, violation of the California Unfair Practices Act, unfair
competition, and tortious interference with prospective business
advantage. Plaintiff alleges, among other things, that the Company sold
vended water below its cost, provided secret rebates, payments and
commissions, engaged in discriminatory pricing practices and conspired
with various supermarket retailers to monopolize the market in violation
of state antitrust and unfair competition laws. Plaintiff seeks
unspecified damages and injunctive relief. On April 23, 1999 after the
Court had sustained Glacier's demurrer to Pure Fill's First Amended
Complaint, Pure Fill filed its Second Amended Complaint. To date,
discovery has not been completed, and no trial date has been set. The
Company denies all of the allegations and intends vigorously to protect
its rights in this lawsuit. However, there can be no assurance that the
lawsuit will be resolved in favor of the Company.
On October 13, 1998, Aqua Natural Purefect Water, Inc. ("Aqua
Natural") commenced an action against the Company, and others, in Harris
County, Texas, known as Aqua Natural Purefect Water, Inc. v. The Kroger
Company et al., Case No. 98-48829. On January 19, 1999, Aqua Natural
filed its First Amended Complaint alleging civil conspiracy to defraud,
conversion, tortious interference with existing and prospective
contracts, intentional infliction of emotional distress and breach of
contract. Aqua Natural alleges that the Company interfered with an
existing contract and business relationship between Kroger and Aqua
Natural and that during the changeover of water vending systems, the
Company and its agents damaged Aqua Natural's equipment. Aqua Natural
seeks unspecified damages and attorney's fees. On or about May 7, 1999,
the Company was served with the First Amended Complaint. The Company
denies all of the allegations and intends to vigorously protect its
rights in this lawsuit. However, there can be no assurance that the
lawsuit will be resolved in favor of the Company.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
--------
Exhibit 27. 1 Financial Data Schedule.
b. Reports on Form 8-K
-------------------
None
EXHIBITS
--------
27.1 Financial Data Schedule
11
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GLACIER WATER SERVICES, INC.
Date: May 19, 1999 By: /s/Jerry A. Gordon
------------ -----------------------------------------
Jerry A. Gordon
President and Chief Operating Officer
Date: May 19, 1999 By: /s/W. David Walters
------------ -----------------------------------------
W. David Walters
Chief Financial Officer and
Vice President, Finance
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-02-2000
<PERIOD-START> JAN-04-1999
<PERIOD-END> APR-04-1999
<CASH> 1,539
<SECURITIES> 22,538
<RECEIVABLES> 1,017
<ALLOWANCES> 0
<INVENTORY> 2,842
<CURRENT-ASSETS> 29,352
<PP&E> 89,400
<DEPRECIATION> (33,470)
<TOTAL-ASSETS> 97,949
<CURRENT-LIABILITIES> 4,511
<BONDS> 0
0
0
<COMMON> 34
<OTHER-SE> 5,611
<TOTAL-LIABILITY-AND-EQUITY> 97,949
<SALES> 12,623
<TOTAL-REVENUES> 12,623
<CGS> 0
<TOTAL-COSTS> 13,024
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,483
<INCOME-PRETAX> (3,884)
<INCOME-TAX> (1,292)
<INCOME-CONTINUING> (2,592)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,592)
<EPS-PRIMARY> (.87)
<EPS-DILUTED> (.87)
</TABLE>
