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 September 30, 1998
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: (973) 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 October 23, 1998, Issuer had 4,419,997 shares of its Common Stock
outstanding.
Transitional Small Business Disclosure Format (check one): Yes ______ No X.
<PAGE>
GREG MANNING AUCTIONS, INC.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Table of Contents Page Number
Consolidated Balance Sheet - September 30, 1998 (Unaudited) 3
Consolidated Statements of Operations and Retained Earnings - 4
Three months ended September 30, 1997 and 1998 (Unaudited)
Consolidated Statements of Cash Flows - 5
Three months ended September 30, 1997 and 1998 (Unaudited)
Consolidated Statement of Comprehensive Income 6
Three months ended September 30, 1997 and 1998 (Unaudited)
Notes to Consolidated Financial Statements 7
as of September 30, 1998
Item 2. Management's Discussion and Analysis 11
<PAGE>
GREG MANNING AUCTIONS, INC.
Consolidated Balance Sheet
September 30, 1998
(Unaudited)
Assets
Current assets:
Cash and cash equivalents $ 193,431
Accounts receivable
Auctions receivable 5,294,136
Advances to consignors 1,108,732
Inventory 2,421,089
Income taxes receivable 111,000
Deferred tax asset 200,971
Prepaid expenses and deposits 54,724
-----------------------
Total current assets 9,384,083
Property and equipment, net 508,956
Goodwill 1,722,842
Marketable securities 249,253
Other non-current assets
Inventory 1,801,225
Advances to consignors 639,218
Other Receivables 974,053
Other 387,428
=======================
Total assets $15,667,058
=======================
Liabilities and Stockholders' Equity
Current liabilities:
Demand notes payable $ 3,522,000
Note payable - current portion 166,710
Payable to third party consignors 3,069,736
Accounts payable 430,133
Accrued expenses 432,583
Income taxes payable 225,071
-----------------------
Current liabilities 7,846,233
Notes payable - long-term portion 113,055
-----------------------
Total liabilities 7,959,288
-----------------------
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 44,200
outstanding
Additional paid in capital 6,819,690
Unrealized loss on marketable securities (19,061)
Retained earnings 862,941
-----------------------
Total stockholders' equity 7,707,770
-----------------------
Total liabilities and stockholders' equity $15,667,058
=======================
See accompanying notes to financial statements
<PAGE>
GREG MANNING AUCTIONS, INC.
Consolidated Statements of Operations and Retained Earnings
(Unaudited)
Three months ended September 30,
----------------------------------------------
1997 1998
---------------- --------------------
Operating revenues
Sales of merchandise $ 1,860,356 $ 996,629
Commissions earned 529,506 601,449
---------------- ------------------
2,389,862 1,598,078
---------------- ------------------
Operating expenses
Cost of merchandise sold 1,555,510 722,166
General and administrative 1,121,009 859,771
Marketing 156,740 132,218
----------------- ------------------
2,833,259 1,714,155
----------------- ------------------
Operating profit (loss) (443,397) (116,077)
Other income (expense)
Gain on sale of marketable
securities - 556,817
Interest and other income 97,851 96,642
Interest expense (173,153) (102,690)
------------------ -------------------
Income (loss) before income taxes (518,699) 434,692
Provision for (benefit from)
income taxes (225,634) 225,071
------------------ -------------------
Net income (loss) (293,065) 209,621
Retained earnings,
beginning of period 884,872 653,320
------------------ ------------------
Retained earnings,
end of period $ 591,807 $ 862,941
================== =================
Basic Earnings (loss) per share
Weighted average shares
outstanding 4,419,997 4,419,997
========== =========
Basic earnings (loss) per share $(0.07) $ 0.05
========== =========
Diluted Earnings (loss) per share
Weighted average shares
outstanding 4,419,997 4,796,528
========== ===========
Diluted Earnings (loss) per share $ (0.07) $ 0.04
========== ===========
See accompanying notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
GREG MANNING AUCTIONS, INC.
Consolidated Statements of Cash Flows
(Unaudited)
Three months ended September 30,
----------------------------------------
1997 1998
------------------- -------------------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (293,065) $ 209,621
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization 95,731 90,655
Provision for bad debts 25,000 -
Gain on sale of marketable securities - (556,817)
(Increase) decrease in assets:
Auctions receivable 1,681,591 2,413,724
Advances to consignors 4,143,378 635,277
Notes receivables 231,208 -
Inventory 181,563 (378,360)
Due from affiliate - CRM (2,950) -
Income taxes receivable (262,867) -
Prepaid expenses and deposits 6,701 25,122
Other assets - (246,060)
Increase (decrease) in liabilities
Payable to third-party consignors (4,238,234) (2,333,433)
Accounts payable (876,389) (20,542)
Accrued expenses 132,460 (219,401)
Income taxes payable (121,786) 225,071
----------- -------------
702,341 (155,143)
------------ -------------
Cash flows from investing activities:
Capital expenditures for property and equipment (36,309) (30,126)
Additional goodwill - (18,296)
Proceeds from sale of marketable securities - 621,439
------------ -------------
(36,309) 573,017
------------ -------------
Cash flows from financing activities:
Repayment of (proceeds from) demand notes payable (800,000) 57,000
Repayment of loans payable (148,903) (147,070)
Repayment of term notes payable - (738,000)
------------- -------------
(948,903) (828,070)
------------- -------------
Net change in cash and cash equivalents (282,871) (410,196)
Cash and cash equivalents at beginning of period 635,221 603,628
============ ===========
Cash and cash equivalents at end of period $ 352,350 $ 193,432
============ ============
See accompanying notes to financial statements
</TABLE>
<PAGE>
GREG MANNING AUCTIONS, INC.
Statement of Comprehensive Income
Three months ended September 30,
1997 1998
--------------------------------------
Net Income (loss) ($293,065) $209,621
Other comprehensive income (loss)
Unrealized gains on securities 0 296,534
Less: 0 (334,090)
reclassification
adjustment for gains included
in net income
======================================
Comprehensive income (loss) ($293,065) $172,065
======================================
See accompanying notes to financial statements
<PAGE>
(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 autographs, art and rare documents.
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 September 30, 1998
and related consolidated statements of operations and retained earnings for the
three months ended September 30, 1997 and 1998 and consolidated statements of
Cash Flows for the three 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, 1998 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. The Company does not 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.
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. When however, 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 in question. 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.
<PAGE>
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:
For the three months ended
September 30, Percentages
------------------------------ --------------------
1997 1998 1997 1998
------------------------------ --------------------
Aggregate Sales $ 5,547,828 $ 4,482,208 100% 100%
============================== ====================
By source:
A. Auction $ 3,687,472 $ 3,485,579 66% 78%
B. Sales of inventory 1,860,356 996,629 34% 22%
------------------------------- --------------------
By market:
A. Philatelics $ 5,382,491 $ 4,289,936 97% 96%
B. Sports collectibles 165,337 192,272 3% 4%
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 September 30, 1998 was $369,436. The recoverability of goodwill
is evaluated at each year end balance sheet date as events or circumstances
indicate a possible inability to recover its 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
for temporary changes in fair value of marketable securities are credited or
charged to a separate component of Stockholders' Equity.
Earnings (loss) per common and common equivalent share
The Company has adopted Statement of Financial Accounting Standards No.
128 ("SFAS 128"), "Earnings Per Share". In accordance with SFAS 128, primary
earnings per share have been replaced with basic earnings per share, and fully
diluted earnings per share have been replaced with diluted earnings per share
which includes potentially dilutive securities such as outstanding options and
convertible securities. Prior periods have been presented to conform with SFAS
128.
Basic earnings per share is computed by dividing income available to
common shareholders by the weighted-average number of common shares outstanding
during the period. Diluted earnings per share is computed by dividing income
available to common shareholders by the weighted-average number of common shares
outstanding during the period increased to include the number of additional
common shares that would have been outstanding if the dilutive potential common
shares had been issued. The dilutive effect of the outstanding options would be
reflected in diluted earnings per share by application of the treasury stock
method.
Comprehensive Income
During the three months ended September 30, 1998, the Company adopted
Statement of Financial Accounting Standards No. 130 ("SFAS 130"), "Reporting
Comprehensive Income". Comprehensive income includes not only net earnings, but
also revenues, expenses, gains and losses that are excluded from net earnings
under generally accepted accounting principles. Examples include foreign
currency translation adjustments and unrealized gains and losses on investments.
SFAS 130 requires that all items required to be recognized as components of
comprehensive income be reported in a financial statement with equal prominence
to the other financial statements. Prior periods have been presented to conform
with SFAS 130.
(3) Inventories
Inventories as of September 30, 1998 consisted of the following:
Current Non-current Total
Stamps $1,439,161 $358,225 $1,797,386
Sports cards and sports
memorabilia 363,996 331,000 694,996
Other collectibles 617,932 1,112,000 1,729,932
------------ --------- ---------
$2,421,089 $1,801,225 $4,222,314
=========== =========== ==========
(4) Marketable Securities
As of September 30, 1998, the Company owned 3.9% or 1,402,289 common
shares of PICK Communications, which is primarily engaged in the business of
issuing prepaid telephone cards. During the three months ended September 30,
1998, the Company sold 980,000 shares for approximately $621,439, resulting in a
pre-tax gain on the sale of marketable securities of approximately $556,817.
The Company also owned at September 30, 1998, 100,000 shares of Pro Net
Link Corp., an internet service provider.
The fair value of PICK and Pro Net Link has been estimated by the
Company's management utilizing brokered transactions as well as arms-length
private transactions in the companies' common stock, as described in public
filings under the Securities Exchange Act of 1934, as amended. These securities
are classified as available for sale. The valuation assigned to this investment
is contingent upon the companies' ability to generate future cash flows and it
is reasonably possible, based upon a review of such public filings, that the
estimate could change substantially in the near term.
Cost Market Value Unrealized Gain(Loss)
Pick Communications $ 81,021 $ 170,503 $ 89,482
Pro Net Link 200,000 78,750 (121,250)
------- ------ ---------
Total $ 281,021 $ 249,253 $(31,768)
========= ========= =========
The unrealized loss is classified as a separate component of
stockholders' equity, net of tax, in the amount of $19,062.
(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").
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
three months ended September 30, 1998, there were no such auction and private
treaty sales.
Scott Rosenblum, a director of the Company, is a partner of the law
firm Kramer, Levin, Naftalis & Frankel, which provides legal services to the
Company. Anthony L. Bongiovanni, Jr., also a director of the Company, is
president of Micro Strategies, Incorporated, which provides computer services to
the Company. Total expenditures for services rendered by these firms for the
three months ended September 30, 1997 and 1998 were approximately $70,000 and
$24,000 respectively, in the case of Kramer, Levin, Naftalis & Frankel, and
approximately $25,000 and $16,884 respectively, in the case of Micro Strategies,
Incorporated.
(6) Debt
The Company is party to a secured revolving credit and term loan
facility with Brown Brothers Harriman & Co. ("BBH&Co."). At September 30, 1998,
borrowing under the revolving credit facility and term loan totaled $3,522,000
and $143,750 respectively. 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.
(7) Supplementary Cash Flow Information
Following is a summary of supplementary cash flow information:
For the three months ended
September 30,
1997 1998
----------------- -----------------
Interest paid $ 179,361 $117,922
Income taxes paid 4,921 1,314
<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
5% to 15%(although the commission may be slightly lower on special high value
properties). During the three month period ended September 30, 1998, the Company
earned a commission of 10% to 15% from the buyers.
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 three months ended September 30, 1997 and 1998. 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.
Three months ended September 30, 1998
Compared with the three months ended September 30, 1997
The Company recorded a decrease in revenues of $791,784 (33%), from
$2,389,862 for the three months ended September 30, 1997 to $1,598,078 for the
three months ended September 30, 1998. This decrease was primarily attributable
to the decreases in revenues from the sale of the Company's inventories of
$863,727 (46%) for the three month period ended September 30, 1998 compared to
the prior year. This decrease was primarily caused by a more selective inventory
purchase program in an effort to improve our gross profit margin. This program
was successful as shown by our improved margins from 16% in 1997 to 27% in 1998
(see below).
Gross margins on the sales of the Company's inventory decreased by $
30,383 (10%) in the three months ended September 30, 1998 compared to the three
months ended September 30, 1997. The overall gross margin increased to 27% on
inventory sales during the three months ended September 30, 1998 from 16% for
the comparable period in the prior year. The stamp area had an increase in gross
margins to 45% during the three months ended September 30, 1998 compared to 15%
for the prior year comparable period. During the quarter ended September 30,
1997 the Company sustained a loss on a large lot that had the effect of reducing
gross margins in the stamp area by approximately 6%.
The Company's operating expenses decreased by $285,760 (22%) during the
three months ended September 30, 1998 compared to the same period in the prior
year. These costs resulted in operating costs of 62% of operating revenues for
the three months ended September 30, 1998 compared to 53% for the comparable
period in the prior year. The primary cost decreases were attributable to a
decrease of approximately $97,000 in payroll costs , approximately $53,000 from
leases and contracts which expired during fiscal 1998 and approximately $60,000
in saved expenses relating to the relocation of Ivy & Mader from New York to our
West Caldwell office.
Interest income decreased by $1,209 substantially due to a lower level
of outstanding interest bearing advances to consignors during the quarter ended
September 30, 1998 as compared to the three months ended September 30, 1997.
This was offset by an decrease in interest expense of $70,463 during the three
months ended September 30, 1998 as compared to the comparable period of the
prior year due primarily to reduced overall borrowings.
Net Income: The Company's increase in operating profits of $502,686
during the three months ended September 30, 1998 as compared to the same period
of the prior year and the gain on sale of PICK stock of $556,817 were the
primary components of the net income of $209,621 for the three months ended
September 30, 1998 compared to the net loss of $293,065 during the three months
ended September 30, 1997.
The Company is aware of the Year 2000 issue and has commenced a program
to identify, remediate, test and develop contingency plans for the Year 2000
issue (the "Y2K Program"), to be substantially completed by the summer of 1999.
The Company has retained a consultant who will assist in the management of the
Y2K Program as it relates to (1) the software and systems used in the Company's
internal business; and (2) third party vendors, manufacturers and suppliers. The
Company currently does not anticipate that the cost of the Y2K Program will be
material to its financial condition or results of operations. Nevertheless,
satisfactorily addressing the Year 2000 issue is dependent on many factors, some
of which are not completely within the Company's control. Should the Company's
internal systems or the internal systems of one or more significant vendors or
suppliers fail to achieve Year 2000 compliance, the Company's business and its
results of operations could be adversely affected.
Liquidity and Capital Resources
At September 30, 1998, the Company's working capital position was
$1,537,850, compared to $1,455,028 as of June 30, 1998. This increase of $
82,822 was primarily due to decreases in auctions receivable ($2,413,724) and
advances to consignors ($635,277). These decreases to working capital were
offset by a decrease in payables to third party consignors ($2,333,433) and
accounts payable and accrued expenses ($231,944). These items were the material
cause of the negative cash flow from operating activities of $155,143.
The Company experienced an increase in cash flow from investing
activities for the three months ended September 30, 1998 of $573,017. This was
primarily attributable to the sale of PICK stock.
The Company experienced a decrease in cash flow from financing
activities for the three months ended September 30, 1998 of $828,070. This was
attributable to the Company reducing its notes payable and term loans by
$147,070 and payments made on its term loans of $738,000.
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. This will include 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.
Subsequent Events
The Company is presently involved in purchase negotiations for a
company. No definitive agreement has yet been reached. The impact on the Company
could be significant.
<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
None
<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: October 23, 1998
/s/ Greg Manning
Greg Manning
Chairman and Chief
Executive Officer
/s/ James Smith
James Smith
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
No. Description
- - - - - -------- ------------------------------------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-START> JUL-30-1998
<PERIOD-END> SEP-30-1998
<CASH> 193431
<SECURITIES> 249253
<RECEIVABLES> 5294136
<ALLOWANCES> (83378)
<INVENTORY> 2421089
<CURRENT-ASSETS> 9384083
<PP&E> 1458255
<DEPRECIATION> (949298)
<TOTAL-ASSETS> 15667058
<CURRENT-LIABILITIES> 7846233
<BONDS> 0
0
0
<COMMON> 44200
<OTHER-SE> 7663573
<TOTAL-LIABILITY-AND-EQUITY> 15667058
<SALES> 1598078
<TOTAL-REVENUES> 1598078
<CGS> 722166
<TOTAL-COSTS> 991989
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 102690
<INCOME-PRETAX> 434692
<INCOME-TAX> 225071
<INCOME-CONTINUING> 209621
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 209621
<EPS-PRIMARY> .05
<EPS-DILUTED> .04
</TABLE>