SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 30, 1996
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________ to ___________
Commission File No. 0-22384
MICRO COMPONENT TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 41-0985960
--------------------------------- ------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3850 North Victoria Street, Saint Paul, Minnesota 55126
--------------------------------------------------------------------------
(Address of principal executive offices)
(612) 482-5100
------------------------------------
(Registrant's telephone number)
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.
Yes ___X___ No _______
The number of shares outstanding of the Registrant's Common Stock, as of April
15, 1996, was 6,998,670.
Page 1 of 14 pages
Exhibit index on page 12
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS:
CONSOLIDATED BALANCE SHEETS 3
CONSOLIDATED STATEMENTS OF OPERATIONS 4
CONSOLIDATED STATEMENTS OF CASH FLOWS 5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS 7
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 10
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 10
SIGNATURES 11
EXHIBIT INDEX 12
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
ITEM 1. FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
Mar. 30, June 24,
ASSETS 1996 1995
- ------------------------------------------------------- -------- --------
(Unaudited) (Audited)
<S> <C> <C>
Current assets:
Cash $ 7,482 $ 1,156
Notes and accounts receivable, less allowance
for doubtful accounts of $270 (Mar. 1996) and
$100 (June 1995) 5,760 4,039
Inventories
Raw Materials 1,143 1,895
Work in process 524 590
Finished goods 1,442 547
-------- --------
Total Inventories 3,109 3,032
Prepaid Lease 80 798
Other 464 687
-------- --------
Total current assets 16,895 9,712
-------- --------
Property, plant and equipment 6,625 7,115
Less accumulated depreciation 5,648 6,330
-------- --------
Property, plant and equipment, net 977 785
Other assets 76 58
Net assets of discontinued operations -- 977
-------- --------
Total assets $ 17,948 $ 11,532
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
- -----------------------------------------------------------------
Current Liabilities
Current obligations under debt facilities and financing
obligations $ 341 $ 363
Accounts payable 1,221 1,791
Unearned service revenue 19 921
Other accrued liabilities 2,231 2,623
Shareholder's lawsuit -- 1,175
-------- --------
Total current liabilities 3,812 6,873
Long-term debt and financing obligations 84 41
Stockholder's Equity:
Common Stock
Common, $.01 par value, 20,000,000 authorized, 7,174,744
and 5,126,142 issued, respectively 70 50
Redeemable convertible preferred stock,
$.01 par value, 1,000,000
authorized, 315,789 issued 1,500 1,500
Additional paid-in capital 43,438 37,251
Cumulative translation adjustment (82) 279
Accumulated deficit (26,566) (30,154)
Treasury stock 176,074 shares of Common Stock at cost (4,308) (4,308)
-------- --------
Total stockholders' equity 14,052 4,618
-------- --------
Total liabilities and stockholders' equity $ 17,948 $ 11,532
======== ========
</TABLE>
See Notes to Consolidated Financial Statements
MICRO COMPONENT TECHNOLOGY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
-------------------- --------------------
Mar. 30, Mar. 25, Mar. 30, Mar. 25,
1996 1995 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Sales $ 5,756 $ 6,128 $ 18,130 $ 17,884
Cost of sales 2,389 3,580 7,532 10,338
-------- -------- -------- --------
Gross profit 3,367 2,548 10,598 7,546
Operating expenses
Selling, general and
administrative 1,893 2,078 5,872 9,547
Research and development 1,441 707 3,206 3,196
Unusual and non-recurring items -- -- (1,524) (6,178)
-------- -------- -------- --------
Total operating expenses 3,334 2,785 7,554 6,565
-------- -------- -------- --------
Income from operations 33 (237) 3,044 981
Interest expense, net (80) 23 (144) 274
-------- -------- -------- --------
Income before income taxes 113 (260) 3,188 707
Income tax provision 4 17 76 109
-------- -------- -------- --------
Net income (loss) from continuing
operations 109 (277) 3,112 598
Discontinued operations -- (582) (474) 286
-------- -------- -------- --------
Net income before extraordinary item 109 305 3,586 312
Extraordinary income -- -- -- 1,005
-------- -------- -------- --------
Net income attributable to Common Stock $ 109 $ 305 $ 3,586 $ 1,317
======== ======== ======== ========
Earnings (loss) per share from
continuing operations $ .01 $ (.05) $ .44 $ .11
Earnings (loss) per share from
discontinued operations -- .11 .06 (.05)
-------- -------- -------- --------
Earnings per share before
extraordinary item .01 .06 .50 .06
Earnings per share - extraordinary item -- -- -- .18
-------- -------- -------- --------
Earnings per common share $ .01 $ .06 $ .50 $ .24
======== ======== ======== ========
</TABLE>
See Notes to consolidated financial statements
<TABLE>
<CAPTION>
MICRO COMPONENT TECHNOLOGY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Nine Months Ended
Mar. 30, Mar. 25,
1996 1995
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 3,586 $ 1,317
Adjustments to reconcile net income (loss) to
net cash used by operating activities
Depreciation and amortization 310 791
Deferred service revenue -- (34)
Unusual and non-recurring items (1,524) (6,178)
Gain on extinguishment of debt -- (1,026)
Proceeds from SymTek settlement -- 1,325
Other, net 5 (391)
Changes in assets and liabilities:
Accounts receivable (1,871) 1,209
Inventories (77) 4,668
Other current assets 908 (2,247)
Accounts payable (570) (5,392)
Other accrued liabilities (1,369) 553
Net assets of discontinued operations 977 (863)
------- -------
Total adjustments (3,211) (7,585)
------- -------
Net cash provided (used) by operating activities 375 (6,268)
------- -------
Cash flows from investing activities
Net proceeds from sale of property, plant and equipment 19 292
Additions to property, plant and equipment (509) (31)
Net proceeds from sale of product line 1,524 9,529
Net proceeds from discontinued operations 150 --
------- -------
Net cash provided by investing activities 1,184 9,790
------- -------
Cash flows from financing activities:
Borrowings under bank agreements 0 3,089
Proceeds from long-term debt 98 --
Payments of long-term debt (77) (7,741)
Proceeds from issuance of stock 5,107 1,500
------- -------
Net cash provided (used) by financing activities 5,128 (3,152)
------- -------
Effects of exchange rate changes (361) (278)
Net increase in cash 6,326 92
------- -------
Cash at beginning of period 1,156 845
------- -------
Cash at end of period $ 7,482 $ 937
======= =======
</TABLE>
See Notes to consolidated financial statements
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. INTERIM FINANCIAL STATEMENTS
The accompanying unaudited, condensed, consolidated financial statements
as of and for the three and nine month periods ended March 30, 1996 and
March 25, 1995 have been prepared in accordance with the instructions for
SEC Form 10-Q and, accordingly, do not include all disclosures required by
generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments, consisting of
normal recurring accruals considered necessary for a fair presentation,
have been included.
Interim unaudited financial results should be read in conjunction with the
audited financial statements included in the SEC Annual Report, Form 10-K,
for the fiscal year ended June 24, 1995.
The results of operations for the three and nine months ended March 30,
1996 are not necessarily indicative of the operating results to be
expected for the full year.
2. RECLASSIFICATION
In the Company's Form 10-Q for the three months ended September 30, 1995,
the Company's reserve for shareholder litigation of $1,100,000 was
classified as a current liability. This amount was reclassified to
long-term liabilities in the financial statements for the three months
ended September 30, 1995 included in a subsequent S-1 filing. This
reclassification was based on the settlement agreement, which allowed the
Company to satisfy the obligation with cash or common stock until the date
of final approval by the Federal District Court which occurred on
September 15, 1995. After that date, the Company was required to use only
common stock. During the second quarter this liability was satisfied
through the issuance of the company's common stock in accordance with the
settlement agreement. This reclassification had no impact on the results
of operations for the three months ended September 30, 1995.
3. UNUSUAL AND NON-RECURRING ITEMS
In December 1995, the Company received approximately $1.5 million from the
resolution of disputes concerning the $2 million escrow fund created to
cover certain contingencies in connection with the November 1994 sale of
the 1149 tester product line to Megatest Corporation. Under the terms of
the settlement, all disputes between the parties have been resolved.
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
In August of 1995, the Company completed a private placement offering of
1,500,000 shares of Common Stock resulting in net proceeds of $4.6 million from
several accredited investors. The proceeds from the private placement are being
used for working capital purposes.
In December of 1995, the Company received $1.5 million in settlement of the
escrow agreement established with Megatest Corporation in connection with the
sale of the 1149 tester product line which occurred in November of 1994. These
funds are also being used for working capital purposes.
In February of 1996, the Company received $500,000 from Hambrecht & Quist
Guaranty Finance ("HQGF") pursuant to its exercise of stock purchase warrants
for 160,000 shares of the Company's common stock. HQGF had earned these warrants
under a previous financing agreement it had entered into with the Company. The
Company is using these funds for working capital purposes.
During the nine months ended March 30, 1996, the Company generated $.4 million
of cash from its operating activities. Capital expenditures for the first nine
months were $509,000. During the first nine months of last year, the Company
used $6.3 million of cash in its operating activities, and paid down $7.7
million of long-term debt funded by an increase to its revolving credit line
borrowings and the sale of the 1149 tester product line.
Current assets at March 30, 1996 were $16.9 million, or $7.2 million higher than
the amount of current assets of $9.7 million at June 24, 1995. This increase is
principally due to an increase in cash of $6.3 million and an increase of $1.7
million in accounts receivable, offset by amortization of the Company's prepaid
lease costs.
Current liabilities at March 30, 1996 were $3.8 million, a decrease of $3.1
million from the amount of current liabilities of $6.9 million at June 24, 1995.
Settlement of the shareholders' lawsuit by the issuance of 200,000 shares of
common stock utilized the $1.2 million reserve that existed at June 24, 1995.
The remaining decrease is due to reductions of accrued liabilities, accounts
payable and amortization of unearned service revenue.
Working capital is positive at the end of the third quarter at $13.1 million, an
increase of $10.2 million since June 24, 1995. The increase is primarily due to
the cash proceeds from the private placement and the funds received from the
escrow settlement.
Effective January 30, 1996, the Company registered 1,710,000 shares of common
stock for sale by stockholders. The selling stockholders include the investors
who purchased 1.5 million shares from the company in a private placement during
August of 1995, HQGF, and two others.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 30, 1996
Net sales for the third quarter ended March 30, 1996 were $5.8 million, a $.4
million or 6.1% decrease from $6.1 million for the same period one year ago. The
prior year's quarter included $1.7 million of residual 1149 tester product line
revenue which the Company had previously sold. Offsetting this decrease in the
current quarter is revenue generated from the Company's upgrade for its 2000
Series tester, and higher sales volumes of the Company's standard handler
products and its spare parts.
Gross profit for the third quarter was $3.4 million, an increase of $.8 million
or 32.1% from $2.6 million for the third quarter of the prior year. Gross margin
as a percentage of net sales was 58.5% as compared to 41.6% for the same period
last year. The increase in gross profit was generated from changes in product
mix, manufacturing efficiencies and lower charges for excess and obsolete
inventory.
Selling, general and administrative expense in the third quarter was $1.9
million, a decrease of $.2 million or 8.9% from $2.1 million of a year ago. As a
percentage of net revenue, SG&A decreased to 32.9% for the third quarter from
33.9% for the same period last year. The decrease in SG&A is principally
attributable to lower legal and accounting fees.
Research and development expense for the third quarter ended March 30, 1996 was
$1.4 million or 25.0% of net sales. This represents an increase of $.7 million
for the same period one year ago. The increase is due to the development costs
on the Company's 7632 Pick & Place handler and the 5100 High Speed Gravity Feed
handler.
The company expects that these new products will allow it to enter market
segments it did not participate in previously. However, the success of these
products is subject to various risks and uncertainties, including customer
acceptance, fluctuations in the semiconductor market, technology changes and the
possible adverse impact of competition.
Net interest expense decreased from $23,000 to net interest income of $80,000.
The reduction of debt was made possible by the sale of the 1149 tester product
line. The Company's continuing strong cash position allows it to operate with
minimum debt.
Net income for the third quarter of fiscal 1996 was $109,000. Net income for the
same period last year was $305,000 which included income from discontinued
operations of $582,000.
RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED MARCH 30, 1996
Net sales for the nine months ended March 30, 1996 were $18.1 million, up 1.4%
from $17.9 million for the same period a year ago. The increase in net sales is
attributable to higher sales volumes of the Company's standard handler products
and 2000 test system which more than offset the decrease in sales resulting from
the sale of the 1149 test system product line.
Gross profit for the nine months was $10.6 million, an increase of $3.1 million
or 40.5%, from $7.5 million last year. As a percentage of net sales, gross
margin improved to 58.5% from 42.2%. As stated earlier, gross profit
improvements have been generated from changes in product mix, manufacturing
efficiencies and lower charges for excess and obsolete inventory.
Selling, general and administrative expense decreased to $5.9 million or 38.5%,
from $9.6 million for the same period a year ago. As a percentage of net sales,
selling, general and administrative expense decreased to 32.4% from 53.4%. The
decrease is principally due to the headcount reduction caused by the sale of the
1149 tester product line, and also by lower legal and accounting fees.
Research and development expense increased slightly over the same period a year
ago. As a percentage of net sales, R&D expense decreased to 17.7% from 17.9%.
The decrease due to the headcount reduction caused by the sale of the 1149
tester product line is offset by the Company's development of its 7632 Pick and
Place handler and its 5100 High Speed Gravity Feed handler.
The company expects that these new products will allow it to enter market
segments it did not participate in previously. However, the success of these
products is subject to various risks and uncertainties, including customer
acceptance, fluctuations in the semiconductor market, technology changes and the
possible adverse impact of competition.
In December 1995, the Company received approximately $1.5 million from the
resolution of disputes concerning the $2 million escrow fund created to cover
certain contingencies in connection with the November 1994 sale of the 1149
tester product line to Megatest Corporation. Under the terms of the settlement,
all disputes between the parties have been resolved. The Company has classified
this amount as an unusual and non-recurring gain in the results of operations
for the nine months ended March 30, 1996.
During the nine months ended March 30, 1996, net interest expense decreased from
$274,000 for the same period last year to net interest income of $144,000. The
reduction of debt was made possible by the proceeds from the sale of the
Company's 1149 tester product line. The funds received in the private placement
and from the escrow settlement have eliminated the need for new debt.
Net income for the nine months ended March 30, 1996 was $3.6 million inclusive
of an unusual and non-recurring gain of $1.5 million. Net income for the same
period last year was $1.3 million which included an unusual and non-recurring
gain of $6.2 million relating th the sale of the company's 1149 tester product
line and extraordinary income of $1.0 million.
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Securities and Exchange Commission has informed the Company that it is
conducting an investigation with respect to certain financial reporting
discrepancies announced by the Company in April 1994 dating back to fiscal 1993
and the first two quarters of fiscal 1994. The Company has submitted documents
to the Commission upon the Commission's request as part of the investigation.
On December 28, 1995, University/Joseph Associates, the former landlord of
Sym-Tek Systems, Inc., filed a lawsuit against the Company in Superior Court in
San Diego, California, seeking payment by the Company of $500,000. The landlord
alleges in the lawsuit that the Company agreed to pay Sym-Tek's rent during the
period in 1994 in which the Company and Sym-Tek were negotiating a possible
merger. The merger was not concluded, and the Company has denied any liability
to the landlord and intends to vigorously defend the lawsuit.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 10. First Amendment to Employment Agreement with John Matsushima
dated March 30, 1996.
Exhibit 11. Computation of Earnings Per Common and Common Equivalent
Share.
(b) No reports were filed on Form 8-K.
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
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.
Micro Component Technology, Inc.
Registrant
Dated: April 29, 1996 By:___________________________________
Roger E. Gower
President, Chief Executive Officer
and Director
and
Dated: April 29, 1996 By:___________________________________
John Matsushima
Vice President/Controller
Chief Accounting Officer
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
EXHIBIT INDEX
Exhibit
Number Page
10 First Amendment to Employment Agreement with 13
John Matsushima dated March 30, 1996
11 Computation of Earnings per Common and 14
Common Equivalent Share
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AGREEMENT is made and entered into as of this 30th day of March,
1996, by and between Micro Component Technology, Inc., a Delaware corporation
("Employer"), and John Matsushima ("Employee"), for the purpose of amending the
Employment Agreement dated March 17, 1995 ( the "Agreement").
In consideration of the mutual terms and conditions contained herein, the
parties hereby agree as follows:
1. Section 5 of the Agreement is hereby amended to state as follows:
5. Change in Control. In the event of a change in control of
Employer which occurs as the result of a merger, a sale of all or
substantially all of Employer's assets, or the acquisition of a
majority of Employer's outstanding stock by a single party or a
group acting in concert, Employer shall pay Employee the sum of
$130,000 in cash and less withholding for applicable taxes, unless
Employee enters into a new written employment agreement with
Employer or its successor within 30 days after the effective date of
such change in control. The required payment shall be made upon
completion of the transition following the change in control, which
shall not exceed six months, provided Employee assists in such
transition to the extent requested. Employee shall be compensated
for services rendered during the transition period at his rate of
compensation in effect immediately prior to the change in control.
This Section 5 shall supersede Section 4 of the Agreement in the event of a
change in control.
2. Section 10 of the Agreement is hereby amended to add the following new
sentence: This agreement is binding upon, and shall inure to the benefit of, the
parties and their respective heirs, representatives, successors and permitted
assigns.
3. Except as amended hereby, this Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
and year first above written.
MICRO COMPONENT TECHNOLOGY
By: __________________________
Its ______________________
__________________________
John Matsushima
MICRO COMPONENT TECHNOLOGY, INC.
FORM 10-Q
COMPUTATION OF EARNINGS PER COMMON SHARE AND
COMMON EQUIVALENT SHARE
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
Mar. 30, Mar. 25, Mar. 30, Mar. 25,
1996 1995 1996 1995
PRIMARY -------- -------- -------- --------
- ---------------------------------------
<S> <C> <C> <C> <C>
Net income (loss) from continuing $ 109 $ (277) $ 3,112 $ 598
operations
Discontinued operations -- 582 474 (286)
------- ------- ------- ---------
Net income before extraordinary item 109 305 3,586 312
Extraordinary item -- -- -- 1,005
------- ------- ------- ---------
Net income attributable to Common
Stock and common equivalent shares
- primary $ 109 $ 305 $ 3,586 $ 1,317
======= ======= ======= =========
Weighted average number of shares
outstanding during the period 6,923 4,878 6,355 4,925
Shares issuable on exercise of stock
options and warrants less shares
repurchaseable from the proceeds 424 49 456 190
Shares issuable on conversion of
redeemable preferred stock 316 316 316 316
------- ------- ------- ---------
Common and common equivalent shares -
primary 7,663 5,243 7,127 5,431
======= ======= ======= =========
Earnings (loss) per share from
continuing operations $ .01 $ (.05) $ .44 $ .11
Earnings (loss) per share from
discontinued operations -- .11 .06 (.05)
------- ------- ------- ---------
Earnings per share before
extraordinary item .01 .06 .50 .06
Extraordinary item -- -- -- .18
------- ------- ------- ---------
Net income per common and equivalent
shares - primary $ .01 $ .06 $ .50 $ .24
======= ======= ======= =========
FULLY DILUTED:
Net income (loss) from continuing $ 109 $ (277) $ 3,112 $ 598
operations
Discontinued operations -- 582 474 (286)
------- ------- ------- ---------
Net income before extraordinary item 109 305 3,586 312
Extraordinary item -- -- -- 1,005
------- ------- ------- ---------
Net income attributable to Common
Stock and common equivalent shares
- fully diluted $ 109 $ 305 $ 3,586 $ 1,317
======= ======= ======= =========
Common and common equivalent shares -
primary 7,663 5,243 7,127 5,431
Shares issuable on exercise of stock
options and warrants less shares
repurchaseable from the proceeds -- -- -- --
------- ------- ------- ---------
Common and common equivalent shares -
fully diluted 7,663 5,243 7,127 5,431
======= ======= ======= =========
Earnings (loss) per share from
continuing operations $ .01 $ (.05) $ .44 $ .11
------- ------- ------- ---------
Earnings (loss) per share from
discontinued operations -- .11 .06 (.05)
------- ------- ------- ---------
Earnings per share before
extraordinary item .01 .06 .50 .06
Extraordinary item -- -- -- .18
------- ------- ------- ---------
Net income per common and equivalent
shares - fully diluted $ .01 $ .06 $ .50 $ .24
======= ======= ======= =========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-29-1996
<PERIOD-END> MAR-30-1996
<CASH> 7,482
<SECURITIES> 0
<RECEIVABLES> 6,030
<ALLOWANCES> (270)
<INVENTORY> 3,109
<CURRENT-ASSETS> 16,895
<PP&E> 6,625
<DEPRECIATION> (5,648)
<TOTAL-ASSETS> 17,948
<CURRENT-LIABILITIES> 3,812
<BONDS> 0
0
1,500
<COMMON> 70
<OTHER-SE> 12,482
<TOTAL-LIABILITY-AND-EQUITY> 17,948
<SALES> 18,130
<TOTAL-REVENUES> 18,130
<CGS> 7,532
<TOTAL-COSTS> 7,532
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (144)
<INCOME-PRETAX> 3,188
<INCOME-TAX> 76
<INCOME-CONTINUING> 3,112
<DISCONTINUED> 474
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,586
<EPS-PRIMARY> .50
<EPS-DILUTED> .50
</TABLE>
