<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1996
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to _________
Commission File Number 1-13074
STERLING HEALTHCARE GROUP, INC.
-------------------------------
(Exact Name of Registrant as Specified in its Charter)
Florida 65-0337205
----------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
6855 Red Road, Suite 400
Coral Gables, Florida 33134
----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code 305-665-1911
Indicate by check mark whether the Registrant has: (1) 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 for the past 90 days. Yes X No
--- ---
As of August 6, 1996, the Company had a total of 8,447,917 shares of Common
Stock outstanding, par value $.0001 per share.
<PAGE> 2
STERLING HEALTHCARE GROUP, INC.
TABLE OF CONTENTS
<TABLE>
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets -
June 30, 1996 (unaudited) and December 31, 1995................... 1
Condensed Consolidated Statements of Operations - three and six
months ended June 30, 1996 and 1995 (unaudited)................... 2
Condensed Consolidated Statements of Cash Flows - three and six
months ended June 30, 1996 and 1995 (unaudited)................... 3
Notes to Consolidated Condensed Financial Statements (unaudited).. 4
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations......................................... 5
PART II. OTHER INFORMATION
Item 1. Legal Proceedings ................................................ 8
Item 2. Changes in Securities............................................. 8
Item 3. Defaults Upon Senior Securities................................... 8
Item 4. Submission of Matters to Vote of Security Holders................. 9
Item 5. Other Information................................................. 9
Item 6. Exhibits and Reports on Form 8-K.................................. 9
SIGNATURES................................................................... 10
</TABLE>
<PAGE> 3
STERLING HEALTHCARE GROUP, INC.
CONSOLIDATED BALANCE SHEETS
As of June 30, 1996 and December 31, 1995
<TABLE>
<CAPTION>
ASSETS
June 30, 1996 December 31, 1995
------------- -----------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 3,144,180 $ 2,071,173
Accounts receivable - net 34,076,453 29,858,846
Subsidy and other receivables 3,298,062 2,972,859
Deferred tax assets 2,453,103 2,370,074
Income taxes receivable 857,098 1,032,096
Prepaid expenses 322,167 262,341
---------- -----------
Total current assets 44,151,063 38,567,389
---------- -----------
PROPERTY AND EQUIPMENT - net 3,022,663 3,266,899
---------- -----------
OTHER ASSETS:
Excess of cost over net assets of
businesses acquired, net 37,604,054 36,474,797
Other assets 111,820 299,167
---------- -----------
Total other assets 37,715,874 36,773,964
---------- -----------
Total assets $84,889,600 $78,608,252
---------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of notes payable $1,285,843 $1,477,511
Accounts payable 155,415 2,116,824
Accrued expenses:
Independent contractors 6,812,004 7,186,736
Billing costs 815,296 937,442
Other accrued expenses 598,122 1,125,209
Current portion of accrued liability for
professional liability claims 700,000 610,000
Current portion of capital lease obligations 194,378 228,871
Income taxes payable 436,775
---------- -----------
Total current liabilities 10,561,058 14,119,368
LONG TERM LIABILITIES:
Bank line of credit 10,000,000 10,000,000
Notes payable, excluding current portion 1,011,920 1,362,145
Accrued liability for professional liability
claims, excluding current portion 2,800,000 2,440,000
Capital lease obligations,
excluding current portion 65,467 164,168
Income taxes payable 635,490 997,022
Other long term payables 175,546 392,275
---------- -----------
Total liabilities 25,249,481 29,474,978
---------- -----------
Commitments and contingencies
STOCKHOLDERS' EQUITY:
Preferred stock, $.0001 par value, 100,000,000 shares
authorized none issued and outstanding at June 30, 1996 - -
and December 31, 1995
Common stock, $.0001 par value, 100,000,000 shares
authorized, 8,440,417 and 7,849,927 issued and outstanding
at June 30, 1996 and December 31, 1995, respectively 844 785
Additional paid-in-capital 52,883,107 45,182,727
Retained earnings 7,009,543 4,233,028
Less: deferred compensation - stock options (253,375) (283,266)
---------- -----------
Total stockholders' equity 59,640,119 49,133,274
---------- -----------
Total liabilities and stockholders' equity $84,889,600 $78,608,252
---------- -----------
</TABLE>
See accompanying notes to financial statements
1
<PAGE> 4
STERLING HEALTHCARE GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------------------------ ---------------------------
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C>
Operating revenue, net $33,047,944 $27,227,795 $66,396,237 $51,277,740
----------- ----------- ----------- -----------
Costs and expenses:
Cost of affiliated physician services 20,998,078 16,175,918 42,115,461 30,418,857
Medical support services 1,475,500 1,356,387 3,061,453 2,711,755
Selling, general and administrative 7,337,967 7,079,090 14,699,220 13,364,353
Depreciation and amortization 720,991 562,472 1,509,052 985,742
----------- ----------- ----------- -----------
Total operating expenses 30,532,536 25,173,867 61,385,186 47,480,707
----------- ----------- ----------- -----------
Operating income 2,515,408 2,053,928 5,011,051 3,797,033
----------- ----------- ----------- -----------
Other income (expense):
Interest and other income 25,939 2,548 53,665 5,678
Interest and other expenses (251,589) (482,700) (509,889) (815,268)
----------- ----------- ----------- -----------
Other income (expense) (225,650) (480,152) (456,224) (809,590)
----------- ----------- ----------- -----------
Income before income tax provision 2,289,758 1,573,776 4,554,827 2,987,443
Income tax provision 892,347 629,500 1,778,314 1,195,000
----------- ----------- ----------- -----------
Net income $1,397,411 $944,276 $2,776,513 $1,792,443
----------- ----------- ----------- -----------
Earnings per share:
Primary $0.17 $0.16 $0.34 $0.32
----------- ----------- ----------- -----------
Assuming full dilution $0.17 $0.16 $0.33 $0.31
----------- ----------- ----------- -----------
Weighted average common and common stock
equivalent shares outstanding:
Primary 8,362,331 5,777,561 8,220,955 5,593,023
----------- ----------- ----------- -----------
Assuming full dilution 8,431,132 5,986,669 8,317,987 5,700,487
----------- ----------- ----------- -----------
</TABLE>
See accompanying notes to financial statements
2
<PAGE> 5
STERLING HEALTHCARE GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
for the Six for the Six
Months Ended Months Ended
June 30, 1996 June 30, 1995
------------- -------------
(unaudited) (unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income 2,776,513 1,792,443
----------- ------------
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 549,459 517,892
Amortization 959,523 458,362
Deferred income taxes (158,239) (397,316)
Deferred compensation - stock options 17,890 19,421
Changes in:
Accounts receivable, subsidy and other receivables, net (4,542,808) (5,822,078)
Income taxes receivable 1,032,096 -
Prepaid expenses and other assets (5,307) (159,624)
Accounts payable, accrued expenses, and other payables (2,820,767) 1,206,237
Accrued liability for professional liability claims - (188,500)
Income taxes payable 169,814 (674,953)
----------- ------------
Net adjustments (4,798,339) (5,040,559)
----------- ------------
Net cash used in operating activities (2,021,826) (3,248,116)
----------- ------------
Cash flows from investing activities:
Payments for acquisitions less cash acquired* (1,193,054) (15,156,047)
Purchases of property and equipment (305,225) (1,047,084)
----------- ------------
Net cash used in investing activities (1,498,279) (16,203,131)
----------- ------------
Cash flows from financing activities:
Proceeds from exercise of stock options and warrants 5,666,782 144,000
Proceeds from bank line of credit, net - 21,887,758
Payments on notes payable (940,475) (2,607,344)
Increase in bank overdrafts - 145,764
Payments on capital lease obligations (133,195) (137,701)
----------- ------------
Net cash provided by financing activities 4,593,112 19,432,477
----------- ------------
Net decrease (increase) in cash and cash equivalents 1,073,007 (18,770)
Cash and cash equivalents at beginning of period 2,071,173 18,770
----------- ------------
Cash and cash equivalents at end of period $3,144,180 $0
----------- ------------
*Acquisitions of businesses, less cash acquired:
Working capital, excluding cash 0 2,695,530
Property and equipment 0 855,767
Cost in excess of net assets acquired 2,071,431 23,193,022
Other assets 0 68,944
Non-current liabilities (450,000) (71,857)
Issuance of note payable 0 (3,400,000)
Issuance of common stock (428,377) (8,185,359)
----------- ------------
Cash paid 1,193,054 15,156,047
----------- ------------
Supplemental disclosure of noncash investing activities:
New capital lease obligations $0 $62,000
----------- ------------
</TABLE>
See accompanying notes to financial statements
3
<PAGE> 6
STERLING HEALTHCARE GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
JUNE 30, 1996
(UNAUDITED)
(1) BASIS OF PRESENTATION
The accompanying consolidated interim financial statements presented herein do
not include all disclosures provided in the annual financial statements. These
unaudited consolidated financial statements should be read in conjunction with
the annual financial statements and the footnotes thereto contained in the
Company's Form 10-K as filed with the United States Securities and Exchange
Commission on March 31, 1996.
In the opinion of the Company, the accompanying unaudited consolidated
financial statements contain all the adjustments necessary for a fair
presentation of the financial statements. The results of operations for the
three and six month periods ended June 30, 1996 are not necessarily indicative
of the results to be expected for the full year.
(2) STOCK OPTIONS
In March 1996, pursuant to employment agreements, the Company granted to a
certain individuals the right to acquire an aggregate of 76,000 shares of the
Company's Common Stock under the Company's Stock Option Plan. The options are
exercisable pursuant to vesting schedules of up to two years at a purchase
prices per share of $12.75 to $14.50 which represents the fair market value of
the Common Stock as of the date of the grant of such options. For the three
month period ended March 31, 1996, options to acquire 32,000 shares were
canceled. During the same period, warrants to acquired an aggregate of 97,550
shares were exercised at a purchase price of $7.20 each. For the six month
period ended June 30, 1996, options to acquire 1,200 shares were canceled and
options to acquire 443,834 shares were exercised at purchase prices per share
of $9.97 to $14.13.
(3) MERGER
On May 19, 1996 the Company and FPA Medical Management, Inc. ("FPA") entered
into an Agreement and Plan of Merger (the "Agreement") whereby, subject to
certain conditions precedent, a subsidiary of FPA will be merged with and into
4
<PAGE> 7
the Company. Upon consummation of the merger, the Company will become a wholly
owned subsidiary of FPA. At the closing of the merger, each share of the
Company's Common Stock will be converted into the right to receive 1.4 shares
of FPA Common Stock, subject to adjustment. FPA is a national healthcare
management service organization which organizes and manages primary care
physician practices and networks that contract with heath maintenance
organization and other prepaid health insurance plans to provide physician and
related healthcare services to enrollees who select FPA primary care
physicians. The merger is anticipated to be consummated prior to December
31, 1996.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
The Company is a physician practice management company engaged in the
business of providing contract management and support services principally to
hospital-based emergency departments. As of June 30, 1996, the Company
provided services to 91 hospital clients in 20 states. The Company contracts
with approximately 1,000 affiliated physicians, who provide medical care to
approximately 1.3 million patients annually. In addition, the Company owns six
primary care physician practices, manages 23 non-affiliated medical group
practices and owns two physical therapy practices.
RESULTS OF OPERATIONS
Three Months Ended June 30, 1996 Compared to Three Months Ended June 30, 1995
Operating revenue, net, consists of gross patient revenue, net of
contractual adjustments and estimated uncollectibles, plus other revenue, which
consists principally of hospital subsidy payments, flat-rate hospital contract
revenue, and non-patient generated revenues. Operating revenue, net,
increased by 21.4%, to $33.0 million in 1996 from $27.2 million in 1995. Of
the $5.8 million increase, $4.4 million was attributable to the inclusion of
the revenue derived from the operations of the Company's 1995 corporate
acquisitions for the full period and 1996 corporate acquisitions and $1.4
million was attributable to increased revenue from existing contracts.
5
<PAGE> 8
Cost of affiliated physicians services ("Physician Costs") increased by
29.8%, to $21.0 million for the three month period ended June 30, 1996 from
$16.2 million for the three month period ended June 30, 1995, due primarily to
the increase in the number of healthcare professionals under contract and
negotiated increases in fees paid to certain healthcare professionals.
Physician Costs increased to 63.5% of operating revenue, net for the three
month period ended June 30, 1996 from 59.4% for the three month period ended
June 30, 1995.
Medical support service expenses increased by 8.8%, to $1.5 million for
the three month period ended June 30, 1996 from $1.4 million for the three
month period ended June 30, 1995. Medical support services expenses decreased
to 4.5% of operating revenue, net, for the three month period ended June 30,
1996 from 5.0% for the three month period ended June 30, 1995 as a result of
the Company's sale and closing of eight primary care practices in the fourth
quarter of 1995. Selling, general and administrative expenses increased by
3.7%, to $7.3 million for the three month period ended June 30, 1996 from $7.1
million for the three month period ended June 30, 1995. Selling, general and
administrative expenses decreased to 22.2% of operating revenue, net, for the
three month period ended June 30, 1996 from 26.0% for the three month period
ended June 30, 1995. Depreciation and amortization increased $159,000
primarily as a result of the Company's increase in property and equipment as
well as the increase in the cost in excess of assets acquired as a result of
the Company's 1995 and 1996 corporate acquisitions. Total operating expenses
decreased from 92.5% of operating revenue, net, in 1995 to 92.4% in 1996.
Interest expenses (net of interest and other income), decreased 53% to
$226,000 for the three month period ended June 30, 1996 from $480,000 for the
three month period ended June 30, 1995. The decrease was primarily due to
decreased borrowings under the Company's bank line of credit.
Provision for income taxes increased to $893,000 for the three month
period ended June 30, 1996 from $630,000 for the three month period ended June
30, 1995. The Company's net income increased 48.0% to $1.4 million for the
three month period ended June 30, 1996 from $944,000 for the three month period
ended June 30, 1995.
Six Months Ended June 30, 1996 Compared to Six Months Ended June 30, 1995
Operating revenue, net, consists of gross patient revenue, net of
contractual adjustments and estimated uncollectibles, plus other revenue, which
consists principally of hospital subsidy payments, flat-rate hospital contract
revenue, and non-patient generated revenues. Operating revenue, net,
increased by 29.5%, to
6
<PAGE> 9
$66.4 million in 1996 from $51.3 million in 1995. Of the $15.1 million
increase, $8.5 million was attributable to the inclusion of the revenue
derived from the operations of the Company's 1995 corporate acquisitions for
the full period and 1996 corporate acquisitions and $6.6 million was
attributable to increased revenue from existing contracts.
Physician Costs increased by 38.5%, to $42.1 million for the six month
period ended June 30, 1996 from $30.4 million for the six month period ended
June 30, 1995, due primarily to the increase in the number of healthcare
professionals under contract and negotiated increases in fees paid to certain
healthcare professionals. Physician Costs increased to 63.4% of operating
revenue, net for the six month period ended June 30, 1996 from 59.3% for the
six month period ended June 30, 1995.
Medical support service expenses increased by 12.9%, to $3.1 million for
the six month period ended June 30, 1996 from $2.7 million for the six month
period ended June 30, 1995. Medical support services expenses decreased to
4.6% of operating revenue, net, for the six month period ended June 30, 1996
from 5.3% for the six month period ended June 30, 1995 as a result of the
Company's sale and closing of eight primary care practices in the fourth
quarter of 1995. Selling, general and administrative expenses increased by
10.0%, to $14.7 million for the six month period ended June 30, 1996 from $13.4
million for the six month period ended June 30, 1995. Selling, general and
administrative expenses decreased to 22.1% of operating revenue, net, for the
six month period ended June 30, 1996 from 26.1% for the six month period ended
June 30, 1995. Depreciation and amortization increased $523,000 primarily as
a result of the Company's increase in property and equipment as well as the
increase in the cost in excess of assets acquired as a result of the Company's
1995 and 1996 corporate acquisitions. Total operating expenses decreased from
92.6% of operating revenue, net, in 1995 to 92.5% in 1996.
Interest expenses (net of interest and other income), decreased to
$456,000 for the six month period ended June 30, 1996 from $810,000 for the six
month period ended June 30, 1995. The decrease was primarily due to decreased
borrowings under the Company's bank line of credit.
Provision for income taxes increased to $1.8 for the six month period
ended June 30, 1996 from $1.2 for the six month period ended June 30, 1995.
The Company's net income increased 54.9% to $2.8 million for the six month
period ended June 30, 1996 from $1.8 million for the six month period ended
June 30, 1995.
7
<PAGE> 10
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 1996 the Company had $33.6 million in working capital
compared to $24.4 million as of December 31, 1995. For the six month period
ended June 30, 1996, the Company's funds were primarily provided for by
financing activities.
During the six month period ended June 30, 1996, cash of approximately
$4.8 million was used in operating activities. The Company's increase in
accounts receivable used approximately $4.5 million in cash and a decrease in
the Company's payables used approximately $2.8 million in cash. The Company
used approximately $1.5 million in investing activities with capital
expenditures using $305,000 and the payments for businesses acquired using
approximately $1.2 million. The Company also generated $4.6 million in cash
through financing activities as a result of proceeds from the exercise of stock
options and warrants of $5.7 million partially offset by payments on notes
payable and other obligations of approximately $1.1 million.
The Company expects to satisfy its anticipated demands and commitments for
cash in the next twelve months from existing operating cash flows, if any, and
amounts available under the Credit Facility. Although the Company does not
have material commitments for capital expenditures, the Company may make
additional capital expenditures in connection with future acquisitions.
The operating results of the periods presented were not significantly
affected by inflation.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not applicable.
ITEM 2. CHANGES IN SECURITIES.
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
8
<PAGE> 11
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On May 31, 1996, at the Company's annual meeting of shareholders,
pursuant to the following vote, the following nominees for directors
were elected to serve as members of the Company's Board of Directors
until the next annual meeting of the Company's shareholders or until
their successors are elected and qualified.
<TABLE>
<CAPTION>
Name For Withheld Abstain
---- --- -------- -------
<S> <C> <C> <C>
Stephen J. Dresnick, M.D. 5,725,494 9,881 ---
Paul Auerbach, M.D. 5,725,494 9,881 ---
Mel Gottlieb 5,725,494 9,881 ---
Glenn Halpryn 5,725,494 9,881 ---
Diane Horner, R.N., Ed.D. 5,725,494 9,881 ---
Herbert A. Wertheim, O.D. 5,725,494 9,881 ---
</TABLE>
ITEM 5. OTHER INFORMATION
Not applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
(1) Exhibit 11- Statement re: computation of per share earnings
(2) Exhibit 27- Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K
(1) Current Report on Form 8-K dated May 31, 1996 regarding
Henry O. Harper, Jr., M.D. declination to stand for re-election
as a member of the Company's Board of Directors.
9
<PAGE> 12
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 duly authorized.
STERLING HEALTHCARE GROUP, INC.
---------------------------------
Date: August 9, 1996 By: /s/ Jack S. Greenman
-----------------------------
Jack S. Greenman
Chief Financial Officer,
Principal Accounting Officer,
Senior Vice President and
Treasurer
10
<PAGE> 1
STERLING HEALTHCARE GROUP, INC.
Exhibit 11
STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
(all figures in thousands except per share data)
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
--------------------------- -------------------------
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Primary:
Weighted average of common
shares outstanding 5,634 8,097 5,505 8,021
Weighted average of common
stock equivalents - (1) 144 265 88 200
------ ------ ------ ------
Weighted average of common shares
outstanding and common
stock equivalents 5,778 8,362 5,593 8,221
------ ------ ------ ------
Assuming full dilution:
Weighted average of common
shares outstanding 5,634 8,097 5,505 8,021
Weighted average of common
stock equivalents - (1) 353 334 195 297
------ ------ ------ ------
Weighted average of common shares
outstanding and common
stock equivalents 5,987 8,431 5,700 8,318
====== ====== ====== ======
Earnings per share:
Primary $ 0.16 $ 0.17 $ .32 $ .34
------ ------ ------ ------
Assuming full dilution $ 0.16 $ 0.17 $ .31 $ .33
------ ------ ------ ------
</TABLE>
(1) Computed using the treasury stock method
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 1996 AND THE CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS AND CASH FLOWS FOR THE SIX MONTH PERIOD
ENDED JUNE 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM
10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 3,144,180
<SECURITIES> 0
<RECEIVABLES> 34,076,453<F1>
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 44,151,063
<PP&E> 3,022,663<F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 84,889,600
<CURRENT-LIABILITIES> 10,561,058
<BONDS> 0
0
0
<COMMON> 844
<OTHER-SE> 59,639,275
<TOTAL-LIABILITY-AND-EQUITY> 84,889,600
<SALES> 66,396,237
<TOTAL-REVENUES> 66,396,237
<CGS> 61,385,186
<TOTAL-COSTS> 61,385,186
<OTHER-EXPENSES> (53,665)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 509,889
<INCOME-PRETAX> 4,554,827
<INCOME-TAX> 1,778,314
<INCOME-CONTINUING> 2,776,513
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,776,513
<EPS-PRIMARY> .34
<EPS-DILUTED> .33
<FN>
<F1>RECEIVABLES AND PROPERTY, PLANT AND EQUIPMENT ARE SHOWN "NET".
</FN>
</TABLE>
