FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1996
Commission File Number 1-6537-3
ALL STAR GAS CORPORATION
(formerly Empire Gas Corporation)
(Exact Name of Registrant as Specified in its Charter)
MISSOURI 43-1494323
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
P.O. Box 303, 1700 S. Jefferson Street, Lebanon, Missouri 65536
(Address of Principal Executive Offices and Zip Code)
(417) 532-3103
(Registrant's Telephone Number, Including Area Code)
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 _____
Number of Shares of outstanding common stock (one class only) as of
January 31, 1997 was 1,579,225.
PART I - - FINANCIAL INFORMATION
Item 1. Financial Statements
ALL STAR GAS CORPORATION
(formerly EMPIRE GAS CORPORATION) AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars In Thousands, Except Per Share Amounts)
December 31, 1996 June 30,
(Unaudited) 1996
----------------- --------
ASSETS
Current Assets
Cash $ 5,028 $ 898
Trade receivables - Net 10,967 4,308
Inventories (Note 3) 10,477 6,039
Prepaid Expense 978 276
Receivable from sale of Retail Locations ------ 2,390
Due from Related Parties 1,072 1,261
Deferred Income Taxes 725 995
------- ----------
Total Current Assets 29,247 16,167
------ ----------
Property, Plant and Equipment 101,415 97,407
Less Accumulated Depreciation 30,427 29,497
------ ----------
Fixed Assets - Net 70,988 67,910
------ ----------
Other Assets
Debt Acquisition Costs - Net 3,914 4,228
Excess of Cost Over Fair Value of
Assets Acquired - Net 10,680 11,536
Other 3,017 2,161
------- ----------
Total Other Assets 17,611 17,925
------ ----------
Total Assets $117,846 $102,002
======== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Current Maturities of Long-Term Debt $ 1,300 $ 7,358
Accounts Payable and Accrued Expenses 23,867 14,512
------ ------------
Total Current Liabilities 25,167 21,870
Long-Term Debt (Note 4) 120,567 115,500
Deferred Income Taxes 9,115 8,935
Accrued Self Insurance Liability (Note 2) 517 540
-------- ------------
Total Liabilities 155,366 146,845
------- ------------
Stockholders' Equity (Deficit)
Common; $.001 Par Value; Authorized
20,000,000 Shares, Issued Dec. 31, 1996
and June 30, 1996 - - 14,291,020 Shares 14 14
Common Stock Purchase Warrants 1,227 1,227
Additional Paid-In Capital 27,279 27,279
Retained Earnings 21,935 14,612
------ ------------
50,455 43,132
Treasury Stock at Cost
December 31, 1996 and June 30, 1996 (87,975) (87,975)
12,711,795 Shares -------- -------------
Total Stockholders' Equity (Deficit) (37,520) (44,843)
-------- -------------
Total Liabilities and Stockholders' Equity $117,846 $102,002
(Deficit) ======== ============
See Notes to Condensed Consolidated Financial Statements
ALL STAR GAS CORPORATION
(formerly EMPIRE GAS CORPORATION) AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1996 AND 1995
(Unaudited)
(Dollars In Thousands, Except Per Share Amounts)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31 December 31
----------- -----------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Operating Revenue $34,157 $24,196 $47,276 $35,923
Cost of Product Sold 20,294 12,167 27,354 17,824
------ --------- --------- ---------
Gross Profit 13,863 12,029 19,922 18,099
------ --------- --------- ---------
Operating Costs and Expenses
General and Administrative 7,812 7,784 13,638 14,053
Depreciation and Amortization 1,689 1,536 3,134 3,063
----- --------- --------- ---------
9,501 9,320 16,772 17,116
----- --------- --------- ---------
Operating Income 4,362 2,709 3,150 983
----- --------- --------- ---------
Other Income (Expense)
Interest Expense, Net (2,803) (2,625) (5,433) (5,250)
Amortization of Debt
Discount and Expense (1,491) (1,331) (2,982) (2,661)
Gain on Sale of Assets 17,801 99 17,488 855
------ --------- --------- ---------
13,507 (3,857) 9,073 (7,056)
------ ---------- --------- ----------
Income (Loss) Before Income Taxes 17,869 (1,148) 12,223 (6,073)
Provision (Credit) for Income Taxes 6,900 (300) 4,900 (2,000)
------- ---------- --------- ----------
Net Income (Loss) $10,969 $ (848) $ 7,323 $(4,073)
======= ========== ========= ==========
Income (Loss) Per Common Share $ 6.95 $ (.54) $ 4.64 $ (2.58)
====== ======= ========= ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements
ALL STAR GAS CORPORATION
(formerly EMPIRE GAS CORPORATION) AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED DECEMBER 31, 1996 AND 1995
(Unaudited)
(Dollars In Thousands)
1996 1995
---- ----
Cash Flows From Operating Activities
Net Income (Loss) $ 7,323 $ (4,073)
Items not requiring (providing) cash
Depreciation 2,674 2,561
Amortization 3,442 3,163
Gain on sale of assets (17,488) (855)
Deferred income taxes 450 (2,000)
Changes In:
Trade receivables (7,136) (7,610)
Inventories (4,531) (1,905)
Prepaid expense & other (552) (1,028)
Accounts payable & accrued expenses 9,699 6,175
----- ---------
Net cash used in operating activities (6,119) (5,572)
------- ----------
Cash Flows From Investing Activities
Purchase of property & equipment (4,205) (3,344)
Acquisition of retail service centers (1,151) (419)
Receipts on sales of retail outlets
previously accrued 3,002 --
Proceeds from sales of property & equipment 468 365
Disposal of retail service centers 1,519 4,498
Proceeds from sale of investment in SYN Inc. 18,000 --
------ ---------
Net cash provided by investing activities 17,633 1,100
------ ---------
Cash Flows From Financing Activities
Checks in process of collection (420) 1,988
Increase (decrease) in working capital
financing (6,389) 3,545
Principal payments on other long-term debt (575) (343)
Net cash provided by (used in)
financing activities (7,384) 5,190
INCREASE IN CASH 4,130 718
CASH, BEGINNING OF PERIOD 898 821
------ ---------
CASH, END OF PERIOD $ 5,028 $ 1,539
======== =========
See Notes to Condensed Consolidated Financial Statements
ALL STAR GAS CORPORATION
(FORMERLY EMPIRE GAS CORPORATION) AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1996 AND 1995
(Unaudited)
1) In the opinion of Management, the accompanying unaudited condensed
consolidated financial statements contain all adjustments necessary
to present fairly All Star Gas Corporation's (formerly Empire Gas
Corporation) condensed consolidated financial position as of December
31, 1996, and the condensed consolidated results of its operations
and cash flows for the periods ended December 31, 1996 and 1995. All
such adjustments are of a normal recurring nature.
The accounting policies followed by the Company are set forth in Note
1 to the Company's consolidated financial statements in the 1996
Annual Report on Form 10-K.
On September 28, 1996 the Company, Northwestern Growth Corporation
(NGC), SYN Inc. (SYN) and Myers Propane Gas (Myers) entered into an
agreement for the sale of various interests of the Company and the
modification and termination of certain agreements between NGC, SYN
and Myers on the one hand and the Company on the other hand. The
agreement resulted in a payment of $18 million to the Company for,
among other things, its interests in SYN and Myers. The Company may
be entitled to an additional amount based on a third party's
indemnification obligations to SYN. The agreement terminated the
management agreements pursuant to which the Company provided
management activities for SYN and Myers effective December, 1996.
The results of operations for the six and three months ended December
31, 1996, are not necessarily indicative of the results to be
expected for the full year due to the seasonal nature of the
Company's business.
2) The Company reports the following contingencies. Except as noted, there
have been no significant changes in these items since reports in the
Company's 1996 Annual Report on Form 10-K.
In conjunction with the restructuring transaction that occurred in
June 1994 between the Company and Empire Energy Corporation (Energy),
the two companies have agreed to share on a percentage basis the
self-insured liabilities and amounts incurred related to federal and
state tax audits prior to and including the year ended June 30, 1994.
Under the agreement, the Company will assume 52.3% of the liability
with Energy assuming the remaining 47.7%. Those liabilities which are
included in the Company's financial statements represent 52.3% of the
total liability as of the respective balance sheet dates.
Under the Company's current insurance program, coverage for
comprehensive general liability, workers' compensation and vehicle
liability is obtained for catastrophic exposures as well as those
risks required to be insured by law or contract. The Company retains
a significant portion of certain expected losses related primarily to
comprehensive general and vehicle liability. Effective fiscal 1997,
the Company and SYN have pooled their risks and acquired joint
coverage. Premiums were dramatically reduced from the prior year due
to a significantly improved claims record, and the benefits of pooled
coverage. The Company self insures the first $250,000 for each and
every general liability incident, which is reduced from $500,000 per
incident in the prior year. Above this retention is a corridor
deductible of $750,000 per occurrence, $1.25 million in aggregate for
the combined companies compared to $1 million for the Company in the
prior year. For the vehicle and workers' compensation programs, the
Company has a $250,000 deductible per occurrence with a $2.0 million
aggregate stop loss for the combined companies. The Company obtains
excess coverage on claims-made basis policies. Provisions for
self-insured losses are recorded based upon the Company's estimates
of the aggregate self-insured liability for claims incurred. The
Company and SYN will continue the joint coverage program thru fiscal
1997.
The Company and its subsidiaries are defendants in various lawsuits
related to the self-insurance program which are not expected to have
a material adverse effect on the Company's financial position or
results of operations.
Interim accruals for the cost of insurance expense, which include
both self insurance and policy premium costs, are based on an
estimate of the related annual costs compared to the estimated
gallons of propane to be sold during the same period. Presently, the
resulting accrual rate of expense recognizing self insurance is 1.8
cents per gallon sold compared to 2.9 cents per gallon in fiscal year
1996.
The Company currently self insures health benefits provided to the
employees of the Company and its subsidiaries subject to a $75,000
cap per claim. Provisions for losses expected under this program are
recorded based upon the Company's estimate of the aggregate liability
for claims incurred.
The Internal Revenue Service (IRS) has begun a federal income tax
audit of the Company for the year ended June 30, 1994. While the
audit is still in process, the audit has principally focused on the
deductibility of certain fees and travel and entertainment expenses
as well as the tax-free treatment of the restructuring transaction.
The restructuring transaction was consummated with the intent of
qualifying for tax-free treatment under Section 355 of the Internal
Revenue Code. The Company obtained a private letter ruling (the
"Letter Ruling") from the IRS confirming such treatment, subject to
certain representations and conditions specified in the Letter
Ruling. If the IRS were to reverse the position it took in the Letter
Ruling and prevailed on a challenge to the tax-free treatment of the
restructuring transaction, the Company would be liable along with
Energy for any taxes, interest and penalties due which could be
substantial and could adversely effect the Company's financial
position. The Company believes that it has a strong position on this
matter and has not accrued any liability.
The State of Missouri has assessed the Company approximately $1.4
million for additional state income tax for the years ended June 30,
1992 and 1993. An amount approximating one-half of the above
assessment could be at issue for the year ended June 30, 1994. In
conjunction with the restructuring transaction, the Company and
Energy would share on a percentage basis any assessments made. The
Company has protested these assessments and is currently waiting for
a response from the Missouri Department of Revenue. It is likely that
this matter will have to be settled in litigation. The Company
believes that it has a strong position on this matter and intends to
vigorously contest the assessment.
The Company and its subsidiaries are presently involved in other
various state tax audits which are not expected to have a material
adverse effect on the Company's financial position or results of
operations.
3) The Company uses commodity futures contracts to reduce the risk of future
price fluctuations for LPG inventories and contracts. Gains and
losses on futures contracts purchased as hedges are deferred and
recognized in cost of sales as a component of the product cost for
the related hedged transaction. In the statement of cash flows, cash
flows from qualifying hedges are classified in the same category as
the cash flows from the items being hedged. Net realized gains and
losses for the six months and unrealized gains and losses on
outstanding positions and open positions as of December 31, 1996, are
not material.
4) In June, 1994, the Company repaid its existing term credit facility and
revolving credit facility with the proceeds from the issuance of
$127,200,000 face value 12 7/8% Senior Secured Notes, due 2004. These
debentures were issued at a discount and bear interest at 7% through
July 15, 1999, and at 12 7/8% thereafter.
The Company's receivables and inventories are pledged under a
revolving credit facility agreement with a lender, which contains
working capital, capital expenditure, debt and certain dividend
restrictions. These dividend restrictions prohibit the Company from
paying common stock cash dividends.
The facility provides for borrowings up to $15 million, subject to a
sufficient borrowing base. The borrowing base generally limits the
Company's total borrowings to 85% of eligible accounts receivable and
52% of eligible inventory. The facility bears interest at either 3%
over prime or 1.5% over the LIBOR rate. The agreement provides for a
commitment fee of .375% per annum of the unadvanced portion of the
commitment. The Company has received an amendment to the loan
agreement extending the due date of the facility to June 28, 1998,
and the entire facility has therefore been classified as long-term
debt. After considering $1,074,231 outstanding net letters of credit
and current outstanding borrowings, the Company's available borrowing
under the revolving credit line amounts to $13.9 million at December
31, 1996.
5) Additional Cash Flow Information (In Thousands)
Additional Cash Payment Information 1996 1995
----------------------------------- ---- ----
Interest Paid $5,904 $ 4,797
Income Taxes Paid (net of refunds) $ (86) $(1,633)
Noncash Investing and Financing Activities
------------------------------------------
Mortgage obligations incurred on the
acquisition of retail service centers $2,058 $ 400
Other mortgage obligations incurred $1,247 $ --
Capitalized lease on the acquisition
of computer equipment $ -- $ 283
Note receivable generated by the
disposal of a retail service center $ -- $ 148
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Financial Condition and Liquidity
The following table is presented as a measure of the Company's liquidity
and financial condition.
December 31 June 30
1996 1995 1996 1995
---- ---- ---- ----
Total long-term debt (including current $121,867 $121,879 $122,858 $115,647
maturities)
Working Capital $4,080 $1,826 $(5,703) $1,636
Current Ratio 1.16 1.08 .74 1.13
During the six months ended December 31, 1996, the Company's working
capital increased by approximately $9.8 million. The increase was due
primarily to increases in inventories, trade receivables and prepaid
expenses which were financed by interim borrowings on the working capital
facility, accounts payable, and receipts from the sale of various assets
and interests including $18.0 million from the sale of the Company's
interest in SYN. Working capital was further increased by the reduction
of current maturities of long-term debt from $7.4 million to $1.3 million
resulting from the payoff of the working capital facility discussed
below. These increases were partially offset by an increase in taxes
payable of approximately $4.5 million resulting from gains on the sale of
assets and the interest in SYN and from current operations.
The decrease in long-term debt of approximately $1.0 million from June
30, 1996, to December 31, 1996, is a result of the payoff of the working
capital facility and other principal payments offset by increases in
other long-term debt. Receipts from the sale of the Company's interest in
SYN were used to pay off the working capital facility which was $6.4
million as of June 30, 1996, and for principal payments of $600,000 on
existing mortgage obligations. These decreases were offset by increases
to long-term debt of $2.7 million due to amortization of original issue
discount on the Company's Senior Secured Notes and of $3.3 million from
new mortgage obligations incurred relating to three new retail service
centers and the acquisition of certain trucks and other assets. Interim
borrowings on the working capital facility along with cash generated from
earnings and the sale of SYN interests were used to meet interest needs
of approximately $5.9 million.
Pursuant to the terms of the Indenture for the 12 7/8% Senior Secured
Notes due July 15, 2004, the Company is required to make a $4.5 million
interest payment on January 15, 1997. The Company intends to meet the
interest payment requirement through operating cash flows, residual cash
from the sale of SYN interests and available borrowings on its working
capital facility.
During the quarter ended December 31, 1996, the Company granted stock
options amounting to 256,200 shares under its existing stock option plan.
The exercise price is $7 per share.
Results of Operations
Due to the seasonal nature of the Company's business, the Company usually
realizes a net operating loss the first quarter and net operating income
for the second quarter. Operating revenues for a particular quarter or
for six months are not necessarily indicative of a full fiscal year's
operations because of the seasonal element in the Company's operations.
Other expense items such as depreciation and general and administrative
expenses, however, generally continue on a more annualized basis.
Interest expense also continues on a more level basis although interest
expense is generally somewhat higher during the summer and fall months
due to increased working capital borrowings used to finance inventory
purchases in preparation for the Company's principal sales months.
During the second quarter of fiscal 1997, the Company acquired three
retail service centers which represent an addition of 3 million gallons
of projected sales on an annual basis. Subsequent to December 31, 1996,
the Company acquired two additional retail service centers in exchange
for one existing retail service center and other consideration which are
projected to result in a net increase of 3 million gallons of projected
sales on an annual basis. During the first six months of fiscal 1997, the
Company divested itself of 7 marginally profitable retail service centers
for approximately $1.5 million in cash with $75,000 held in escrow until
the completion of certain contract requirements.
Operating revenues for the six months ended December 31, 1996, increased
by $11.4 million as compared to the same period of the prior year. The
increase is due to increases of $10.5 million in propane sales, $300,000
each in rental revenues and miscellaneous revenues and an additional
$300,000 from other revenues and sales, primarily gas systems and
appliances. The increase in propane sales results from an increase of
approximately 17 cents in retail prices brought about by an increase of
approximately 15 cents in wholesale product cost. Total gallons sold
increased less than 2% (4.5% on a same store basis) compared to the same
period of the prior year primarily due to internal growth as winter
weather in the regions served by the company was only mildly colder in
1996. Wholesale sales which are made to both related and unrelated
parties accounted for $2.7 million of additional revenue due to the
expansion of the wholesale sales program.
Gross profit for the six months ended December 31,1996, increased by $1.8
million as compared to the same period of the prior year. The increase is
due to an increase of approximately $1.1 million from propane sales,
$600,000 from other revenues as discussed above and $100,000 from other
sales. The increase from propane sales is due to an approximate 2 cents
increase in average net margin per gallon coupled with an increase of
less than 2% in total gallons sold as compared to the same period of the
prior year as noted above.
Operating revenues for the three months ended December 31, 1996,
increased by $10 million as compared to the same period of the prior
year. The increase is due to increases of $9.3 million in propane sales,
$300,000 in rental revenues, and $400,000 in miscellaneous and other
revenues. The increase in propane sales is primarily due to the increased
prices as discussed above and an increase in gallons sold of
approximately 5% for the three months due to the slightly colder weather.
The remaining increase of $2.0 million in propane sales resulted
primarily from wholesale sales as discussed above.
Gross profit for the three months ended December 31, 1996, increased by
$1.9 million as compared to the same period of the prior year. The
increase is due to an increase of approximately $1.2 million from propane
sales, $600,000 from other revenues and $100,000 from other sales for
primarily the same reasons as discussed for the six month period.
General and administrative expenses declined approximately $400,000 for
the six months ended December 31, 1996, as compared to the same period of
the prior year. This decrease is due primarily to a decrease of $900,000
in insurance premiums and liability claims expense from the benefits
previously discussed offset by an increase of approximately $400,000 in
salaries and commissions. The increase in salaries and commissions
results from the additional staffing related to the management of SYN
that was present for most of the six months ended December 31, 1996, as
compared to the gradual addition of staffing required after the initial
acquisition of an interest in SYN in August, 1995. Additionally, slight
decreases in travel and entertainment, provision for doubtful accounts
and miscellaneous expenses were offset by slight increases in vehicle
fuel and maintenance, professional fees, and a reduction in overhead
reimbursement related to the management of SYN due to a one time
reimbursement of $500,000 in the prior year.
General and administrative expenses for the three months ended December
31, 1996, as compared to the prior year were relatively unchanged in
total as increases in salaries and commissions and the reduction in
overhead reimbursements were offset by decreases in insurance premiums
and liability claims and other general and administrative expenses.
Interest expense for both the six and three months ended December 31,
1996, as compared to the same periods of the prior year were similar with
slight increases in the current year as a result of the changing balance
of the working capital facility and interest expense related to new
mortgages acquired subsequent to December 31, 1995.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit No. Description
----------- -----------
(27) Financial Data Schedule
SIGNATURE
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.
ALL STAR GAS CORPORATION
Registrant
/s/ Mark Castaneda
------------------------
MARK CASTANEDA
VICE PRESIDENT - FINANCE
DATE: February 11, 1997
Independent Accountants' Report
Board of Directors and Stockholders
All Star Gas Corporation
Lebanon, Missouri
We have reviewed the accompanying condensed consolidated balance
sheet of ALL STAR GAS CORPORATION AND SUBSIDIARIES as of December 31,
1996, and the related condensed consolidated statements of operations and
cash flows for the three-month and six-month periods ended December 31,
1996 and 1995. These condensed consolidated financial statements are the
responsibility of the Company's management.
We conducted our review in accordance with standards established
by the American Institute of Certified Public Accountants. A review of
interim financial information consists principally of applying analytical
procedures to financial data and making inquiries of persons responsible
for financial and accounting matters. It is substantially less in scope
than an audit conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the condensed consolidated financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material
modifications that should be made to the accompanying condensed
consolidated financial statements for them to be in conformity with
generally accepted accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of June 30, 1996,
and the related consolidated statements of operations, stockholders'
equity (deficit) and cash flows for the year then ended (not presented
herein); and in our report dated August 30, 1996, we expressed an
unqualified opinion on those consolidated financial statements. In our
opinion, the information set forth in the accompanying condensed
consolidated balance sheet as of June 30, 1996, is fairly stated in all
material respects in relation to the consolidated balance sheet from
which it has been derived.
/s/ BAIRD, KURTZ & DOBSON
Springfield, Missouri
January 31, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> DEC-31-1996
<CASH> 5,028,000
<SECURITIES> 0
<RECEIVABLES> 11,973,000
<ALLOWANCES> 1,006,000
<INVENTORY> 10,477,000
<CURRENT-ASSETS> 29,247,000
<PP&E> 101,415,000
<DEPRECIATION> 30,427,000
<TOTAL-ASSETS> 117,846,000
<CURRENT-LIABILITIES> 25,167,000
<BONDS> 121,867,000
<COMMON> 14,000
0
0
<OTHER-SE> 37,534,000
<TOTAL-LIABILITY-AND-EQUITY> 117,846,000
<SALES> 44,735,000
<TOTAL-REVENUES> 47,276,000
<CGS> 27,354,000
<TOTAL-COSTS> 27,354,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 309,000
<INTEREST-EXPENSE> 8,415,000
<INCOME-PRETAX> 12,223,000
<INCOME-TAX> 4,900,000
<INCOME-CONTINUING> 7,323,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,323,000
<EPS-PRIMARY> 4.64
<EPS-DILUTED> 4.64
</TABLE>
