<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------------
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended November 30, 1996
Commission File No. 0-24414
RF MONOLITHICS, INC.
(Exact name of registrant as specified in its charter)
----------------------------------
DELAWARE 75-1638027
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification)
4441 SIGMA ROAD, DALLAS, TEXAS 75244
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (214) 233-2903
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.
[X] YES [ ] NO
AS OF DECEMBER 31, 1996, 5,341,164 SHARES OF THE REGISTRANT'S COMMON STOCK,
$.001 PAR VALUE, WERE OUTSTANDING.
<PAGE>
RF MONOLITHICS, INC.
FORM 10-Q
QUARTER ENDED NOVEMBER 30, 1996
TABLE OF CONTENTS
Item
Number Page
------ ----
PART I. CONDENSED FINANCIAL INFORMATION
1. Condensed Financial Statements:
Condensed Balance Sheets
November 30, 1996 (Unaudited), and August 31, 1996 1
Condensed Statements of Income - Unaudited
Three Months Ended November 30, 1996 and 1995 2
Condensed Statements of Cash Flows - Unaudited
Three Months Ended November 30, 1996 and 1995 3
Notes to Condensed Financial Statements 4
2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II. OTHER INFORMATION
1. Legal Proceedings 11
2. Changes in Securities 11
3. Defaults Upon Senior Securities 11
4. Submission of Matters to a Vote of Security Holders 11
5. Other Information 11
6. Exhibits and Reports on Form 8-K 11
SIGNATURES
<PAGE>
PART I. CONDENSED FINANCIAL INFORMATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
CONDENSED BALANCE SHEETS
(In Thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
November 30, August 31,
ASSETS 1996 1996
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 2,282 $ 1,029
Short-term investments 5,048 5,031
Trade receivables - net 6,855 6,703
Inventories 3,877 3,935
Prepaid expenses and other 578 536
Deferred income tax benefits 668 675
------- -------
Total current assets 19,308 17,909
PROPERTY AND EQUIPMENT - Net 11,207 10,321
DEFERRED INCOME TAX BENEFITS 1,303 1,614
OTHER ASSETS - Net 690 727
------- -------
TOTAL $32,508 $30,571
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt 1,831 1,829
Accounts payable - trade 1,899 1,033
Accounts payable - construction and equipment 868 142
Accrued expenses and other liabilities 1,709 1,950
Income taxes payable 87 54
Dividends payable on convertible preferred stock 22 22
------- -------
Total current liabilities 6,416 5,030
LONG-TERM DEBT 2,208 2,413
STOCKHOLDERS' EQUITY:
Common stock: 5,340 and 5,314 shares issued and outstanding 5 5
Additional paid-in capital 24,669 24,547
Accumulated deficit (614) (1,214)
Unearned compensation (189) (210)
Unrealized gain on short-term investments 13 0
------- -------
Total stockholders' equity 23,884 23,128
------- -------
TOTAL $32,508 $30,571
======= =======
</TABLE>
See notes to condensed financial statements.
-1-
<PAGE>
RF MONOLITHICS, INC.
CONDENSED STATEMENTS OF INCOME - UNAUDITED
(In Thousands, Except Per-Share Amounts)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
November 30,
----------------------
1996 1995
<S> <C> <C>
SALES $10,077 $8,418
COST OF SALES 6,090 5,478
------- ------
GROSS PROFIT 3,987 2,940
OPERATING EXPENSES:
Research and development 914 764
Sales and marketing 1,357 1,031
General and administrative 700 636
------- ------
Total operating expenses 2,971 2,431
------- ------
INCOME FROM OPERATIONS 1,016 509
OTHER INCOME (EXPENSE):
Interest income 65 68
Interest expense (94) (99)
Other expense (19) (13)
------- ------
Total (48) (44)
------- ------
INCOME BEFORE INCOME TAXES 968 465
INCOME TAX EXPENSE 368 186
------- ------
NET INCOME $ 600 $ 279
======= ======
EARNINGS PER SHARE $ 0.11 $ 0.05
======= ======
WEIGHTED AVERAGE COMMON AND
COMMON EQUIVALENT SHARES
OUTSTANDING 5,599 5,348
======= ======
</TABLE>
See notes to condensed financial statements.
-2-
<PAGE>
RF MONOLITHICS, INC.
CONDENSED STATEMENTS OF CASH FLOWS - UNAUDITED
(In Thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
November 30,
--------------------
1996 1995
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 600 $ 279
Noncash items included in net income:
Deferred taxes 318 115
Depreciation and amortization 708 570
Provision for doubtful accounts 24 11
Other 21 -
Cash from (used in) operating working capital:
Trade receivables (176) (386)
Inventories 58 (469)
Prepaid expenses and other (42) (74)
Accounts payable - trade 866 625
Accrued expenses and other liabilities (241) (80)
Income taxes payable 33 3
------- -------
Net cash from operations 2,169 594
INVESTING ACTIVITIES:
Increase in short-term investments (899) (998)
Decrease in short-term investments 895 943
Acquisition of property and equipment (1,590) (1,800)
Proceeds from sale of assets 13 -
Decrease in other assets 20 14
------- -------
Net cash used in investing activities (1,561) (1,841)
FINANCING ACTIVITIES:
Borrowings on notes payable - 1,382
Repayments of notes payable (125) (545)
Repayments of capital lease obligations (78) (73)
Borrowings of accounts payable - construction and equipment 726 479
Common stock issued for options exercised 122 39
Dividends paid on preferred stock - (4)
------- -------
Net cash from financing activities 645 1,278
------- -------
INCREASE IN CASH AND CASH EQUIVALENTS 1,253 31
CASH AND CASH EQUIVALENTS:
Beginning of period 1,029 433
------- -------
End of period $ 2,282 $ 464
======= =======
SUPPLEMENTAL INFORMATION:
Interest paid $ 99 $ 125
======= =======
Income taxes paid $ 6 $ 41
======= =======
</TABLE>
See notes to condensed financial statements.
-3-
<PAGE>
RF MONOLITHICS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
1. INTERIM FINANCIAL STATEMENTS
The accompanying condensed financial statements include all adjustments,
consisting only of normal recurring adjustments and accruals, that in the
opinion of the management of RF Monolithics, Inc. (the "Company" or "RFM") are
necessary for a fair presentation of the Company's financial position as of
November 30, 1996, and the results of operations and cash flows for the three
months ended November 30, 1996 and 1995. These unaudited interim condensed
financial statements should be read in conjunction with the audited financial
statements of the Company and the notes thereto included in the Company's Annual
Report on Form 10-K for the year ended August 31, 1996, filed with the
Securities and Exchange Commission.
Operating results for the three months ended November 30, 1996, are not
necessarily indicative of the results to be achieved for the full fiscal year
ending August 31, 1997.
2. INVENTORIES
Inventories consist of the following (in thousands):
<TABLE>
<CAPTION>
Nov. 30, Aug. 31,
1996 1996
<S> <C> <C>
Raw materials and supplies $1,917 $1,904
Work in process 909 763
Finished goods 1,051 1,268
------ ------
Total $3,877 $3,935
====== ======
</TABLE>
3. PROPERTY AND EQUIPMENT
Property and equipment includes construction in progress of $1,496,000 at
November 30, 1996, and $126,000 at August 31, 1996, which is composed of
equipment and other assets not yet placed in service primarily related to
increasing the capacity of the Company's manufacturing facilities.
4. CREDIT FACILITIES
In November 1996, the Company renewed the $3.5 million equipment lease facility
with a commercial bank, and extented the committment date to December 18, 1997.
During December 1996, the Company leased $.4 million, leaving $3.1 million
available on this lease facility at December 31, 1996.
5. CAPITAL STOCK
During the quarter ended November 30, 1996, the Company granted to employees
Incentive Stock Options for 133,000 shares of the Company's common stock. The
options have an exercise price ranging between $8.125 and $8.25 and were granted
in accordance with the Company's 1982 Stock Option Plan.
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<PAGE>
In December 1996, the Company granted to employees Incentive Stock Options for
12,500 shares of the Company's common stock. The options have an exercise price
of $9.625 and were granted in accordance with the Company's 1982 Stock Option
Plan and resulted in approximately 9,000 common shares remaining available for
grant under the plan at December 31, 1996.
-5-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following discussion may be understood more fully by reference to the
financial statements, notes to the financial statements, and management's
discussion and analysis contained in the Company's Annual Report on Form 10-K
for the year ended August 31, 1996, filed with the Securities and Exchange
Commission.
GENERAL
RFM offers products in four product areas: Low-power components, low-
power Virtual Wire(R) radio systems, frequency control modules and filters. The
Company sells to original equipment manufacturers in computer, automotive,
telecommunications, consumer and industrial markets segments world wide.
Except for the historical information contained herein, the following
discussion contains forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ materially from those
discussed here. Factors that could cause or contribute to such differences
include, but are not limited to, those discussed in this section, as well as in
the section entitled "Legal Proceedings" and those discussed in the Company's
Form 10-K for the year ended August 31, 1996.
RESULTS OF OPERATIONS
The following discussion relates to the financial statements of the Company
for the three months ended November 30, 1996 (current quarter), of the fiscal
year ending August 31, 1997, in comparison to the three months ended November
30, 1995 (comparable quarter of the prior year). In addition, certain
comparisons with the three months ended August 31, 1996 (previous quarter), are
provided where management believes it is useful to the understanding of trends.
The selected financial data for the periods presented may not be indicative
of the Company's future financial condition or results of operations.
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<PAGE>
The following table sets forth, for the three months ended November 30, (i)
the percentage relationship of certain items from the Company's statements of
income to sales and (ii) the percentage change in these items between the
current period and the comparable period of the prior year:
<TABLE>
<CAPTION>
Percentage of |
Total Sales |
------------------------ | Percentage Change
Quarter Ended | From Quarter Ended
November 30, | November 30, 1995
------------------------ | to Quarter Ended
1996 1995 | November 30, 1996
-------- -------- | -----------------
<S> <C> <C> | <C>
Sales 100 % 100 % | 20 %
Cost of sales 60 65 | 11
--- --- | ---
Gross profit 40 35 | 36
--- --- | ---
Research and development 9 9 | 20
Sales and marketing 14 12 | 32
General and administrative 7 8 | 10
--- --- | ---
Total operating expenses 30 29 | 22
--- --- | ---
Income from operations 10 6 | 100
Other income (expense), net - (1) | 9
--- --- | ---
Income before income taxes 10 5 | 108
Income tax expense 4 2 | 98
--- --- | ---
Net income 6 % 3 % | 115 %
=== === | ===
</TABLE>
SALES
The following table sets forth the components of the Company's sales and the
percentage relationship of the components to sales by product area for the
periods ended as indicated (in thousands, except percentage data):
<TABLE>
<CAPTION>
Quarter Ended
-------------------------------------------------
November 30, | November 30,
1996 | 1995
------------------------ | ----------------------
Amounts % of Total | Amounts % of Total
------------------------ | ----------------------
<S> <C> <C> | <C> <C>
|
Low-power components $ 8,209 81 % | $6,105 73 %
Low-power Virtual Wire radio systems 682 7 | 420 5
Frequency control modules 575 6 | 1,597 19
Filters 511 5 | 283 3
Technology development sales 100 1 | 13 0
------- --- | ------ ---
Sales $10,077 100 % | $8,418 100 %
======= === | ====== ===
</TABLE>
Total sales increased 20% in the current quarter, compared to the comparable
quarter of the prior year and were virtually the same as the previous quarter.
The increase in the current quarter sales compared to the comparable quarter of
the prior year was primarily attributable to an increased number of units
shipped in three of the Companies four product areas. Low-power component sales
in the current quarter increased
-7-
<PAGE>
34% over the comparable quarter of the prior year and 10% over the previous
quarter primarily due to increasing demand for the Company's surface mount
resonator products, which for the first time exceeded shipments of older style
leaded resonator products. Low-power Virtual Wire(R) radio systems sales in the
current quarter increased 62% over the comparable quarter of the prior year and
filter sales increased 81% in the same time period. Sales increases for low-
power Virtual Wire(R) radio system and filter products resulted from continued
increase in demand for newer products that have a higher value added content.
Sales of frequency control modules products decreased 64% from the
comparable quarter of the prior year and 56% from the previous quarter,
primarily due to a decrease in both units shipped and average selling price.
Sales in this product line were adversely impacted by softness in demand from
customers in computer markets. This product area has not yet seen the impact of
a new line of clock oscillator products intended for this market.
International sales (primarily in Europe and Asia) were approximately 52%,
50% and 50% of the Company's sales during the current quarter, the comparable
quarter of the prior year and the previous quarter, respectively. The Company
considers all product sales with a delivery destination outside of North America
to be international sales. These sales are denominated primarily in U.S.
currency. The Company intends to continue its focus on international sales in
the future and expects that international sales will continue to represent a
significant portion of its business. There can be no assurance, however, that
this can be achieved.
The Company's top five customers accounted for approximately 25%, 32% and
28% of the Company's sales in the current quarter, the comparable quarter of the
prior year and the previous quarter, respectively. The reduction in the relative
portion of the revenues to the Company's top five customers from the comparable
quarter of the prior year to the current quarter was primarily a result of sales
to an increased number of customers, particularly customers for new products.
While the Company has achieved sales increases in prior periods, there can
be no assurance that this can be achieved in future periods. The Company's
success is highly dependent on achieving technological advantages in its product
design and manufacturing capabilities, as well as its ability to sell its
products in a competitive marketplace that can be influenced by outside factors
such as economic and regulatory conditions. The Company experiences increased
competition from companies that offer alternative solutions such as phased lock
loop technology or aggressive product pricing. There can be no assurance that
competition from alternative technologies or from competitors duplicating the
Company's technologies will not adversely affect selling prices and market
share.
GROSS PROFIT
The current quarter gross margin of 39.6% increased from 34.9% in the
comparable quarter of the prior year, primarily reflecting improved gross
margins for both of the Company's low-power products lines, components and
Virtual Wire(R) radio systems. For both product lines, substantial reductions in
average selling prices resulting from increased price competition were more than
offset by reductions in per unit manufacturing costs. The reduction in per unit
manufacturing costs resulted from continued improvements in yield and labor
productivity, purchasing cost reductions and an increase in the number of units
produced, allowing for fixed overhead expenses to be spread over a larger number
of units. The increase in gross margin for the low-power product lines was
partially offset by a reduction in gross margins for frequency control module
and filter products resulting from lower average selling prices created by
competitive pressures. There can be no assurance that lower average selling
prices resulting from competitive pressures
-8-
<PAGE>
will continue to be offset by reductions in per unit manufacturing cost. If
average selling prices decline more than per unit manufacturing costs, the
Company's gross profit margin would be adversely affected.
More recently, the gross margin in the current quarter was 39.6%, compared
to 40% in the previous quarter. The slight reduction in gross margin from the
previous quarter resulted from the fact that the decrease in average selling
prices for the Company's products caused by competitive pressures was slightly
greater than the reduction in the Company's per unit manufacturing costs.
The Company has in the past experienced sudden increases in demand which
have put pressure on its manufacturing facilities to increase capacity to meet
this demand. In addition, new products sometimes require different manufacturing
processes than the Company currently possesses. The Company has devoted the bulk
of its capital expenditures increasing capacity and improving its manufacturing
processes. There can be no assurance that the Company can continue to increase
its manufacturing capacity and improve its manufacturing processes in a timely
manner so as to take advantage of increased market demand. Failure to do this
would result in a loss of potential sales in the periods impacted.
RESEARCH AND DEVELOPMENT
Research and development expenses in the current quarter increased
approximately $150,000, or 20%, over the comparable quarter of the prior year.
These costs increased due to the Company's increase in staffing for these
activities and in other product development costs. The Company believes that
the continued development of its technology and new products is essential to its
success and is committed to continue its investment in research and development.
The Company expects that research and development expenses will increase in
absolute dollars in future periods.
SALES AND MARKETING
Current quarter sales and marketing expenses increased approximately
$326,000, or 32%, from the prior comparable period, primarily due to increased
sales commissions, increased staffing and increased marketing costs needed to
support the Company's increased sales. Since sales and marketing expenses
increased faster than sales, these expenses increased to 14% of sales in the
current quarter, compared to 12% of sales in the comparable quarter of the prior
year. The Company expects to incur higher sales and marketing expenses in
absolute dollars in future periods as it expands its sales and marketing
efforts.
GENERAL AND ADMINISTRATIVE
General and administrative expenses for the current quarter increased
approximately $64,000, or 10%, from the prior comparable period. Such increase
was primarily attributable to increased support for the Company's expansion.
Since sales increased faster than general and administrative expenses, such
expenses decreased to 7% of total sales in the current quarter, compared to 8%
of total sales in the comparable quarter of the prior year. The Company expects
general and administrative expenses will increase in absolute dollars in future
periods.
-9-
<PAGE>
INCOME FROM OPERATIONS
Income from operations was $1,016,000, or 10% of total sales in the current
quarter, compared to $509,000 or 6% of sales in the comparable quarter of the
prior year. The increase in income for operations in both absolute dollars and
percent of sales reflects the increase in gross profit and gross margin. The
increase in gross profit was partially offset by an increase in operating
expenses, particularly for research and development and sales and marketing
expenses related to product and market development activities.
INCOME TAX EXPENSE
The Company's income tax expense was $368,000 in the current quarter,
compared to $186,000 in the comparable quarter of the prior year, reflecting the
comparable income before income taxes for the respective periods.
NET INCOME
Net income increased 115% to $600,000 in the current quarter, compared to
$279,000 for comparable quarter of the prior year.
LIQUIDITY AND CAPITAL RESOURCES
The principal sources of liquidity at November 30, 1996, consisted of $7.3
million of cash and short-term investments and $7.5 million of unused credit
facilities. These credit facilities include $4.0 million unused under a line of
credit agreement with a commercial bank which expires December 31, 1997, and
$3.5 million in an equipment-collateralized term lease facility with a
commercial bank. The credit facilities contain restrictions and financial
covenants relating to various matters, including net worth, interest coverage
and levels of debt compared to tangible net worth. As of November 30, 1996, the
Company was in compliance with such restrictions and covenants.
Net cash provided by operating activities was $2.2 million and $.6 million
for the first quarter of fiscal 1997 and 1996, respectively. Increased cash
generated from operations was primarily due to an increase in net income and
non-cash items included in net income for the comparable periods.
Cash used in investing activities was $1.6 million and $1.8 million for the
first quarter of fiscal 1997 and 1996, respectively, primarily as a result of
capital expenditures. The Company expects to acquire a total of approximately
$4 million to $7 million of capital equipment by the end of fiscal 1997,
consisting primarily of equipment needed for its manufacturing facilities. Some
of this equipment may be acquired under the equipment-collateralized operating
lease facility.
Net cash generated from financing activities was $.6 million and $1.3
million for the first quarter of fiscal 1997 and 1996, respectively. These
activities primarily related to the borrowings in support of the capital
equipment acquisitions offset by payments on these borrowings.
The Company believes that cash generated from operations, if any, banking
facilities and the $7.3 million balance in cash and short-term investments will
be sufficient to meet the Company's operating cash requirements through the rest
of the fiscal year. To the extent that these sources of funds are insufficient
to meet the Company's capital requirements, the Company may be required to raise
additional funds. No assurance can be given that additional financing will be
available or, if available, that it will be available on acceptable terms.
-10-
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On June 7, 1996 the Company was served with a complaint filed by TimeKeeping
Systems, Inc. ("TimeKeeping") in the Court of Common Pleas for Cuyahoga County,
Ohio, captioned TimeKeeping Systems, Inc. v. R.F. Monolithics, Inc., No. 308658.
The Company is the only defendant named in the complaint. The complaint
purports to state a single cause of action for breach of contract and alleges
that the Company failed to timely fulfill certain purchase orders TimeKeeping
issued in 1995. The complaint seeks damages of $900,000 based primarily on a
claim of lost profits. The Company has removed the action to the United States
District Court for the Northern District of Ohio, where it is pending as No.
1:96 CV 1451. The Company has submitted a counterclaim for $33,000 in unpaid
billings plus related legal expenses.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. The Company hereby incorporates by reference all exhibits filed
in connection with Form 10-K for the year ended August 31, 1996.
(b) The Company did not file any reports on Form 8-K during the quarter ended
November 30, 1996.
Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
of 1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
-11-
<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.
RF MONOLITHICS, INC.
Dated: January 13, 1997 By: /s/ Sam L. Densmore
-------------------------------
Sam L. Densmore
CEO, President and Director
-12-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-1997
<PERIOD-START> SEP-01-1996
<PERIOD-END> NOV-30-1996
<CASH> 2,282
<SECURITIES> 5,048
<RECEIVABLES> 6,855
<ALLOWANCES> (307)
<INVENTORY> 3,877
<CURRENT-ASSETS> 19,308
<PP&E> 21,121
<DEPRECIATION> (9,914)
<TOTAL-ASSETS> 32,508
<CURRENT-LIABILITIES> 6,416
<BONDS> 2,208
0
0
<COMMON> 24,674
<OTHER-SE> (790)
<TOTAL-LIABILITY-AND-EQUITY> 32,508
<SALES> 10,077
<TOTAL-REVENUES> 10,077
<CGS> 6,090
<TOTAL-COSTS> 6,090
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 24
<INTEREST-EXPENSE> (94)
<INCOME-PRETAX> 968
<INCOME-TAX> 368
<INCOME-CONTINUING> 600
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 600
<EPS-PRIMARY> .11
<EPS-DILUTED> .11
</TABLE>
