SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 OCTOBER 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-21764
SUPREME INTERNATIONAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)
FLORIDA 59-1162998
(State or other jurisdiction of (IRS Employer Identification
Incorporation or organization) Number)
7495 NW 48TH STREET
MIAMI, FLORIDA 33166
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (305) 592-2830
Former name, former address and fiscal year, if changed since last report
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 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 [ ]
The number of shares outstanding of the registrant's common stock is 4,351,287
(as of December 11, 1996).
<PAGE>
SUPREME INTERNATIONAL CORPORATION
INDEX
PART I: FINANCIAL INFORMATION
ITEM 1:
Consolidated Balance Sheets
as of October 31, 1996 (Unaudited) and January 31, 1996 1
Consolidated Statements of Income (Unaudited)
for the three and nine months ended October 31, 1996 and 2
October 31, 1995
Consolidated Statements of Cash Flows (Unaudited) 3
for the nine months ended October 31,1996 and October 31,1995
Notes to Consolidated Financial Statements (Unaudited) 4
ITEM 2:
Management's Discussion and Analysis
of Financial Condition and Results of Operations 6
PART II: OTHER INFORMATION 10
Signatures 11
<PAGE>
<TABLE>
<CAPTION>
SUPREME INTERNATIONAL CORPORATION
CONSOLIDATED BALANCE SHEETS
OCTOBER 31,
1996 JANUARY 31,
ASSETS (UNAUDITED) 1996
--------------- -----------------
<S> <C> <C>
CURRENT ASSETS
Cash $ 777,448 $ 258,533
Accounts receivable, net 37,552,449 18,101,151
Inventories 31,615,699 30,352,993
Deferred income taxes 828,313 828,313
Other current assets 1,171,126 1,153,785
--------------- -----------------
Total current assets 71,945,035 50,694,775
PROPERTY AND EQUIPMENT, net 2,152,656 2,078,327
INTANGIBLE ASSETS, net 20,079,824 674,199
OTHER 1,396,603 288,123
--------------- -----------------
TOTAL $ 95,574,118 $ 53,735,424
=============== =================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Short-term borrowings $ 5,302,305 $ -
Accounts payable 5,106,153 1,523,560
Accrued expenses 3,339,623 1,189,171
Other current liabilities 1,130,848 221,666
--------------- -----------------
Total current liabilities 14,878,929 2,934,397
LONG-TERM DEBT 34,485,562 6,967,943
--------------- -----------------
Total liabilities $ 49,364,491 $ 9,902,340
--------------- -----------------
STOCKHOLDERS' EQUITY
Preferred stock - $.01 par value; 1,000,000 shares authorized;
no shares issued or outstanding $ - $ -
Common stock - $.01 par value; 10,000,000 shares authorized;
4,535,587 shares issued less 184,300 of treasury stock at
October 31, 1996 and 4,533,333 shares issued and
outstanding at January 31, 1996 43,513 45,333
Additional paid-in capital 27,419,452 29,319,261
Retained earnings 18,746,662 14,468,490
--------------- -----------------
Total stockholders' equity 46,209,627 43,833,084
--------------- -----------------
TOTAL $ 95,574,118 $ 53,735,424
=============== =================
</TABLE>
See notes to consolidated financial statements.
1
<PAGE>
<TABLE>
<CAPTION>
SUPREME INTERNATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED
OCTOBER 31, OCTOBER 31,
1996 1995 1996 1995
------------ ------------- ------------ -------------
<S> <C> <C> <C> <C>
NET SALES $ 46,021,405 $ 35,216,187 $ 114,388,098 $ 95,427,348
COST OF GOODS SOLD 36,034,431 26,748,858 89,603,136 71,899,120
------------ ------------- ------------ -------------
GROSS PROFIT 9,986,974 8,467,329 24,784,962 23,528,228
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 6,279,840 5,428,887 16,900,892 14,855,153
------------ ------------- ------------ -------------
OPERATING INCOME 3,707,134 3,038,442 7,884,070 8,673,075
INTEREST EXPENSE 522,885 609,897 975,879 2,011,913
------------ ------------- ------------ -------------
INCOME BEFORE INCOME TAXES 3,184,249 2,428,545 6,908,191 6,661,162
PROVISION FOR INCOME TAXES 1,210,018 922,847 2,630,018 2,536,763
------------ ------------- ------------ -------------
NET INCOME $ 1,974,231 $ 1,505,698 $ 4,278,173 $ 4,124,399
============ ============= ============ =============
NET INCOME PER SHARE $ 0.45 $ 0.38 $ 0.97 $ 1.12
============ ============= ============ =============
WEIGHTED AVERAGE NUMBER OF COMMON SHARES 4,404,736 3,958,489 4,394,735 3,691,695
============ ============= ============ =============
</TABLE>
See notes to consolidated financial statements.
2
<PAGE>
<TABLE>
<CAPTION>
SUPREME INTERNATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
NINE MONTHS ENDED
OCTOBER 31,
1996 1995
--------------- --------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 4,278,173 $ 4,124,399
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation and amortization 696,270 308,213
Changes in assets and liabilities:
(Increase) in accounts receivable, net (17,993,030) (3,028,059)
Decrease (Increase) in inventories 575,504 (2,730,699)
(Increase) in other current assets (5,373) (155,975)
(Increase) in other assets (1,108,480) (164)
Increase in accounts payable and accrued expenses 5,633,045 1,405,589
Increase in other current liabilities 909,182 20,356
--------------- --------------
Net cash used in operating activities (7,014,709) (56,340)
--------------- --------------
CASH FLOWS USED IN INVESTING ACTIVITIES:
Purchase of fixed and intangible assets (1,111,147) (1,052,085)
Purchase of Jolem Imports, Inc. (3,657,435) -
Purchase of Munsingwear, Inc.'s assets (18,616,088) -
--------------- --------------
Net cash used in investing activities (23,384,670) (1,052,085)
--------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Increase (Decrease) in short-term borrowings
under credit facilities 5,302,305 (4,943,575)
Proceeds (Payments) on long-term debt 27,517,619 (11,742,832)
(Repurchase) Issuance of common stock (1,901,630) 17,571,814
--------------- --------------
Net cash provided by financing activities 30,918,294 885,407
--------------- --------------
NET INCREASE (DECREASE) IN CASH 518,915 (223,018)
CASH AT BEGINNING OF PERIOD 258,533 341,626
--------------- --------------
CASH AT END OF PERIOD $ 777,448 $ 118,608
=============== ==============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest $ 750,721 $ 1,867,327
=============== ==============
Income taxes $ 2,016,807 $ 2,267,331
=============== ==============
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
SUPREME INTERNATIONAL CORPORATION
ITEM 1. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. GENERAL
The accompanying unaudited consolidated financial statements have
been prepared in accordance with the instructions for Form 10-Q
and therefore do not include all information and footnotes
necessary for a fair presentation of financial position, results
of operations and changes in cash flows in conformity with
generally accepted accounting principles. The unaudited
consolidated financial statements should be read in conjunction
with the audited financial statements and related notes included
in the Registrant's Annual Report on Form 10-K for the year ended
January 31, 1996. In the opinion of management, the unaudited
consolidated financial statements contain all adjustments
necessary for a fair presentation for the interim period
presented and all such adjustments are of a normal and recurring
nature. The results of operations for the nine months ended
October 31, 1996 are not necessarily indicative of the results
which may be expected for the entire fiscal year.
Certain amounts of the prior year have been reclassified to
conform to current year presentations.
In February 1996, Supreme International Corporation's (the
"Company") Board of Directors authorized a stock repurchase
program for up to 500,000 shares of its outstanding common stock.
See schedule related to treasury stock in Note 5.
2. INVENTORY
Inventories are stated at lower of cost or market on a First-in
First-out basis and consist of:
<TABLE>
<CAPTION>
OCTOBER 31, 1996 JANUARY 31, 1996
---------------- ----------------
<S> <C> <C>
Finished goods $26,048,858 $26,673,903
Raw materials and in process 4,130,865 3,040,737
Merchandise in transit 1,435,976 638,353
----------- ----------
TOTAL $31,615,699 $30,352,993
=========== ===========
</TABLE>
3. LETTER OF CREDIT FACILITIES
<TABLE>
<CAPTION>
OCTOBER 31, 1996 JANUARY 31, 1996
---------------- ----------------
<S> <C> <C>
Total letter of credit facilities $33,000,000 $35,000,000
Borrowings - -
Outstanding letters of credit (15,128,769) (11,758,074)
------------ ------------
Total Available $17,871,231 $23,241,926
=========== ===========
</TABLE>
4
<PAGE>
4. EARNINGS PER SHARE
Earnings per common share and common equivalent share were
computed by dividing net income by the weighted average number of
shares of common stock and common stock equivalents outstanding
during the year. The number of common shares was increased by the
number of shares issuable on the exercise of warrants and stock
options when the market price of the common stock exceeds the
exercise price of the warrants or options. This increase in the
number of common shares was reduced by the number of common
shares that are assumed to have been purchased with the proceeds
from the exercise of the warrants or options; those purchases
were assumed to have been made at the average price of common
stock during the year. Earnings per share assuming full dilution
was determined in the same manner as earnings per common share
and common equivalent share except that the period-end stock
price was used.
5. STOCKHOLDERS' EQUITY
The following is a schedule of the transactions in common
stock and additional paid-in capital as a result of the stock
repurchase program and the exercise of common stock options:
<TABLE>
<CAPTION>
COMMON STOCK ADDITIONAL
------------- ----------
SHARES AMOUNT PAID-IN CAPITAL
---------- --------- ---------------
<S> <C> <C> <C>
Balance, February 1, 1996 4,533,333 $ 45,333 $ 29,319,261
Less purchase of 184,300
shares of common stock 184,300 1,843 1,899,787
Exercise of stock options 2,254 23 22
---------- --------- ------------
Balance, October 31, 1996 4,351,287 $ 43,513 $ 27,419,452
========== ========= ============
</TABLE>
6. ACQUISITION
On September 6, 1996, the Company acquired certain assets of
Munsingwear, Inc. ("Munsingwear") a manufacturer of men's casual
apparel for approximately $18.6 million. The assets purchased
consisted of the intellectual property and other rights related
to Munsingwear's retail and golf businesses. The acquisition was
accounted for under the purchase method and was financed from
borrowings under the Company's Revolving Credit Agreement (see
"Liquidity and Capital Resources" section).
5
<PAGE>
The following unaudited information presents the Company's pro
forma operating data for the nine months ended October 31, 1996
and 1995 as if the Munsingwear acquisition had been consummated
at the beginning of each of the periods presented. It includes
certain adjustments to the historical consolidated statements of
income of the Company to give effect to the acquisition of
intangible trademarks and associated rights, license agreements
and other acquired net assets, the related issuance of additional
indebtedness by the Company and the increased amortization of
the intangible assets. The unaudited pro forma financial data are
not necessarily indicative of the results of operations that
would have been achieved had the transactions reflected therein
been consummated prior to the period in which they were
completed, or that might be attained in the future.
<TABLE>
<CAPTION>
PRO FORMA
NINE MONTHS ENDED
OCTOBER 31, 1996 OCTOBER 31, 1995
---------------- ----------------
<S> <C> <C>
Net sales $ 139,741,098 $ 126,372,348
Net income $ 5,176,085 $ 5,845,104
Net income per share $ 1.18 $ 1.58
</TABLE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion contains, in addition to historical
information, forward looking statements with respect to Supreme
International Corporation (the "Company") that involve risks and
uncertainties. The Company's actual results could differ
materially. Factors that could cause or contribute to such
difference include, but are not limited to, risks related to
fashion trends; the retail industry; reliance on key customers;
contract manufacturing; foreign sourcing; imports and import
restrictions; competition; seasonality; rapid expansion of
business; dependence on key personnel and other factors discussed
in the Company's filings with the Securities and Exchange
Commission.
RESULTS OF OPERATIONS
THREE AND NINE MONTHS ENDED OCTOBER 31,1996 AS COMPARED TO THREE
AND NINE MONTHS ENDED OCTOBER 31, 1995 .
Net sales for the three and nine months ended October 31,
1996 increased $10,805,218 and $18,960,750, respectively, to
$46,021,405 and $114,388,098 from $35,216,187 and $95,427,348 for
the three and nine months ended October 31, 1995, respectively.
Such increases are attributable to the broad-based growth in the
Company's product lines to existing customers, the addition of
new customers and the acquisitions of both Jolem Imports, Inc.
("Jolem") and Munsingwear.
6
<PAGE>
Cost of goods sold increased to $36,034,431 and
$89,603,136, respectively, for the three and nine months ended
October 31, 1996 from $26,748,858 and $71,899,120 for the three
and nine months ended October 31, 1995, reflecting the increased
level of sales. As a percentage of sales, cost of sales increased
to 78.3% in the three months ended October 31, 1996 from 76.0% in
the three months ended October 31, 1995 and to 78.3% for the nine
months ended October 31, 1996 from 75.3% in the nine months ended
October 31, 1995. Gross profits were $9,986,974 (21.7% of sales)
and $24,784,962 (21.7% of sales) in the three and nine month
period ended October 31, 1996, as compared to $8,467,329 (24.0%
of sales) and $23,528,228 (24.7% of sales) in the three and nine
month period ended October 31, 1995. Both the increase in cost of
sales and the decrease in gross profits is mainly attributable to
increased sales of low-margin inventory coupled with higher
shipping costs.
Selling, general and administrative expenses increased by
$850,953 or 15.7% from $5,428,887 in the three months ended
October 31, 1995 to $6,279,840 in the three month period ended
October 31, 1996 and by $2,045,739 or 13.8% from $14,855,153 for
the nine months ended October 31, 1995 to $16,900,892 for the
nine months ended October 31, 1996. This increase was due to
increased levels of business as well as partial absorption of
certain operating expenses as a result of the acquisition of
Jolem in May 1996. Additionally, during the three months ended
October 31, 1996 the Company continued to integrate the
purchasing, marketing and design functions of Munsingwear into
its operations in Miami. Such integration directly impacted the
selling, general and administrative expenses for the quarter. As
a percentage of sales, selling, general and administrative
expenses were 13.6% and 14.8% for the three and nine month period
ended October 31, 1996 and 15.4% and 15.6% for the three and nine
months ended October 31, 1995.
Interest expense decreased to $522,885 and to $975,879
for the three and nine months ended October 31, 1996 from
$609,897 and $2,011,913 in the three and nine months ended
October 31, 1995. This decrease was due to the repayment of a
portion of the amount outstanding under the Company's $35.0
million revolving credit agreement with a bank following
completion by the Company of a public offering in September 1995.
However, interest expense is expected to increase as a result of
the additional indebtedness by the Company related to the
Munsingwear acquisition.
Income before taxes for the three and nine months ended
October 31, 1996 was $3,184,249 and $6,908,191, respectively, as
compared to income before taxes for the three and nine months
ended October 31, 1995 of $2,428,545 and $6,661,162,
respectively. Net income was $1,974,231 and $4,278,173 for the
three and nine months ended October 31, 1996 representing
earnings per common share of $0.45 and $0.97, respectively, as
compared to $1,505,698 and $4,124,399 for the three and nine
months ended October 31,1995, representing earnings per common
share of $0.38 and $1.12, respectively. The change in net income
in the 1996 periods is due to the reasons set forth above. Net
income per share was computed using the weighted average number
of common shares outstanding of 4,404,736 and 4,394,735 for the
three and nine months ended October 31,1996, and 3,958,489 and
3,691,695 for the three and nine months ended October 31, 1995.
LIQUIDITY AND CAPITAL RESOURCES
The Company has financed its growth in sales and other
working capital requirements principally from operating cash
flows and borrowings under a $35.0 million revolving credit
agreement with a bank (the "Revolving Credit Agreement") and a
cash advance facility with another bank. The amount available for
borrowings under the Revolving Credit Agreement is determined
pursuant to a formula based upon the levels of eligible accounts
receivable and finished goods inventory, subject to a maximum of
$35.0 million. The Revolving Credit Agreement bears interest at
the bank's prime rate or LIBOR plus 1.5%. Substantially all the
assets of the Company are pledged as collateral under the
Revolving Credit Agreement. As of October 31, 1996, $34,485,562
was outstanding under the Revolving Credit Agreement, and the
7
<PAGE>
Company had $514,438 available for additional borrowings based on
eligible receivables and inventory. As of October 31,1996,
borrowings under the Company's cash advance line were $5,302,305.
Cash flows used in operating activities were $7,014,709
for the nine months ended October 31, 1996 principally
representing cash provided by net income of $4,278,173, a
decrease in inventories of $575,504, a net increase in other
current liabilities of $909,182 and an increase in accounts
payable and accrued expenses of $5,633,045 offset by cash used to
finance increases in accounts receivable, other current assets
and other assets of $17,993,030, $5,373 and $1,108,480,
respectively. Cash flows used in operating activities were
$56,340 for the nine months ended October 31,1995 principally
representing the net result of cash provided by net income of
$4,124,399 and increases in current liabilities of $1,425,945,
offset by cash used to finance increases in accounts receivable
and inventory of $3,028,059 and $2,730,699, respectively.
Cash flows used in investing activities were $23,384,670
for the nine months ended October 31, 1996 principally as a
result of the acquisition of certain assets of Munsingwear (see
"Results of Operations") in the amount of $18,616,088 as well as
the Jolem acquisition in the amount of $3,657,435. Cash flows
used in investing activities for the nine months ended October
31, 1995 were $1,052,085, representing normal requirements for
capital expenditures.
Cash flows provided by financing activities were
$30,918,294 for the nine months ended October 31, 1996, primarily
as a result of proceeds from long-term debt of $27,517,619 and
short-term borrowings of $5,302,305 offset by the purchase of
treasury stock of $1,901,630. During the nine months ended
October 31,1996, the Company repurchased an aggregate of 184,300
shares of its common stock in the open market. For the nine
months ended October 31,1995, cash flows provided by financing
activities were $885,407, principally due to proceeds from the
issuance of common stock of $17,571,814 offset by a reduction in
borrowings under credit facilities and long-term debt of
$4,943,575 and $11,742,832, respectively. At October 31, 1996,
the Company had cash of $777,448, as compared to $258,533 at
January 31, 1996, as a result of the activities described above.
The Revolving Credit Agreement contains significant
financial and operating covenants, including requirements that
the Company maintain minimum net worth levels and certain
financial ratios, prohibitions on the ability of the Company to
incur certain additional indebtedness and restrictions on its
ability to make capital expenditures, to incur or suffer to exist
certain liens, to pay dividends or to take certain other
corporate actions. Amounts will only be available under the
Revolving Credit Agreement if such financial maintenance and
other covenants are satisfied and the borrowing base calculation
(which is based upon the amount of eligible accounts receivable
and eligible inventory) are satisfied. The Company is currently
in compliance with all covenants under the Revolving Credit
Agreement.
The Company had working capital of $57,066,106 at October
31, 1996. Outstanding indebtedness of $34,485,562 is classified
as long-term debt under the Revolving Credit Agreement and
therefore is not included for purposes of calculating working
capital. At January 31, 1996 the Company had working capital of
$47,760,378 with outstanding indebtedness under the Revolving
Credit Agreement of $6,967,943. The Company's current ratio was
4.8 at October 31, 1996 compared to 17.3 at January 31, 1996.
8
<PAGE>
The Company maintains three facilities with a combined
limit of $33.0 million for letters of credit. The facilities
further provide the Company with an aggregate sublimit of $7.2
million for advances to refinance letters of credit up to 120
days. These facilities are secured by the consignment of
merchandise in transit under each letter of credit. Indebtedness
under these facilities bears interest at variable rates
substantially equal to the lenders' specified base lending rates
plus a 1.5% per annum acceptance commission fee. Letters of
credit under these facilities totaled $15,128,769 and $11,758,074
as of October 31, 1996 and January 31,1996, respectively.
In addition to the Munsingwear acquisition discussed in
Note 6, the Company acquired all the assets of Jolem, a
Miami-based manufacturer and distributor of men's and boys'
casual apparel in May 1996.
Management believes that the combination of the borrowing
availability under the Revolving Credit Agreement, existing
working capital and funds anticipated to be generated from
operating activities will be sufficient to meet the Company's
anticipated operating and capital needs for the foreseeable
future.
EFFECTS OF INFLATION AND FOREIGN CURRENCY FLUCTUATIONS
The Company does not believe that inflation significantly
affected its results of operations for the nine months ended
October 31, 1996 and 1995.
The Company's purchases from foreign suppliers are made
in U.S. dollars. Accordingly, the Company, to date, has not been
materially adversely affected by foreign currency fluctuations.
9
<PAGE>
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.
ITEM 4. Submission of Matters to a Vote of Security Holders
Not applicable.
ITEM 5. Other Information
Not applicable.
ITEM 6. Exhibits
(a) Exhibits
27.1 Financial Data Schedule (for SEC use only)
(b) The Registrant filed a Form 8-K on September 20, 1996
with the Commission. The Form 8-K, dated September 6,
1996, contained Item 2 disclosure with respect to the
Registrant's acquisition of certain assets from
Munsingwear, Inc. On November 20, 1996, the Registrant
filed financial statements with respect to said
acquisition on Form 8-K/A.
10
<PAGE>
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.
Date: December 11, 1996 By: /S/ RICHARD L. DUNN
-------------------
Richard L. Dunn
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-31-1997
<PERIOD-END> OCT-31-1996
<CASH> 777,448
<SECURITIES> 0
<RECEIVABLES> 37,552,449
<ALLOWANCES> 0
<INVENTORY> 31,615,699
<CURRENT-ASSETS> 71,945,035
<PP&E> 2,152,656
<DEPRECIATION> 0
<TOTAL-ASSETS> 95,574,118
<CURRENT-LIABILITIES> 9,576,624
<BONDS> 39,787,867
0
0
<COMMON> 43,513
<OTHER-SE> 46,166,114
<TOTAL-LIABILITY-AND-EQUITY> 95,574,118
<SALES> 114,388,098
<TOTAL-REVENUES> 114,388,098
<CGS> 89,603,136
<TOTAL-COSTS> 89,603,136
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 975,879
<INCOME-PRETAX> 6,908,191
<INCOME-TAX> 2,630,018
<INCOME-CONTINUING> 4,278,173
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,278,173
<EPS-PRIMARY> .97
<EPS-DILUTED> .97
</TABLE>
