SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended December 31, 1996
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period ________ to ________
Commission file number 1-11988
GREG MANNING AUCTIONS, INC.
(Exact name of Small Business Issuer as specified in its Charter)
NEW YORK 22-2365834
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
775 Passaic Avenue
West Caldwell, New Jersey 07006
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (201) 882-0004
Check whether the Issuer (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 filing requirements for the past 90
days.
Yes X No _____
As of January 22, 1997, Issuer had 4,419,997 shares of its Common Stock
outstanding.
Transitional Small Business Disclosure Format (check one): Yes __ No X .
GREG MANNING AUCTIONS, INC.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Table of Contents age Number
Consolidated Balance Sheet - December 31, 1996 (Unaudited) 3
Consolidated Statements of Operations and Retained Earnings - 4
Three months ended December 31, 1995 and 1996 (Unaudited)
Six months ended December 31, 1995 and 1996
Consolidated Statements of Cash Flows - 5
Six months ended December 31, 1995 and 1996 (Unaudited)
Notes to Consolidated Financial Statements 6
as of December 31, 1996
Item 2. Management's Discussion and Analysis 10
<PAGE>
GREG MANNING AUCTIONS, INC.
Consolidated Balance Sheet
December 31, 1996
<TABLE>
<CAPTION>
Assets
Current assets:
<S> <C>
Cash and cash equivalents $ 237,952
Accounts receivable
Auctions receivable 6,017,375
Advances to consignors 4,761,087
Notes receivable - current portion 492,122
Inventory 4,201,278
Due from affiliate - CRM 44,539
Deferred tax asset 106,000
Prepaid expenses and deposits 232,570
----------------
Total current assets 16,092,923
Property and equipment, net 760,995
Goodwill 1,759,658
Marketable securities 215,200
Notes receivable - long-term portion 622,398
Other assets 722,275
================
Total assets $ 20,173,449
================
Liabilities and Stockholders' Equity
Current liabilities:
Demand notes payable $ 7,360,000
Notes payable - current portion 597,345
Payable to third party consignors 2,693,154
Accounts payable 1,035,626
Accrued expenses 223,472
Income taxes payable 310,798
----------------
Current liabilities 12,220,395
Notes payable - long-term portion 715,130
Deferred income taxes 3,121
----------------
Total liabilities 12,938,646
----------------
Commitments and Contingencies
-
Preferred stock, $.01 par value. Authorized
10,000,000 shares; none issued
Common stock, $.01 par value. Authorized
20,000,000 shares; 4,419,997 issued and outstanding 44,200
Additional paid in capital 6,793,401
Unrealized loss on marketable securities (13,400)
Retained earnings 410,602
----------------
Total stockholders' equity
7,234,803
----------------
Total liabilities and stockholders' equity $ 20,173,449
================
</TABLE>
See accompanying notes to financial statements
<PAGE>
GREG MANNING AUCTIONS, INC.
Consolidated Statements of Operations
<TABLE>
Three months ended Six months ended
December 31, December 31,
------------------------------ ------------------------------
1995 1996 1995 1996
-------------- -------------- -------------- --------------
<CAPTION>
<S> <C> <C> <C> <C>
Operating revenues
Sales of merchandise $ 3,631,424 $ 2,816,137 $ 4,742,794 $ 4,073,486
Commissions earned 582,039 559,696 1,264,149 1,213,834
-------------- -------------- -------------- --------------
4,213,463 3,375,833 6,006,943 5,287,320
-------------- -------------- -------------- --------------
Operating expenses
Cost of merchandise sold 3,022,936 1,722,960 3,863,499 2,556,247
General and administrative 1,010,635 1,081,081 2,145,836 1,987,197
Marketing 158,564 169,407 261,017 312,341
-------------- -------------- -------------- --------------
4,192,135 2,973,448 6,270,352 4,855,785
-------------- -------------- -------------- --------------
Operating profit (loss) 21,328 402,385 (263,409) 431,535
Other income (expense)
Interest and other income 155,025 153,713 249,535 332,749
Interest expense (132,831) (214,641) (263,958) (401,060)
-------------- -------------- -------------- --------------
Income (loss) before income taxes 43,522 341,457 (277,832) 363,224
Provision (benefit) for income taxes 23,176 159,292 (104,412) 176,890
-------------- -------------- -------------- --------------
Net income (loss) 20,346 182,165 (173,420) 186,334
Retained earnings, beginning of period (505,881) 228,437 (312,115) 224,268
-------------- -------------- -------------- --------------
Retained earnings, end of period (485,535) 410,602 (485,535) 410,602
============== ============== ============== ==============
Weighted average number of shares outstanding
and common share equivalents 4,202,148 4,420,354 4,037,463 4,595,777
============== ============== ============== ==============
Earnings (loss) per common and common equivalent share $ 0.00 $ 0.04 $ (0.04) $ 0.04
============== ============== ============== ==============
</TABLE>
See accompanying notes to financial statements
<PAGE>
GREG MANNING AUCTIONS, INC.
Consolidated Statements of Cash Flows
<TABLE>
Six months ended
December 31,
-------------------------------
1995 1996
--------------- --------------
<CAPTION>
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (173,420) $ 186,334
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Depreciation and amortization 153,007 172,108
Provision for bad debts (85,000) 28,354
Deferred tax asset 250,392 -
Gain on sale of stock (80,103) -
Changes in assets (increase) decrease:
Auctions receivable 3,398,172 2,547,685
Advances to consignors (429,979) (2,666,602)
Other receivables 1,608 -
Notes receivable 319,502
Inventories (1,753,442) (705,052)
Due from affiliate - CRM (31,593) (5,917)
Income taxes receivable (353,421) 34,345
Prepaid expenses 49,809 77,263
Other assets (22,480) 10,000
Changes in liabilities (decrease) increase
Payable to third-party consignors (2,441,736) (1,609,636)
Accounts payable 405,759 270,999
Customer deposit (79,720) -
Accrued expenses and other liabilities (153,852) (47,875)
Income taxes payable - (23,110)
--------------- --------------
(1,345,999) (1,411,602)
--------------- --------------
Cash flows from investing activities:
Capital expenditures for property and equipment (68,286) (86,193)
Additional goodwill (51,808) (14,629)
Proceeds from sale of Americana division 70,000 -
Purchase of PICK Communications Corp. stock (260,000) -
--------------- --------------
(310,094) (100,822)
--------------- --------------
Cash flows from financing activities:
Proceeds from notes payable 750,000 1,320,000
Repayment of loans payable (375,423) (100,550)
Net proceeds from issuance of stock 925,920 (27,580)
--------------- --------------
1,300,497 1,191,870
--------------- --------------
Net decrease in cash and cash equivalents (355,596) (320,554)
Cash and cash equivalents at beginning of period 956,801 558,506
=============== ==============
Cash and cash equivalents at end of period $ 601,205 $ 237,952
=============== ==============
</TABLE>
See accompanying notes to financial statements
<PAGE>
GREG MANNING AUCTIONS, INC.
Notes to Consolidated Financial Statements
December 31, 1996
(Unaudited)
(1) Organization, Business and Basis of Presentation
Greg Manning Auctions, Inc., together with its wholly owned
subsidiaries Ivy & Mader Philatelic Auctions, Inc. and Greg Manning Galleries,
Inc. (collectively, the Company), is a public auctioneer of collectibles
including rare stamps, stamp collections and stocks, and regularly conducts rare
stamp auctions bringing together purchasers and sellers located throughout the
world. The Company accepts property for sale at auctions from sellers on a
consignment basis, and earns a commission on the sale. In addition to stamps,
the other collectibles auctioned by the Company include trading cards and sports
memorabilia and other collectibles such as antiquities. The Company also sells
collectibles by private treaty for a commission, and sells its own inventory at
auction, wholesale and retail.
The accompanying consolidated balance sheet as of December 31, 1996 and
related consolidated statements of operations and retained earnings for the
three and six months ended December 31, 1995 and 1996 and consolidated
statements of Cash Flows for the six month periods then ended, have been
prepared from the books and records maintained by the Company, in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB and Item 310(b) of Regulation SB.
Accordingly, they do not include all information and disclosures required by
generally accepted accounting principles for complete financial statements. In
the opinion of management, all adjustments, which are of a normal recurring
nature, considered necessary for a fair presentation have been included. For
further information, refer to the consolidated financial statements and
disclosures thereto in the Company's Form 10-KSB for the year ended June 30,
1996 filed with the Securities and Exchange Commission.
(2) Summary of Certain Significant Accounting Policies
Revenue Recognition
Revenue is recognized by the Company when the rare stamps and
collectibles are sold and is represented by a commission received from the buyer
and seller. Auction commissions represent a percentage of the hammer price at
auction sales as paid by the buyer and the seller.
In addition to auction sales. the Company also sells via private
treaty. This occurs when an owner of property arranges with the Company to sell
such property to a third party at a privately negotiated price. In such a
transaction, the owner may set selling price parameters for the Company, or the
Company may solicit selling prices for the owner, and the owner may reserve the
right to reject any selling price. In certain transactions, the Company may be
requested to guarantee a fixed price to the owner, which would be payable
regardless of the actual sales price ultimately received. The Company recognizes
as private treaty revenue an amount equal to a percentage of the sales price, or
in the case of a guaranteed fixed price, the difference between the actual sales
price and the guaranteed fixed price when the properties are sold.
The Company also sells its own inventory at auction, wholesale and
retail. Revenue with respect to inventory at auction is recognized when sold and
for wholesale or retail sales, revenue is recognized when delivered or released
to the customer or to a common carrier for delivery.
The Company does not provide any guarantee with respect to the
authenticity of property offered for sale at auction. Each lot is sold as
genuine and as described by the Company in the catalog. However, when, in the
opinion of a competent authority mutually acceptable to the Company and the
purchaser, a lot is declared otherwise, the purchase price will be refunded in
full if the lot is returned to the Company within a specified period. In such
event, the Company will return such lot to the consignor before a settlement
payment has been made to such consignor for such lot. To date, returns have not
been material. Large collections are generally sold on an "as is" basis.
Principles of Consolidation
The consolidated financial statements of the Company include the
accounts of its wholly owned subsidiaries. All intercompany accounts and
transactions have been eliminated in consolidation.
Business Segment
The company operates in one segment, the auctioning or private treaty
sale of rare stamps and other collectibles. Set forth below is a table of
aggregate sales of the Company, subdivided by source and market:
<TABLE>
For the six months ended
December 31, Percentages
------------------------------------- -----------------------------
<CAPTION>
<S> <C> <C> <C> <C>
1995 1996 1995 1996
------------------------------------- -----------------------------
Aggregate Sales 12,540,772 11,440,618 100% 100%
===================================== =============================
By source:
A. Auction 7,797,978 9,010,805 62% 79%
B. Sales of inventory 4,742,794 2,429,813 38% 21%
------------------------------------- -----------------------------
By market:
A. Philatelics 11,287,281 10,866,996 90% 95%
B. Sports collectibles 349,025 538,872 3% 5%
C. Other collectibles 904,466 34,750 7% 0%
------------------------------------- -----------------------------
</TABLE>
Goodwill
Goodwill primarily includes the excess purchase price paid over the
fair value of the net assets acquired. Goodwill is being amortized on a
straight-line basis over twenty to twenty five years. Total accumulated
amortization at December 31, 1996 was $209,729. The recoverability of goodwill
is evaluated at each year end balance sheet date as events or circumstances
indicate a possible inability to recover their carrying amount. This evaluation
is based on historical and projected results of operations and gross cash flows
for the underlying businesses.
Investments
The Company accounts for marketable securities pursuant to the
Statement of Financial Accounting Standards No. 115, Accounting for Certain
Investments in Debt and Equity Securities. Under this statement, the Company's
marketable securities with a readily determinable fair value have been
classified as available for sale and are carried at fair value with an
offsetting adjustment to Stockholders' Equity. Net unrealized gains and losses
on marketable securities are credited or charged to a separate component of
Stockholders' Equity.
Earnings (loss) per common and common equivalent share
Earnings (loss) per common and common equivalent share of the Company's
Common Stock ("Common Stock") is computed using the weighted average number of
common and common equivalent shares outstanding for each period. Primary and
fully diluted earnings per share are the same for the three and six months ended
December 31, 1996. Outstanding stock options and warrants for the six months
ended December 31, 1995 were excluded from earnings per common share
computations because they are antidilutive.
(3) Inventories
Inventories as of December 31, 1996 consisted of the following:
<TABLE>
<CAPTION>
<S> <C>
Stamps $ 2,334,725
Sports Cards and Sports Memorabilia 657,272
Other collectibles 1,209,281
----------
$ 4,201,278
</TABLE>
==========
(4) Marketable Securities
As of December 31, 1996, the Company owns 9.5% or 4,112,289 common
shares of PICK Communications, which is primarily engaged in the business of
issuing prepaid telephone cards. These securities are classified as available
for sale having a cost of $237,599 and a fair value of approximately $215,200
resulting in an cumulative unrealized loss of $22,400 which was offset by
deferred tax asset of $9,000. The fair value of the securities has been reduced
from $2,580,000 at June 30, 1996 as a result of a corresponding reduction in the
closing price per share from $3.00 at June 30, 1996 to $.22 at December 31,
1996, as reported on the electronic bulletin board. The decrease in net
valuation for the six months ended December 31, 1996 of $1,418,400 was charged
to a separate component of Stockholders' Equity.
(5) Related-party Transactions
The Company accepts rare stamps and other collectibles for sale at
auction on a consignment basis from Collectibles Realty Management, Inc.,
("CRM") which owned approximately 29%, as of
December 31, 1996, of the Company's common stock. Such stamps and collectibles
have been auctioned by the Company or sold at private treaty under substantially
the same terms as for third party customers and the Company charges CRM a
seller's commission for items valued at under $100,000 per lot. In the case of
auction, the hammer price of the sale, less any seller's commission, is paid to
CRM upon successful auction, and in the case of private treaty, the net price
after selling commissions is paid to CRM. For the six months ended December 31,
1996, such auction and private treaty sales were not material.
(6) Debt
The Company is party to secured revolving credit and term loan facility
with Brown Brothers Harriman & Co. ("BBH&Co."). At December 31, 1996, borrowing
under the revolving credit facility and term loan totaled $5,560,000 and
$275,000 respectively. In November 1996, the Company borrowed an additional
$1,400,000 from BBH&Co in the form of a term note due in July 1997 bearing
interest at 12% per annum. Absent a material adverse change or event of default
as determined by BBH&Co., BBH&Co. has agreed to provide of the revolving credit
loan, the Company with a 120-day notification period prior to issuing a demand
for repayment, so long as the Company is in compliance with certain financial
and operating guidelines. The Company believes that at December 31, 1996, it was
in compliance with such guidelines.
<TABLE>
<CAPTION>
(7) Supplementary Cash Flow Information
Following is a summary of supplementary cash flow information:
For the three months ended
December 31,
1995 1996
------------- -------------
<S> <C> <C>
Interest paid $263,958 $425,653
Income taxes paid 246,115
Noncash investing and financing activities:
Acquisition of inventory under note payable 700,000
Note receivable in conjunction with sale of division 140,000
Acquisition of fixed assets under capital leases 135,312
Sale of stock 81,704
</TABLE>
(8) Other information
In November 1996 it was determined that the Company's proposed acquisition
of the Latham Companies, Inc., the parent company of Larry Latham Auctioneers,
Inc., would not be consummated.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Results of Operations
General
The Company's revenues are represented by the sum of (a) the proceeds
from the sale of the Company's inventory, and (b) the portion of sale proceeds
from auction or private treaty that the Company is entitled to retain after
remitting the sellers' share, consisting primarily of commissions paid by
sellers and buyers. Generally, the Company earns a commission from the seller of
10% to 15% (although the commission may be slightly lower on high value
properties). During the six month period ended December 31, 1996, the Company
earned a commission of 15% from the buyers in all markets except for sports
cards which is a 10% premium.
The Company's operating expenses consist of the cost of sales of the
Company's inventory and general and administrative expenses and marketing
expenses for the six months ended December 31, 1996 and 1995. General and
administrative expenses are incurred to pay employees and to provide support and
services to those employees, including the physical facilities and data
processing. Marketing expenses are incurred to promote the services of the
Company to sellers and buyers of collectibles through advertising and public
relations, producing and distributing its auction catalogs and conducting
auctions.
<PAGE>
Three months ended December 31, 1996
Compared with the three months ended December 31, 1995
The Company recorded a decrease in revenues of $837,630 (20%), from
$4,213,463 for the three months ended December 31, 1995 to $3,375,833 for the
three months ended December 31, 1996. This decrease was primarily attributable
to the decrease in revenues from the sale of the Company's inventories of
$815,287 (22%) for the three month period ended December 31, 1996 compared to
the prior year.
Gross margins on the sales of the Company's inventory increased by $
484,689 (80%) in the three months ended December 31, 1996 compared to the three
months ended December 31, 1995. The increase in margins was primarily due to
sales of stamp inventories reflecting a gross margin of 40% for the three months
ended December 31, 1996 as compared to 11% for the comparable period in the
previous year. This offset the decrease in sales of Company owned stamps of
$536,032 in the three months ended December 31, 1996 from the prior year
comparable period
The Company's operating expenses totaled $1,250,488 exclusive of cost
of merchandise sold, for the three months ended December 31, 1996, and
represented an increase of $81,199 (7%) from the three months ended December 31,
1995. The increase in General and Administrative costs by the Company is
primarily due to additional participation in trade shows and a limited expansion
of the sports department.
Interest expense increased by $81,810 in the three months ended
December 31, 1996 compared to the three months ended December 31, 1995 as a
result of the higher average daily borrowings for the comparable period
($36,000) and higher interest rate on the Company's revolving credit facility
and term loans ($24,000). The borrowings under the Company's secured revolving
credit facility are utilized to support the operations of the Company, including
the advances to consignors, auctions receivables and merchandise inventories.
Net Income: The Company recorded income before income taxes of $341,457
for the three months ended December 31, 1996 compared to $43,522 for the three
months ended December 31, 1995. This change was primarily due to an increase in
operating profits of approximately $381,000 during the three months ended
December 31, 1996 compared to the prior year as outlined above.
<PAGE>
Six months ended December 31, 1996
Compared with the six months ended December 31, 1995
The Company had a decrease in revenue of $719,623 (12%) to $5,287,320
for the six months ended December 31, 1996 as compared to the comparable period
ended December 31, 1995. This decrease was substantially attributable to the
reduction in revenues from the sale of the Company's inventories by $669,308
(14%) for the six months ended December 31, 1996 compared to the prior year's
comparable period.
Gross margin percentages on the sales of the Company's inventories
increased from 19% to 37% for the six months ended December 31, 1996 as compared
the six months ended December 31, 1995. This increase in gross margin
percentages and the above decrease in revenue from inventory sales resulted in a
net increase in gross margins on the sale of inventories of $637,944 (73%) to
$1,517,239 for the six months ended December 31, 1996 compared to $879,295 for
the prior year's comparable period.
The Company recorded a decrease in operating expenses of $107,315 (4%)
for the six months ended December 31, 1996 compared to the six months ended
December 13, 1995. This net decrease was primarily attributable to cost
reductions in the Galleries division and partially offset by the expansion of
the sports department and expanded marketing campaigns in the philatelic areas.
Interest expense increased by approximately $137,000 in the six months
ended December 31, 1996 compared to the six months ended December 31, 1995. This
increase was primarily attributable to higher average borrowings ($78,000) and
increased interest rates on the Company's revolving credit facility and term
note ($37,000). This was partially offset by the increase in interest income of
approximately $80,000 for the six months ended December 31, 1996 as compared to
the comparable period of the prior year primarily earned on trade receivables
and advances to consignors.
Net Income: The Company recorded income before income taxes of $186,334
for the six months ended December 31, 1996 compared to a net loss of $173,420
for the six months ended December 31, 1995. This change was primarily due to an
increase in operating profits of approximately $695,000 during the six months
ended December 31, 1996 compared to the prior year as outlined above.
<PAGE>
Liquidity and Capital Resources
At December 31, 1996, the Company's working capital position was
$3,872,528, compared to $3,170,150 as of June 30, 1996. This increase of
$702,378 was primarily due to increases in inventories purchased for future
auctions ($1,405,052), advances to consignors ($2,666,602) and a decrease in
payables to consignors ($1,609,636). These increases to working capital were
offset by a decrease in auctions receivable ($2,576,039) and an increase in the
demand notes payable and current portion of loans payable ($1,690,839). These
items were the material cause of the negative cash flow from operating
activities of $1,411,602.
The Company experienced a decrease in cash flow from investing
activities for the six months ended December 31, 1996 of $100,822. This was
primarily attributable to the purchase of equipment of $86,193 and additional
goodwill related to the purchase of Ivy and Mader, in the amount of $14,629.
The Company experienced an increase in cash flow from financing
activities for the six months ended December 31, 1996 of $1,191,870. This was
primarily attributable to the Company borrowing an additional $1,400,000 in
November 1996 in the form of a term note due in July 1997 to allow for
additional advances to consignors targeted towards the March and June 1997
auctions.
The Company's need for liquidity and working capital is expected to
increase as a result of any proposed business expansion activities. In addition
to the need for such capital, and to enhance the Company's ability to offer cash
advances to a larger number of potential consignors of property (which
management believes is an important aspect of the marketing of an auction
business). In addition, the Company will likely require additional working
capital in the future in order to further expand its sports trading card and
sports memorabilia auction business as well as to acquire collectibles for sale
in the Company's business.
Management believes that the Company's cash flow from ongoing
operations supplemented by the Company's working capital credit facilities will
be adequate to fund the Company's working capital requirements for the next 12
months. However, to complete any of the Company's proposed expansion activities
or to make any significant acquisitions, the Company may consider exploring
financing alternatives including increasing its working capital credit
facilities or raising additional debt or equity capital.
The decision to expand, the desired rate of expansion, and the areas of
expansion will be determined by management and the Board of Directors only after
careful consideration of all relevant factors, including the Company's financial
resources and working capital needs, and the necessity of continuing its growth
and position in its core business area of stamp auctions.
<PAGE>
GREG MANNING AUCTIONS, INC.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None
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) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-k
8-K, filed December 3, 1996, reporting on Item 5, Other matters
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized
GREG MANNING AUCTIONS, INC.
Dated: February 10, 1997
Greg Manning
Chairman and Chief Executive Officer
Daniel Kaplan
Vice President and Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
No. Description
- -------- ------------------------------------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-mos
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 237952
<SECURITIES> 215200
<RECEIVABLES> 6167375
<ALLOWANCES> 150000
<INVENTORY> 4201278
<CURRENT-ASSETS> 16092923
<PP&E> 1251226
<DEPRECIATION> 490231
<TOTAL-ASSETS> 20173449
<CURRENT-LIABILITIES> 12220395
<BONDS> 0
0
0
<COMMON> 44200
<OTHER-SE> 7190603
<TOTAL-LIABILITY-AND-EQUITY> 20173449
<SALES> 4073486
<TOTAL-REVENUES> 5287320
<CGS> 2556247
<TOTAL-COSTS> 4855785
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 28354
<INTEREST-EXPENSE> 401060
<INCOME-PRETAX> 363224
<INCOME-TAX> 176890
<INCOME-CONTINUING> 186334
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 186334
<EPS-PRIMARY> .04
<EPS-DILUTED> .04
</TABLE>