UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30,1996
Commission File Number: 0-24768
INTERNATIONAL NURSING SERVICES INC.
(Exact name of registrant as specified in its charter)
Colorado 84-1123311
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
360 South Garfield St. Suite 400, Denver, CO 80209
(Address of principal executive offices) (Zip Code)
(303) 393-1515
(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. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of August 1, 1996.
Common Stock, $0.001 par value 4,612,856
Class Number of Shares
INTERNATIONAL NURSING SERVICES, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
<S> <C> <C>
Current Assets
Cash $ - $ 19,000
Accounts receivable, net 2,490,000 2,098,000
Subscriptions receivable - 300,000
Other current assets 22,000 20,000
Total current assets 2,512,000 2,437,000
Property and equipment, net 359,000 282,000
Other Assets
Intangible assets, net 2,143,000 1,553,000
Total assets $5,014,000 $ 4,272,000
Current liabilities
Checks written in excess of
book balance $ 37,000 $ 244,000
Accounts payable 723,000 520,000
Accrued expenses 491,000 613,000
Current portion of debt 127,000 651,000
Current portion of capital
lease obligation 51,000 30,000
Advances under financing agreement 1,687,000 1,178,000
Total current liabilities 3,116,000 3,236,000
Long-term debt
Long-term portion of capital lease 73,000 60,000
Long-term portion of debt - 200,000
Stockholders' equity
Preferred stock, 12% cumulative
convertible, $1.00 par value,
2,500,000 shares authorized,
469,900 issued and outstanding at
December 31, 1995, liquidation
value $10 per share - 470,000
Common stock, $0.001 par value;
15,000,000 shares authorized,
4,416,856 and 2,894,773 issued
and outstanding at June 30, 1996 and
December 31, 1995, respectively 4,000 3,000
Dividends payable with common stock - 441,000
Additional paid-in capital 7,392,000 5,879,000
Accumulated deficit (5,571,000) (6,017,000)
Total stockholders' equity 1,825,000 776,000
Total liabilities and
stockholders' equity $5,014,000 $ 4,272,000
</TABLE>
INTERNATIONAL NURSING SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION> For the Three Months Ended June 30, For the Six Months Ended June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Net revenues $3,216,000 $3,258,000 $6,580,000 $7,124,000
Direct costs
of services 2,400,000 2,724,000 4,845,000 5,785,000
Gross Margin 816,000 534,000 1,735,000 1,339,000
Selling, general
and administrative
expenses 747,000 1,139,000 1,473,000 1,982,000
Net income
(loss) from
operations 69,000 (605,000) 262,000 (643,000)
Interest expense,
net 130,000 197,000 257,000 325,000
Net income (loss) (61,000) (802,000) 5,000 (968,000)
Preferred stock
dividends - (290,000) 441,000 (434,000)
Net income (loss)
applicable to
to common
stockholders $(61,000) $(1,092,000) $ 446,000 $ (1,402,000)
Net income
(loss) per
common share $ (0.01) $ (0.85) $ 0.09 $ (1.09)
Weighted average
shares
outstanding 4,937,254 1,288,779 4,770,755 1,288,779
The accompanying notes to financial statements
are an integral part of these consolidated statements
</TABLE>
INTERNATIONAL NURSING SERVICES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Six Months Ended June 30,
1996 1995
<S> <C> <C>
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
Net income (loss) $ 5,000 $ (968,000)
Adjustments to reconcile net income (loss) to
net cash flows from (used in) operating
activities-Depreciation and amortization 166,000 115,000
Net changes in current assets and
current liabilities 210,000 770,000
Net cash flows from (used in)
operating activities 381,000 (83,000)
CASH FLOWS USED IN INVESTING ACTIVITIES:
Purchase of property and equipment (32,000) (16,000)
Increase in acquisition costs (173,000) -
Net cash flows used in investing
activities (205,000) (16,000)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Advances, net 509,000 268,000
Payments on debt and notes payable (685,000) (169,000)
Net proceeds from issuance of common stock (19,000) -
Net cash flows from (used in)
financing activities (195,000) 99,000
Net (decrease) increase in cash
and cash equivalents (19,000) -
CASH AND CASH EQUIVALENTS, at beginning
of period 19,000 -
CASH AND CASH EQUIVALENTS, at end of period $ - $ -
Non-cash investing and financing activities:
Preferred stock converted to 1,174,380 shares of common stock during
1996.
Acquisition of accounts receivable and the business of Ellis Home
Health Services, Inc. for 256,250 shares of
common stock.
Acquisition of approximately $56,000 of property under capital leases
during 1996.
Satisfaction of a note payable totalling $47,957 (including $22,957
of accrued interest expense) by issuing
17,300 shares of common stock.
The accompanying notes to consolidated financial statements are an integral
part of these consolidated statements
</TABLE>
INTERNATIONAL NURSING SERVICES, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The consolidated financial statements are unaudited and reflect
all adjustments (consisting only of normal recurring adjustments)
which are, in the opinion of management, necessary for a fair
presentation of the financial position and operating results for
the interim periods. The consolidated financial statements as of
December 31, 1995 have been derived from audited financial
statements, the report on which included an explanatory paragraph
describing uncertainties concerning the Company's ability to
continue as a going concern. The consolidated financial
statements should be read in conjunction with the financial
statements and notes thereto contained in the Company's Form 10-
KSB for the fiscal year ended December 31, 1995. The results of
operations for the six months ended June 30, 1996 are not
necessarily indicative of the results for the entire fiscal year
ending December 31, 1996.
2. EQUITY TRANSACTIONS
In April 1996, warrants to purchase 6,250 shares of common stock
were exercised providing net proceeds of approximately $13,000.
In addition, the Company incurred approximately $131,000 of
offering costs relating to an S-3 registration statement which
was declared effective in April 1996. These offering costs were
charged against Additional paid-in-capital.
On July 17, 1996 the Registrant completed the acquisition of
certain assets of STAT through the issuance of 200,000 shares of
International Nursing Services, Inc. ("NURS") common stock
valued at $1.88 per share, $1,550,000 cash and the issuance of a
warrant to purchase 125,000 shares of the Company's common stock
at $1.88 per share. NURS is obligated to file a registration
statement covering the shares of common stock issued in
connection with the acquisition, including the common stock
covered by the warrant by November 14, 1996.
The assets acquired consisted of approximately $10,000 of
property and equipment. The remainder of the purchase price is
allocated to the current value of the future cash flow of the
operations of STAT. STAT is a home health care provider and
NURS intends to continue the business of STAT and to use the
assets accordingly. The funding for the cash portion of the
acquisition price was provided by funds received from the
private placement described below.
Concurrent with the acquisition of STAT, the Company also
closed a private placement of 189 units at $10,000 per unit,
each unit consisting of a new class of convertible preferred
stock which is convertible prior to December 31, 1997 to $10,000
worth of common stock of the Company at a conversion price of
the lesser of $1.25 per share or 75% of the prior five day
average closing price and a warrant to purchase 8,000 shares of
the Company's common stock at $2.50 per share. The new class of
convertible preferred stock carries a 10% dividend payable
quarterly (which may increase to 18% in certain circumstances)
and a liquidation preference of $10,000 per share. NURS is
obligated to file a registration statement covering the common
stock underlying the new class of convertible preferred stock
and the warrant by November 14, 1996
Investors in the private placement also received an option to
purchase an equivalent number of units until December 31, 1997
on equivalent terms. The private placement raised net proceeds
to the Company of approximately $1,800,000.
In connection with the Company's acquisition of Ellis Home Health
Services, Inc. ("Ellis") in April 1996, the Company issued
256,250 shares of its common stock to the former owner of Ellis.
The Company guaranteed that the seller of Ellis would receive at
least $4.00 per share on the sale of these shares, and if the
shares were sold for less than the $4.00 per share, the Company
agreed to either issue additional shares or pay the shortfall in
cash. During the quarter ended June 30, 1996, the former owner
of Ellis sold 63,000 shares at below the $4.00 guaranteed price
and therefore the Company has recorded a liability to the former
owner of Ellis of approximately $100,000. This was recorded as
an adjustment to the previous recorded stock value issued for the
acquisition.
3. STOCK OPTIONS
In July 1996, the Company granted options to purchase 250,000
shares of common stock to employees of the Company, 200,000 of
which were issued to officers of the Company, under an employee
stock option plan at an exercise price of $1.88, which was the
fair market value at the date of the grant. In addition, the
Company canceled an option to purchase 50,000 shares at $3.06
which was issued to an officer of the Company in March 1996 and
replaced the canceled option with an option to purchase the same
number of shares at $1.88, which was the fair market value at the
time of the issuance.
Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations
This filing contains certain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934 and the Company intends
that such forward-looking statements be subject to the safe harbors
created thereby. These forward-looking statements include the plans
and objectives of the management for future operations, including
plans and objectives relating to services offered by and future
economic performance of the Company.
The forward-looking statements included herein are based on
current expectations that involve a number of risks and uncertainties.
These forward-looking statements are based on assumptions that the
Company will continue to be able to provide on a cost effective and
competitive basis quality home health care and interim staffing
services, that the regulatory environment governing the Company's
industry will not change in ways that are materially adverse to the
Company and its operations, that the Company will be able to continue
to fund operations, that the Company will be able to raise additional
equity capital if required to fund operations and acquisitions, that
the Company will be able to achieve operating efficiencies resulting
in cost reductions, that a sufficient supply of qualified health care
personnel will be available to the Company for deployment in the
health care industry on a competitive and cost effective basis and
that there will be no material adverse change in the demand for the
Company's services or in the Company's operations or business.
Assumptions relating to the foregoing involve judgments with respect
to, among other things, future economic, competitive and market
conditions, and future business decisions, all of which are difficult
or impossible to predict accurately and many of which are beyond the
control of the Company. Although the Company believes the assumptions
underlying the forward-looking statements are reasonable, any of the
assumptions could prove inaccurate, and therefore, there can be no
assurance that the results contemplated in the forward-looking
statements will be realized. In addition, the business and operations
of the Company are subject to substantial risks which increase the
uncertainty inherent in such forward-looking statements.
Important factors to be considered in connection with forward-
looking statements include, without limitation, (a) the fact that the
Company reported net losses in fiscal 1994 and fiscal 1995 and had an
accumulated deficit and a working capital deficit in fiscal 1995 and
at June 30, 1996; (b) the Company's lack of working capital may
require the Company to raise additional equity or debt financing in
order to fund operations and the cash portion of purchase prices
payable in connection with acquisitions and the Company may be unable
to raise such debt or equity financing; (c) the current uncertainty in
the health care industry and government health care reform proposals
considered from time to time may adversely affect the regulatory
environment in which the Company operates and specifically affect the
reimbursement rate payable under government programs such as Medicare
and Medicaid, potentially resulting in decreased revenues from home
care services; (d) the Company's dependence on customer relationships
makes the Company vulnerable to consolidation in the health care
industry, changes in customer personnel and other factors that may
impact customer relationships; (e) the Company's ability to obtain
needed licenses, permits and governmental approvals will directly
affect the Company's economic performance and operation; (f) the
Company's ability to compete in the highly competitive interim
staffing and home care services market will directly impact the
Company's profitability and operations; (g) the Company depends on key-
management personnel, especially John P. Yeros to manage and direct
the business and operations of the Company; (h) hospital budgetary
cycles, increased competition for qualified medical personnel, patient
admission fluctuations and seasonality will also impact the
profitability of the Company and cash flow may fluctuate due to the
adoption by hospitals and third party payors of new or revised
reimbursement policies; (j) the Company's operations would be
adversely affected by the expansion of more favorable credit terms in
order to keep existing customers; (k) Company's ability to manage
growth, particularly through acquisitions, will directly impact the
Company's profitability and operations; (l) uninsured risks associated
with providing home care and interim staffing services will also
impact the Company's profitability and operations; and (m) various
other factors may cause actual results to vary materially from the
results contemplated in any forward-looking statements included in
this filing. No assurances can be given that the foregoing factors
will not result in a material adverse effect on the Company and its
operations.
Any of these important factors discussed above or elsewhere in
this filing could cause the Company's revenues or net income, or
growth in revenues or net income, to differ materially from prior
results. In addition, growth in absolute amounts of selling, general
and administrative expenses or the occurrence of extraordinary events
could cause actual results to vary materially from the results
contemplated by the forward-looking statements. Budgeting and other
management decisions are subjective in many respects and thus
susceptible to interpretations and periodic revisions based on actual
experience and business developments, the impact of which may cause
the Company to alter its marketing, capital expenditures or other
budgets, which may, in turn, affect the Company's results of
operation.
In light of the significant uncertainties inherent in the forward-
looking information included herein, the inclusion of such information
should not be regarded as a representation by the Company or any other
person that the objectives or plans of the Company will be achieved.
Results of Operations
Comparison of three months ended June 30, 1996 and 1995
The Company generated approximately $3,216,000 in revenues from
operations for the quarter ended June 30, 1996, compared to
approximately $3,258,000 in revenue for the second quarter of 1995.
The decrease in sales for the quarter was due to an increase of
competition in the Texas market from consolidating health care
providers which resulted in employee turnover in administration and
field staff and an approximate 40% drop in revenues from Texas. This
decrease was offset by revenues from the acquisition of Ellis Home
Care of approximately $577,000 which was included in net revenues
beginning February 1, 1996.
The Company's gross margin percentage increased from 16% for the
quarter ended June 30, 1995 to 25% for the quarter ended June 30,
1996. The increase was due to approximately 32% gross margins
achieved by its newly acquired Ellis Home Care division and a new
rehabilitation consulting division which provided gross margins of
well over 50%. The decreased revenue in Texas and the addition of
high-margin business in Denver and New York provided the Company with
approximately $282,000 of increased gross margin in the quarter ended
June 30, 1996 versus the quarter ended June 30, 1995.
Selling, general and administrative expenses decreased for the
quarter ended June 30, 1996 by approximately $392,000 or 34% as
compared to the quarter ended June 30, 1995. The decrease was
primarily attributable to the effort by management to reduce corporate
overhead during 1995 by installing a new computer system which was
fully implemented in 1996, reducing employee headcount and terminating
certain highly paid management personnel. In addition, the Company
wrote off approximately $200,000 in acquisition-related costs in the
quarter ended June 30, 1995 due to the termination of the pursuit of a
potential acquisition.
Net income (loss) improved from a $1,092,000 loss in the quarter
ended June 30, 1995 to a net loss of $61,000 in the quarter ended June
30, 1996. The decreased loss was attributable to the factors
discussed above.
Comparison of six months ended June 30, 1996 and 1995
The Company generated approximately $6,580,000 in revenues from
operations for the six months ended June 30, 1996, compared to
approximately $7,124,000 in revenue for 1995. The decrease in sales
for the quarter was due to an increase of competition in the Texas
market from consolidating health care providers which resulted in
employee turnover in administration and field staff and caused an
approximate 40% decrease in Texas revenues. Revenues in Colorado also
decreased for the six months ended June 30, 1996 as compared to the
six months ended June 30, 1995 due to similar increased competition
issues. This decrease was offset by revenues from the acquisition of
Ellis Home Care of approximately $577,000 which was included in net
revenues beginning February 1, 1996.
The Company has implemented a sales and marketing program in
Texas which is intended to recapture some of the business lost to the
competition and intends to replace the lost low-margin business in
Colorado with higher margin sales from its new rehabilitation
consulting division. There can be no assurance given that these
programs and activities will be successful in increasing its revenue.
The Company's gross margin percentage increased from 19% for the
six months ended June 30, 1995 to 26% for the six months ended June
30, 1996. The increase was due to approximately 32% gross margins
achieved by its newly acquired Ellis Home Care division and a new
rehabilitation consulting division which provided gross margins of
well over 50%. In addition, the Company reflected the benefit of
approximately $40,000 in workers compensation adjustments from 1995
due to payroll being less than anticipated.
Selling, general and administrative expenses decreased for the
six months ended June 30, 1996 by approximately $509,000 or 26% as
compared to the six months ended June 30, 1995. The decrease was
primarily attributable to the effort by management to reduce corporate
overhead during late 1995 by installing a new computer system which
was fully implemented in 1996, reducing employee headcount and
terminating certain highly paid management personnel. Selling,
general and administrative expenses as a percentage of revenue
decreased from 28% for the six months ended June 30, 1995 to 22% for
the six months ended June 30, 1996. In addition, the Company reduced
its bad debt reserve by approximately $120,000 in the six months ended
June 30, 1996 from December 31, 1995. Management anticipates that
this trend of selling, general and administrative expenses as a
percentage of sales decreasing will continue throughout the remainder
of 1996 as the Company sees economies of scale result from its
acquisition activity and its integration strategy of centralizing the
general and administrative functions of each branch in Colorado.
Net income (loss) improved from a $1,402,000 loss in the six
months ended June 30, 1995 to net income of $446,000 in the six months
ended June 30, 1996. The improvement was attributable to the factors
discussed above. In addition, all of its then outstanding preferred
stock automatically converted to common stock in the first quarter of
1996 which resulted in the Company recapturing approximately $441,000
of accrued but undeclared dividends which were outstanding at December
31, 1995. This recapture of dividends payable accounted for 99% of
the Company's income for the six months ended June 30, 1996.
Liquidity and Capital Resources
The Company's current liabilities at June 30, 1996 aggregated
approximately $3,116,000 and current assets at June 30, 1996
aggregated approximately $2,512,000. The Company successfully reduced
its working capital deficiency from approximately $799,000 at December
31, 1995 to $604,000 at June 30, 1996 and reduced its checks written
in excess of bank balances by $207,000. The Company benefited from
its acquisition of Ellis in April 1996 which increased its receivables
by approximately $407,000 while only increasing its advances under
financing agreement by approximately $300,000. In addition, the
Company was able to convert a note payable due the former owners of
Paxxon to common stock which reduced its current liabilities by
approximately $500,000.
The Company is currently in default concerning its ability to pay
a note payable with a principal balance of $120,000 and will continue
to be in default unless and until the company is able to raise
additional debt or equity funds. The note is personally guaranteed by
a stockholder, officer and director of the company and the note is
collateralized by certain intangibles. In addition, the note may be
converted to common stock of the company at $3.00 per share. On July
26, 1996, the note holder filed a lawsuit against the Company
demanding payment of the entire outstanding principal and accrued
interest totaling approximately $156,000. The Company intends to
make payment as funds are available and has adequately accrued for the
amounts owing in the accompanying financial statements. See Item 1.
Legal Proceedings
In order to continue the company's stated goal of growth via
acquisition, management believes that it will be necessary for the
company to raise additional equity or debt capital.
Until August 1996, the company utilized an accounts receivable
factoring arrangement whereby approximately 85% of its billings were
advanced to the Company on a weekly basis. The financing agency then
collected the accounts receivable on behalf of the company and charged
back to the company any receivables which exceed 90 days outstanding
(120 days in New York). This arrangement has allowed the company to
receive approximately 68% of its receivables in cash as they are
billed. This arrangement has resulted in an effective interest cost
to the Company of approximately 25%.
In August 1996, the Company renegotiated its arrangement with its
financing agency whereby the effective interest rate was reduced to
approximately 12% (with the exception of STAT which will continue to
have an additional 2% purchase discount until December 31, 1997) and
the availability of advances outstanding under the arrangement was
increased to $5,000,000. With its acquisition of STAT, the Company
expects to use approximately $3,000,000 of the line of credit. The
additional credit limit is available to be used for future
acquisitions or internal sales growth.
Management of the company believes that it generates sufficient
cash from operations to continue the business as a going concern.
However, the company's ability to pay the note payable which is in
default and to pursue further acquisitions is dependent upon the
raising of additional debt or equity capital. There can be no
assurance given that the company will be successful in raising debt or
equity capital on terms which are satisfactory to the Company.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
See Item 3 - "Legal Proceedings" in the Company's Form 10-
KSB as of December 31, 1995 and for the year then ended.
On July 26, 1996, Staffbuilders, Inc. filed a civil action
in the U.S. District Court for the Southern District of New York
demanding payment of an outstanding note payable. The plaintiff
alleges that the principal balance due under the note is
$145,000 with accrued interest outstanding of $11,606.48. The
Company has referred this litigation to its outside counsel for
review. The Company has adequately accrued for the amounts in
the accompanying financial statements.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
a. Reports on Form 8-K
Form 8-K filed August 6, 1996.
b. Exhibits
None.
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.
Dated: August 14, 1996
INTERNATIONAL NURSING SERVICES, INC.
(Registrant)
John P. Yeros
Chairman and Chief Executive Officer
(Principal Executive Officer)
Robin M. Bradbury
Chief Financial Officer
(Principal Financial and Accounting Officer)
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.
Dated: August 14, 1996
INTERNATIONAL NURSING SERVICES, INC.
(Registrant)
/s/ John P. Yeros
John P. Yeros
Chairman and Chief Executive Officer
(Principal Executive Officer)
/s/ Robin M. Bradbury
Robin M. Bradbury
Chief Financial Officer
(Principal Financial and Accounting
Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996
<PERIOD-END> MAR-31-1996 JUN-30-1996
<CASH> 0 0
<SECURITIES> 0 0
<RECEIVABLES> 2,796,000 2,490,000
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 2,879,000 2,512,000
<PP&E> 332,000 359,000
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 5,390,000 5,014,000
<CURRENT-LIABILITIES> 3,075,000 3,116,000
<BONDS> 302,000 73,000
0 0
0 0
<COMMON> 4,000 4,000
<OTHER-SE> 2,009,000 1,821,000
<TOTAL-LIABILITY-AND-EQUITY> 5,390,000 5,014,000
<SALES> 3,364,000 6,580,000
<TOTAL-REVENUES> 3,805,000 7,021,000
<CGS> 2,445,000 4,845,000
<TOTAL-COSTS> 2,445,000 4,845,000
<OTHER-EXPENSES> 726,000 1,473,000
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 127,000 257,000
<INCOME-PRETAX> 507,000 446,000
<INCOME-TAX> 0 0
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 507,000 446,000
<EPS-PRIMARY> .10 .09
<EPS-DILUTED> .10 .09
</TABLE>
