SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark one)
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999
OR
( ) TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT FOR THE
TRANSITION PERIOD FROM TO
--------- ---------
Commission file number 0-439
---------------------------------------------------------
AMERICAN LOCKER GROUP INCORPORATED
- --------------------------------------------------------------------------------
(Exact name of business issuer as specified in its charter)
DELAWARE 16-0338330
- ------------------------------- ------------------------------------
(State of other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
608 ALLEN STREET, JAMESTOWN, NY 14701
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(716)664-9600
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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.
Yes X No
---- ----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes No Not Applicable
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's class of common
stock equity as of the latest practicable date: October 26, 1999
Common Stock $1.00 par value - 2,277,118
Transitional Small Business Disclosure (check one) Yes No X
---- ----
<PAGE>
Part I - Financial Information
Item 1 - Financial Statements
<TABLE>
<CAPTION>
American Locker Group Incorporated and Subsidiaries
Consolidated Balance Sheets
<S> <C> <C>
SEPTEMBER 30, December 31,
1999 1998
--------------- -------------
ASSETS
Current assets:
Cash and cash equivalents $2,303,113 $1,188,007
Accounts and notes receivable, less allowance for
doubtful accounts (1999 $220,799; and 1998
$216,062) 3,084,584 4,062,802
Inventories 6,075,948 6,312,131
Prepaid expenses 180,144 150,808
Prepaid federal, state and foreign 195,866 0
income taxes
Deferred income taxes 501,477 501,477
--------------------------------
Total current assets 12,341,132 12,215,225
Property, plant and equipment:
Land 500 500
Buildings 390,715 388,795
Machinery and equipment 9,299,983 8,408,983
--------------------------------
9,691,198 8,798,278
Less allowances for depreciation and
amortization 8,079,198 7,681,632
---------------------------------
1,611,759 1,116,646
Deferred income taxes 137,645 137,645
---------------------------------
Total assets $14,090,536 $13,469,516
=================================
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
Consolidated Balance Sheets
<S> <C> <C>
SEPTEMBER 30, December 31,
1999 1998
-------------- ------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $823,501 $1,574,809
Commissions, salaries, wages and taxes thereon 120,802 639,822
Other accrued expenses 984,265 600,582
Federal, state and foreign income taxes payable 0 82,941
Current portion of long-term debt 200,004 200,000
------------------------------
Total current liabilities 2,128,572 3,098,154
Long-term obligations:
Long-term debt 1,883,321 533,333
Pension benefits 595,021 573,973
------------------------------
2,478,342 1,107,306
Stockholders' equity:
Common stock, $1 par value:
Authorized shares --- 4,000,000
Issued shares - 2,498,768 (2,277,118
outstanding) in 1999 and 2,422,772
(2,422,772) outstanding) in 1998 2,498,768 2,422,772
Other capital 538,455 74,867
Retained earnings 8,982,499 6,976,987
Treasury stock at cost (221,650 shares) (2,367,966) 0
Accumulated other comprehensive loss (168,134) (210,570)
---------------------------------
Total stockholders' equity 9,483,622 9,264,056
---------------------------------
Total liabilities and stockholders' equity $14,090,536 $13,469,516
=================================
See accompanying notes.
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
American Locker Group Incorporated and Subsidiaries
Consolidated Statements of Income
NINE MONTHS ENDED SEPTEMBER 30,
1999 1998
---------------------------------
<S> <C> <C>
Net sales $25,648,174 $36,817,468
Cost of products sold 18,106,204 26,019,296
---------------------------------
7,541,970 10,798,172
Selling, administrative and general expenses 4,273,570 5,284,536
---------------------------------
3,268,400 5,513,636
Interest income 57,290 60,798
Other income--net 195,374 236,483
Interest expense (89,590) (192,739)
---------------------------------
Income before income taxes 3,431,474 5,618,178
Income taxes 1,425,962 2,208,367
=================================
Net Income $2,005,512 $3,409,811
=================================
Earnings per share of common stock:
Basic $0.84 $1.41
=================================
Diluted $0.82 $1.34
=================================
Dividends per share of common stock: $0.00 $0.00
=================================
See accompanying notes.
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
American Locker Group Incorporated and Subsidiaries
Consolidated Statements of Income
THREE MONTHS ENDED SEPTEMBER 30,
1999 1998
---------------------------------
<S> <C> <C>
Net sales $7,761,363 $15,422,935
Cost of products sold 5,433,654 11,317,491
---------------------------------
2,327,709 4,105,444
Selling, administrative and general expenses 1,447,833 2,113,731
---------------------------------
879,876 1,991,713
Interest income 27,949 24,667
Other income--net 66,917 104,600
Interest expense (52,958) (62,016)
---------------------------------
Income before income taxes 921,784 2,058,964
Income taxes 419,625 825,457
=================================
Net Income $502,159 $1,233,507
=================================
Earnings per share of common stock:
Basic $0.22 $0.51
=================================
Diluted $0.22 $0.48
=================================
Dividends per share of common stock: $0.00 $0.00
=================================
See accompanying notes.
</TABLE>
5
<PAGE>
<TABLE>
<CAPTION>
American Locker Group Incorporated and Subsidiaries
Consolidated Statements of Cash Flows
NINE MONTHS ENDED SEPTEMBER 30,
1999 1998
---------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net Income $2,005,512 $3,409,811
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 426,065 518,785
Deferred income taxes (credits) 0 (140,000)
Change in assets and liabilities:
Accounts and notes receivable 978,218 (1,811,298)
Inventories 236,183 422,194
Prepaid expenses (29,336) (130,764)
Pension benefits 21,048 337,500
Accounts payable and accrued expenses (886,645) 1,387,956
Prepaid income taxes 206,193 32,515
------------------------------
Net cash provided by operating activities 2,957,238 4,026,699
INVESTING ACTIVITIES
Purchase of property, plant and equipment (921,178) (367,896)
------------------------------
Net cash used in investing activities (921,178) (367,896)
FINANCING ACTIVITIES
Net repayment under line of credit 0 (497,250)
Additional long term borrowings 1,500,000 0
Debt repayment (150,008) (850,000)
Common stock purchased and retired (41) (98)
Common stock purchased for treasury (2,367,966) 0
Proceeds from exercise of stock options 54,625 101,609
------------------------------
Net cash used in financing activities 963,390) (1,245,739)
Effect of exchange rate changes on cash 42,436 (53,083)
------------------------------
Net increase (decrease) in cash 1,115,106 2,359,981
Cash and cash equivalents at beginning of
period 1,188,007 1,154,045
==============================
Cash and cash equivalents at end of period $2,303,113 $3,514,026
==============================
Supplemental cash flow information:
Cash paid during the period for:
Interest $89,590 $192,739
==============================
Income Taxes $1,195,233 $2,068,604
==============================
See accompanying notes.
</TABLE>
6
<PAGE>
Notes to Consolidated Financial Statements
American Locker Group Incorporated and Subsidiaries
1. The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q.
Accordingly, the condensed financial statements do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of the Company's
management, all adjustments, consisting of normal recurring accruals,
considered necessary for a fair presentation of such condensed financial
statements have been included. Operating results for the nine month period
ended September 30, 1999 are not necessarily indicative of the results that
may be expected for the year ended December 31, 1999.
2. Provision for income taxes is based upon the estimated annual effective tax
rate.
3. Net income per common share is computed by dividing net income by the
weighted average number of shares outstanding, plus, when dilutive, the
common stock equivalents which would arise from the exercise of stock
options, during the periods. Basic and diluted weighted average shares
outstanding were 2,393,062 (2,419,098 in 1998) and 2,437,573 (2,549,251 in
1998) respectively for the nine month period ending September 30, 1999.
During the third quarter ended September 30, 1999 the Company paid $79,435 to
purchase 10,350 shares of common stock. During the first nine months ended
September 30, 1999, the Company paid $2,367,966 to purchase 221,650 shares of
common stock. These shares are recorded as treasury stock at September 30,
1999.
4. Inventories are valued at the lower of cost or market. Cost is determined by
using the last-in, first-out method for substantially all of the inventories.
SEPTEMBER 30, December 31,
1999 1998
Raw materials $2,049,446 $1,763,210
Work-in-process 1,641,580 2,023,542
Finished goods 2,845,431 2,985,888
---------- ----------
$6,536,457 $6,772,640
Less allowance to
reduce value to
LIFO basis (460,509) (460,509)
---------- ----------
$6,075,948 $6,312,131
========== ==========
5. Total comprehensive income consisting of net income and foreign currency
translation adjustment was $2,047,948 and $3,356,728 for the nine months
ended September 30, 1999 and September 30, 1998 respectively.
The Company entered into a new term loan during June 1999, which provides for
borrowings up to $3,000,000 at an interest rate at the bank's prevailing
prime rate. Interest only payments are due monthly through July 2000,
principal is payable over a five year term beginning in August 2000. The
outstanding balance on this term loan is $1,500,000 at September 30, 1999.
6. The Company entered into a new term loan during June 1999, which provides for
borrowings up to $3,000,000 at an interest rate at the bank's prevailing
prime rate. Interest only payments are due monthly through July 2000,
principal is payable over a five year term beginning in August 2000. The
outstanding balance on this term loan is $1,500,000 at September 30, 1999.
7
<PAGE>
Item 2. Management Discussion and Analysis of Financial Condition and Results
of Operations
American Locker Group Incorporated and Subsidiaries
FIRST NINE MONTHS 1999 VS FIRST NINE MONTHS 1998
Sales for the first nine months of 1999 of $25,648,174 were down $11,169,294 or
30.3% compared to sales of $36,817,468 during the same period in 1998. Plastic
locker sales to the United States Postal Service (USPS) totaled $18,358,941
compared to $28,063,445 during the first nine months of 1998. Cluster Box Units
(CBUs) sales were $17,426,827 compared to $26,499,711 during the first nine
months of 1998.
The decline in sales of CBUs relates to fewer units in total purchased by the
USPS compared to last year's first nine months and also to lower selling prices
per unit. The Company has maintained its dominant market share position.
However, USPS accumulation of CBU inventories in the third quarter of 1998 and
USPS operating losses associated with deferring a postal rate increase for six
months resulted in lower CBU purchases in the fourth quarter of 1998 and first
nine months of 1999. Based on current information available to the Company, the
Company believes that the long term outlook for CBU volumes remains favorable in
light of continued USPS commitment to the CBU and its operating cost reduction
benefits. Also effective September 15, 1999, the USPS had announced that it
discontinued the purchase of NDCBUs. The CBU is a modernization of the NDCBU
(which the USPS has purchased for 20 years) and is an integral part of the USPS
delivery cost reduction program identified as Centralized Delivery. Therefore,
long term CBU volumes are expected to be positively effected by replacement of
older NDCBU installations.
As previously reported, the USPS has extended the Company's national contract
through April 14, 2000. Terms of the extension were finalized on April 14, 1999
and set prices and minimum quantities for the period through April 14, 2000. The
Company lowered prices on CBUs by approximately one-third of one percent
(0.33%). The contract minimum quantity is one and is solely a legal minimum, not
indicative of USPS requirements. As previously disclosed, total CBU demand is
influenced by a number of factors over which the Company has no control,
including but not limited to: Postal budgets, policies, financial performance,
domestic new housing starts, and the weather as these units are installed
outdoors.
The two CBU competitors, each with an aluminum CBU, also received one-year
contract extensions. The Company has maintained its dominant market share
position and believes our CBU prices are competitive. The Company believes its
CBU product line continues to represent the best value when all factors,
including price, quality of design and construction, long term durability and
service are considered.
All other sales, metal and electronic were $7,289,233 for the first nine months
of 1999 compared to $8,754,023 for the first nine months of 1998. This decrease
of $1,464,790 or 16.7% relates to a general decrease in demand across all
markets served by the Company.
Cost of products sold as a percentage of sales was 70.6% during the first nine
months of 1999 compared to 70.7% in the first nine months of 1998.
Selling, general and administrative costs for the first nine months of 1999
decreased $1,010,966 over the same period in 1998. Selling, general and
administrative expense as a percent of sales was 16.7%
8
<PAGE>
compared to 14.4% during the first nine months of 1998. The increase as a
percentage of sales relates primarily to decreased sales volume.
Interest expense in the first nine months of 1999 was $89,590 compared to
$192,739 in the same period in 1998. This decrease is due to lower average
outstanding debt during 1999 versus 1998.
THIRD QUARTER 1999 VS THIRD QUARTER 1998
Third quarter sales of $7,761,363 were down $7,661,572 or 49.7% from the same
period in 1998. Plastic locker sales of $5,688,378 were down 56.2% or $7,302,404
over 1998's third quarter. Sales of other products, metal and electronic
lockers, were $2,072,985 during the third quarter of 1999, 14.8% lower than
1998.
Cost of products sold as a percentage of sales was 70.0% during the third
quarter of 1999 down from 73.4% during the third quarter of 1998.
Selling, administrative and general expenses as a percent of net sales was 18.7%
during the third quarter of 1999 compared to 13.7% in the third quarter of 1998.
Interest expense in the third quarter of $52,958 decreased from $62,016 in the
third quarter of 1998 due to lower average outstanding debt during 1999 versus
1998.
LIQUIDITY AND SOURCES OF CAPITAL
The Company continues to have adequate resources and liquidity to maintain and
expand its operations. Working capital at September 30, 1999 was $10,212,560, up
$504,887 from working capital of $9,707,673 at June 30, 1999. The ratio of
current assets to current liabilities was 5.79 to 1 at September 30, 1999, as
compared to a ratio of 3.94 to 1 at December 31. 1998. Cash provided by
operations was $2,957,238 during the first nine months of 1999, compared to
$4,026,699 provided by operating activities for the same period in 1998. The
Company's $3,000,000 line of credit is available to assist in satisfying future
working capital needs, if required.
The Company anticipates that its requirements for funds for operations and
capital expenditures will be provided principally from cash generated from
future operations. The Company also has availability under its $3,000,000 term
loan facility.
As previously announced, the Company repurchased approximately 211,000 shares of
Company common stock in private and open market transactions during the quarter
ended June 30, 1999. The Company repurchased approximately 10,350 shares of
Company common stock in private and open market transactions during the third
quarter ended September, 30, 1999. The purchase of the shares was funded by
working capital and a new $3,000,000 term loan facility with the Company's
primary bank lender. At present, $1,500,000 of the $3,000,000 facility has been
drawn.
YEAR 2000 PROJECT UPDATE
The Year 2000 (Y2K) issue relates to the fact that many computers, computer
programs, and embedded microchips support only two digits to specify a year in
the date field. Therefore, if not corrected, these systems may fail or create
erroneous results in dealing with matters which refer to dates after December
31, 1999. The Company is aware of the issues and has actively pursued corrective
action since late
9
<PAGE>
1996. Following is a project status update as of September 30, 1999.
A. Assessment
Assessment of the Company's Information Technology (IT) systems was completed
in 1997. Based on results of the assessment, the Company determined that
complete replacement of its IT system was the best course of action.
Assessment of the Company's non-IT systems with embedded microchips (security
systems, telephones, etc.) began in the first quarter of 1998 and is now
complete. No systems required renovation and none are critical to the
Company's production process.
B. Renovation
Renovation by replacement of the Company's IT system is proceeding on
schedule. New IT software that is certified Y2K compliant has been purchased,
installed, and is operational on a Novell network of personal computers.
Novell has now advised its customers that the version in use by the Company
is Y2K compliant.
Total project expenditures through September 30, 1999 were $230,000 for
hardware, software, and implementation consulting fees. This represents over
90% of the total projected project cost.
C. Validation
Validation and final testing of the new IT system commenced with full-scale
Company data starting January 1, 1999 and is completed.
D. Implementation
Final implementation of the new IT system is completed.
E. Third Party Assessment
The Company surveyed its entire vendor base during the third quarter of 1998.
Final results were compiled during the fourth quarter 1998. The Company has
verified that its major vendors are working towards Y2K compliance and that
reasonable contingency plans are in place to allow the Company's production
of its products to continue. Also, the Company as normal policy, maintains
adequate inventory of all but the most expensive components (those supplied
by vendors noted above) to safeguard against short term interruptions. The
Company has also built and will maintain a large inventory of completed CBUs
in order to ensure on-time deliveries to the USPS in spite of any Y2K related
interruptions in production. No single customer's failure to address the Y2K
issue, other than the United States Postal Service (USPS), would have a
material effect on the Company.
Worst Case Risks and Contingency Plans
In the first nine months of 1999, the Company's contract with the United States
Postal Service (USPS) accounted for over 70% of the Company's revenues. Any
interruption or slowing of USPS orders or payments as a result of Y2K related
issues would have a material adverse effect on the Company's results of
operations, liquidity, and/or financial condition. However, through
communication with the
10
<PAGE>
USPS and assessment of USPS representations related to
their Y2K project status, the Company does not anticipate Y2K related
interruptions in USPS orders or payments.
In the event that a Y2K related slowdown or stoppage in USPS orders does occur,
the Company has a contingency plan whereby CBU inventory levels would be reduced
and orders for incoming materials would be delayed or cancelled in order to free
working cash. The Company's $3,000,000 line of credit, as well as other
financial instruments, may be utilized if necessary.
The forward looking statements contained in the Year 2000 Project Update should
be read in conjunction with the Company's disclosures under the heading "Safe
Harbor Statement under the Private Securities Litigation Reform Act of 1995."
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Forward-looking statements in this report, including without limitation,
statements relating to the Company's plans, strategies, objectives,
expectations, intentions and adequacy of resources, are made pursuant to the
Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that such forward-looking statements involve risks and
uncertainties including without limitation the following: (i) the Company's
plans, strategies, objectives, expectations, and intentions are subject to
change at any time at the discretion of the Company, (ii) the Company's plans
and results of operations will be affected by the Company's ability to manage
its growth and inventory, and (iii) other risks and uncertainties indicated from
time to time in the Company's filings with the Securities and Exchange
Commission.
Part II
Item 1. Legal Matters
In September 1998 and subsequent months, the Company was named as an additional
defendant in over 50 cases pending in state court in Massachusetts. The
plaintiffs in each such case assert that the Company manufactured and furnished
to various shipyards components containing asbestos during the period from 1948
to 1972 and that injuries resulted from exposure to such products. The assets of
this division were sold by the Company in 1973. Based upon investigations
conducted by the Company to date, the Company has discovered no evidence that
the former division manufactured or supplied any products containing asbestos.
Therefore, barring the discovery of contrary evidence, the Company does not
anticipate that these actions will have any substantial impact on the Company's
operations or financial condition. Defense of these cases has been assumed by
the Company's insurance carrier, subject to a customary reservation of rights.
In December 1998, the Company was named as a defendant in a lawsuit titled
"ROBERTA RAIPORT, ET AL. V. GOWANDA ELECTRONICS CORP. AND AMERICAN LOCKER GROUP,
INC." pending in the State of New York Supreme Court, County of Cattaragus. The
suit involves property located in Gowanda, New York which was sold by the
Company to Gowanda Electronics Corp. prior to 1980. The plaintiffs, current or
former property owners in Gowanda, New York, assert that defendants each
operated machine shops at the site during their respective periods of ownership
and that as a result of such operation soil and groundwater contamination
occurred which has adversely affected the plaintiffs and the value of
plaintiffs' properties. The plaintiffs assert a number of causes of action and
seek compensatory damages
11
<PAGE>
of $5,000,000 related to alleged diminution of property values, $3,000,000 for
economic losses and "disruption to plaintiffs' lives," $10,000,000 for
"nuisance, inconveniences and disruption to plaintiffs' lives," $25,000,000 in
punitive damages, and $15,000,000 to establish a "trust account" for monitoring
indoor air quality and other remedies." The Company believes that its potential
liability with respect to this site, if any, is de minimis. Therefore, based on
the information currently available, management does not believe the outcome of
this suit will have a substantial impact on the Company's operations or
financial condition. Defense of this case has been assumed by the Company's
insurance carrier, subject to a customary reservation of rights.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27.1 Financial Data Schedule dated September 30, 1999.
(b) The Company did not file any reports on Form 8-K during the three months
ended September 30, 1999.
12
<PAGE>
S I G N A T U R E
In accordance with the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
AMERICAN LOCKER GROUP INCORPORATED
(Registrant)
/s/ Edward F. Ruttenberg
----------------------------------
Edward F. Ruttenberg
Chairman and Chief Executive Officer
Date: November 1, 1999
---------------------------
13
<PAGE>
EXHIBIT INDEX
.
Prior Filing
or Sequential
EXHIBIT NO. EXHIBIT INDEX Page No. Herein
----------- ------------- ---------------
27.1 Financial Data Schedule dated
September 30, 1999
14
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
EXHIBIT 27.1
AMERICAN LOCKER GROUP INCORPORATED
FINANCIAL DATA SCHEDULE
SEPTEMBER 30, 1999
This schedule contains summary financial information extracted from SEC Form
10-Q and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000008855
<NAME> AMERICAN LOCKER GROUP INCORPORATED
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> DEC-31-1998
<PERIOD-END> SEP-30-1999
<EXCHANGE-RATE> 1.0000
<CASH> 2,303,113
<SECURITIES> 0
<RECEIVABLES> 3,084,584
<ALLOWANCES> 220,799
<INVENTORY> 6,075,948
<CURRENT-ASSETS> 12,341,132
<PP&E> 9,691,198
<DEPRECIATION> 8,079,439
<TOTAL-ASSETS> 14,090,536
<CURRENT-LIABILITIES> 2,128,572
<BONDS> 1,883,321
0
0
<COMMON> 2,498,768
<OTHER-SE> 6,984,854
<TOTAL-LIABILITY-AND-EQUITY> 14,090,536
<SALES> 25,648,174
<TOTAL-REVENUES> 25,900,838
<CGS> 18,106,204
<TOTAL-COSTS> 18,106,204
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 89,590
<INCOME-PRETAX> 3,431,474
<INCOME-TAX> 1,425,962
<INCOME-CONTINUING> 2,005,512
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,005,512
<EPS-BASIC> .84
<EPS-DILUTED> .82
</TABLE>
