FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1997
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 NUMBER 0-24928
------------------------------
THE SOLOMON-PAGE GROUP LTD.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 51-0353012
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1140 AVENUE OF THE AMERICAS, NEW YORK, NY 10036
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 764-9200
-----------------------------
N/A
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(Former name, former address and former 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 of 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 / /
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: At February 6, 1998, there were
outstanding 5,129,285 shares of the Registrant's Common Stock, $.001 par value.
Transitional Small Business Disclosure Format:
Yes / / No /X/
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
- --------------------------------------------------------------------------------
FORM 10-QSB
QUARTERLY REPORT
FOR THE THREE MONTHS ENDED DECEMBER 31, 1997
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INDEX
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PART I: FINANCIAL INFORMATION
ITEM 1: Financial Statements Page Number
-----------
Consolidated Balance Sheet as of December 31, 1997 [Unaudited]...........1
Consolidated Statements of Operations for the three months
ended December 31, 1997 and 1996 [Unaudited].............................3
Consolidated Statements of Cash Flows for the three months
ended December 31, 1997 and 1996 [Unaudited].............................4
Notes to Consolidated Financial Statements [Unaudited] ..................6
ITEM 2: Management's Discussion and Analysis or
Plan of Operation...................................7
PART II: OTHER INFORMATION
ITEM 6: Exhibits and Reports on Form 8-K...................10
SIGNATURES..............................................................11
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1997 [UNAUDITED]
<TABLE>
<CAPTION>
ASSETS:
CURRENT ASSETS:
<S> <C>
Cash and Cash Equivalents $953,024
Investments 700,657
Accounts Receivable - [Net of Allowances of $125,000] 7,881,683
Other Current Assets 377,593
------------
TOTAL CURRENT ASSETS 9,912,957
------------
PROPERTY AND EQUIPMENT [NET OF ACCUMULATED
DEPRECIATION OF $776,486] 1,616,311
------------
OTHER ASSETS:
Investments 1,052,095
Intangible Assets - [Net of Accumulated Amortization of $131,796] 732,337
Due from Related Parties 162,920
Security Deposits 152,664
Restricted Investment 34,466
------------
TOTAL OTHER ASSETS 2,134,482
------------
TOTAL ASSETS $13,663,750
============
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
1
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1997 [UNAUDITED]
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY:
CURRENT LIABILITIES:
<S> <C>
Accrued Payroll and Commissions $2,802,803
Accounts Payable and Accrued Expenses 1,001,556
Income Taxes Payable 170,278
Line of Credit 1,400,000
Current Portion of Obligations Under Capital Leases 54,732
Other Current Liabilities 65,584
--------------
TOTAL CURRENT LIABILITIES 5,494,953
--------------
COMMITMENTS AND CONTINGENCIES --
LONG-TERM LIABILITIES:
Obligations Under Capital Leases 24,653
Deferred Credit 424,075
--------------
TOTAL LONG-TERM LIABILITIES 448,728
--------------
STOCKHOLDERS' EQUITY:
Preferred Stock - Par Value $.001 Per Share; Authorized
2,000,000 Shares, None Issued or Outstanding --
Common Stock - Par Value $.001 Per Share;
Authorized 20,000,000 Shares, 5,139,285 Shares
Issued and 5,129,285 Shares Outstanding 5,139
Additional Paid-in Capital 8,488,247
Treasury Stock and Warrants; 10,000 Common Shares;
962,562 Warrants - At Cost (1,034,553)
Retained Earnings 261,236
--------------
TOTAL STOCKHOLDERS' EQUITY 7,720,069
--------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $13,663,750
==============
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
2
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
[UNAUDITED]
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------
DECEMBER 31,
------------
1997 1996
---- ----
<S> <C> <C>
REVENUE $10,213,428 $5,478,063
------------ ----------
OPERATING EXPENSES:
Selling Expenses 7,768,190 4,023,637
General and Administrative 1,601,364 985,912
Depreciation and Amortization 114,882 74,816
------------ ----------
TOTAL OPERATING EXPENSES 9,484,436 5,084,365
------------ ----------
INCOME FROM OPERATIONS 728,992 393,698
------------ ----------
OTHER INCOME [EXPENSES]:
Interest and Dividend Income 27,742 33,723
Interest Expense (16,575) (12,167)
Net Realized and Unrealized Gain on Investments 1,088 11,629
------------ ----------
TOTAL OTHER INCOME 12,255 33,185
------------ ----------
INCOME BEFORE INCOME TAX EXPENSE 741,247 426,883
INCOME TAX EXPENSE 334,340 85,253
------------ ----------
NET INCOME $406,907 $341,630
============ ==========
BASIC EARNINGS PER COMMON SHARE $0.08 $0.07
============ ==========
DILUTED EARNINGS PER COMMON SHARE $0.07 $0.06
============ ==========
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
3
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS [UNAUDITED]
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------
DECEMBER 31,
------------
1997 1996
---- ----
OPERATING ACTIVITIES:
<S> <C> <C>
Net Income $406,907 $341,630
---------- ------------
Adjustments to Reconcile Net Income
to Net Cash [Used for] Operating Activities:
Depreciation and Amortization 114,882 74,816
Provision for losses on Accounts Receivable -- 7,000
Deferred Credit 40,212 23,806
Net Realized and Unrealized Gain on Investments (1,088) (12,752)
Change in Assets and Liabilities:
[Increase] Decrease in:
Accounts Receivable (503,656) (474,192)
Other Assets (56,951) (46,273)
Security Deposits (19,492) (11,607)
Increase [Decrease] in:
Accounts Payable and Accrued Expenses 342,371 (86,203)
Income Tax Payable (96,826) 77,926
Other Liabilities (205,654) 12,173
---------- ------------
Total Adjustments ($386,202) ($435,306)
---------- ------------
NET CASH - OPERATING ACTIVITIES-
FORWARD $20,705 ($93,676)
---------- ------------
INVESTING ACTIVITIES:
Capital Expenditures (252,584) (36,385)
Purchase of Investments (349,892) (1,306,862)
Proceeds from Sales of Investments 748,655 1,100,000
Cash Received from Related Parties 15,000 --
---------- ------------
NET CASH - INVESTING ACTIVITIES -
FORWARD $161,179 ($243,247)
---------- ------------
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
4
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS [UNAUDITED]
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------
DECEMBER 31,
------------
1997 1996
---- ----
NET CASH - OPERATING ACTIVITIES -
<S> <C> <C>
FORWARDED $20,705 ($93,676)
---------- ----------
NET CASH - INVESTING ACTIVITIES -
FORWARDED $161,179 ($243,247)
---------- ----------
.
FINANCING ACTIVITIES:
Principal Payments Under Capital
Lease Obligations (20,413) (31,106)
Borrowings Under the Line of Credit 1,400,000 --
Purchase of Treasury Stock and Warrants (1,018,303) (16,250)
---------- ----------
NET CASH - FINANCING ACTIVITIES $361,284 ($47,356)
---------- ----------
NET INCREASE [DECREASE] IN CASH AND CASH EQUIVALENTS 543,168 (384,279)
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIODS 409,856 2,113,556
---------- ----------
CASH AND CASH EQUIVALENTS - END OF PERIODS $953,024 $1,729,277
========== ==========
SUPPLEMENTAL DISCLOSURES FOR CASH FLOW INFORMATION:
Cash paid during the periods for:
Interest $16,575 $12,167
Income Taxes 453,547 19,200
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
5
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
[UNAUDITED]
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[1] BASIS OF REPORTING
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Item 310(b)
of Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.
In the opinion of management, such statements include all adjustments
[consisting only of normal recurring items] which are considered necessary for a
fair presentation of the financial position of the Company at December 31, 1997
and the results of its operations for the three months ended December 31, 1997
and 1996 and cash flows for the three months ended December 31, 1997 and 1996.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year.
The accompanying unaudited consolidated financial statements include the
accounts of The Solomon-Page Group Ltd. and its wholly-owned subsidiary. All
significant intercompany balances and transactions have been eliminated in
consolidation.
It is suggested that these financial statements be read in conjunction with the
audited financial statements and notes for the fiscal year ended September 30,
1997 included in The Solomon-Page Group Ltd. Form 10-KSB.
[2] EARNINGS PER COMMON SHARE
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards (SFAS) No. 128, Earnings per Share, which is effective for
financial statements issued for periods ending after December 15, 1997.
Accordingly, earnings per share data in the financial statements for the three
months ended December 31, 1997 and 1996 have been calculated in accordance with
SFAS No. 128.
SFAS No. 128 supersedes Accounting Principles Board Opinion No. 15, Earnings per
Share, and replaces its primary earnings per share with a new basic earnings per
share representing the amount of earnings for the period available to each share
of common stock outstanding during the reporting period. Diluted earnings per
share reflects the amount of earnings for the period available to each share of
common stock outstanding during the reporting period, while giving effect to all
dilutive potential common shares that were outstanding during the period, such
as common shares that could result from the potential exercise or conversion of
securities into common stock. The dilutive effect of outstanding options and
warrants and their equivalents are reflected in dilutive earning per share by
the application of the treasury stock method which recognizes the use of
proceeds that could be obtained upon exercise of options and warrants in
computing diluted earnings per share. It assumes that any proceeds would be used
to purchase common stock at the average market price during the period. Options
and warrants will have a dilutive effect only when the average market price of
the common stock during the period exceeds the exercise price of the option or
warrants.
The number of weighted average common shares outstanding utilized to compute
basic earnings per share was 5,129,285 and 5,139,175 and to compute diluted
earnings per share was 6,136,667 and 5,394,626 for the three months ended
December 31, 1997 and 1996, respectively.
[3] RECLASSIFICATION
Certain prior period amounts have been reclassified to conform with the current
period presentation.
6
<PAGE>
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
- --------------------------------------------------------------------------------
OVERVIEW
The Company is a specialty niche provider of staffing services
organized into two primary operating divisions: executive search / full time
contingency recruitment and temporary staffing and consulting. The executive
search and full time contingency recruitment division comprises eight lines of
business, including four industry (capital markets, publishing and new media,
healthcare and fashion services), and four functional (information technology,
accounting, human resources and legal). The executive search and full time
contingency recruitment division generated approximately 42% of the Company's
revenue for the three months ended December 31, 1997. The temporary staffing and
consulting division provides services to companies seeking personnel in the
information technology, accounting and human resources areas and generated
approximately 58% of the Company's revenue for the three months ended December
31, 1997.
The following is a summary of the Company's consolidated financial
and operating data.
THREE MONTHS ENDED
------------------
DECEMBER 31,
------------
STATEMENT OF OPERATIONS DATA: 1997 1996
- ----------------------------- ---- ----
Revenue $10,213,428 $5,478,063
Income from Operations 728,992 393,698
Income Before Income Tax Expense 741,247 426,883
Income Tax Expense 334,340 85,253
Net Income 406,907 341,630
Basic Earnings Per Common Share $0.08 $0.07
Diluted Earnings Per Common Share $0.07 $0.06
BALANCE SHEET DATA: DECEMBER 31, 1997
- ------------------- -----------------
Working Capital $4,418,004
Total Assets 13,663,750
Line of Credit 1,400,000
Long-term Debt, Net of Current Maturities 24,653
Stockholders' Equity 7,720,069
RESULTS OF OPERATIONS
The following discussion of the Company's financial condition and results of
operations should be read in conjunction with the financial statements and notes
thereto appearing elsewhere in this document.
Revenue increased to approximately $10,213,000 for the three months
ended December 31, 1997 from approximately $5,478,000 for the three months ended
December 31, 1996, an increase of approximately $4,735,000 or 86%. Revenues from
the Company's executive search and full time contingency recruitment division
experienced an increase of 54% to approximately $4,289,000 for the three months
ended December 31, 1997 compared to approximately $2,782,000 for the same period
in 1996. Revenues from the Company's temporary staffing and consulting division
were approximately $5,924,000 for the three months ended December 31, 1997
compared to approximately $2,696,000 for the same period in 1996, an increase of
approximately $3,228,000 or 120%.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION [CONTINUED]
The increase in revenues for the three months ended December 31, 1997
compared to the three months ended December 31, 1996 for the Company's executive
search and full time contingency recruitment division is primarily attributable
to the expansion of its client base and strong demand for personnel from
existing clients. Also, the addition of experienced counselors contributed to
the increase in revenues. The Company's temporary staffing and consulting
business experienced a significant increase in revenues for three months ended
December 31, 1997 compared to the same periods in 1996. The increases were
attributable to the expansion into the accounting and human resource temporary
staffing marketplace as well as the hiring of experienced sales and recruiting
personnel. In addition, revenues from the Company's information technology
temporary staffing and consulting business increased to approximately $5,165,000
for the three months ended December 31, 1997 compared to approximately
$2,696,000 for the same period in 1996, an increase of 92%.
Selling expenses for the three months ended December 31, 1997 totaled
approximately $7,768,000 (76% of revenues) compared with approximately
$4,024,000 (73% of revenues) for the three months ended December 31, 1996. The
increase in selling expenses as a percentage of revenue is primarily related to
costs associated with payroll requirements within the temporary staffing and
consulting division. In addition, the Company has incurred costs due to the
hiring of senior level counselors within various lines of business. Selling
expenses consist primarily of temporary staffing payroll, salaries and
commissions of sales and recruiting personnel, employee benefits, telephone and
advertising.
General and Administrative expenses increased to approximately
$1,601,000 (16% of revenues) for the three months ended December 31, 1997
compared to approximately $986,000 (18% of revenues) for the three months ended
December 31, 1996. The improvements as a percentage of revenues relates to
operating efficiencies and economies of scale associated with increased
revenues. The increase was primarily a result of hiring additional operating
employees and increased expenses associated with the expansion of the Company's
business.
Depreciation and Amortization expense for the three months ended
December 31, 1997 totaled approximately $115,000 compared to approximately
$75,000 for the same period in 1996. The increase is due to increased capital
expenditures during fiscal 1997 and the amortization of intangible assets
related to the acquisition of trade names.
Income before taxes increased 74% to approximately $741,000 for the
three months ended December 31, 1997 as compared to approximately $427,000 for
the three months ended December 31, 1996, primarily as a result of the above
mentioned factors.
The effective tax rate increased 25% to 45% for the three months ended
December 31, 1997 compared to 20% for the three months ended December 31, 1996,
as a result of net operating loss carryforwards utilized in 1996.
Net income was approximately $407,000 for the three months ended
December 31, 1997 compared to approximately $342,000 for the three months ended
December 31, 1996. The increase was primarily a result of the factors described
above.
LIQUIDITY AND CAPITAL RESOURCES
As of December 31, 1997, the Company's sources of liquidity included
approximately $1,654,000 in cash and cash equivalents and short-term
investments. The Company's working capital at December 31, 1997 was
approximately $4,418,000 a decrease of approximately $1,471,000 compared to
December 31, 1996. The decrease in working capital is primarily attributable to
the repurchase of 1,000,000 warrants at a cost of $1,053,997, which was financed
through borrowings on the Company's line of credit. In addition, the Company has
available approximately $1,052,000 of long term investments as a source of
liquidity if required.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION [CONTINUED]
- ----------------------------------------------------------------------
On October 31, 1997, the Company's Board of Directors authorized the
repurchase of up to 1,000,000 of the Company's Class A redeemable common stock
purchase warrants in open market or privately negotiated transactions. The
Company has completed the repurchased of 1,000,000 warrants at a cost of
$1,053,997, which was financed through borrowings on the Company's line of
credit.
In February 1997, the Company entered into a one year $4,000,000 demand
line of credit facility agreement with The Dime Savings Bank which is
collateralized by all the Company's assets. The agreement provides for
borrowings at 1% above the Dime Reference Rate (Dime Reference Rate at December
31, 1997 was 8.5%), in amounts not exceeding 80% of eligible accounts receivable
(as defined therein) and expires on February 28, 1998, on which date the
outstanding principal amount is required to be repaid. As of December 31, 1997,
the Company has borrowed approximately $1,400,000 under this credit facility,
most of which was used for the repurchase of the Company's Class A redeemable
common stock purchase warrants. The Company is currently in negotiations with
the Dime Savings Bank to extend the facility on substantially the same terms as
are currently in effect for an additional one year period. If the Company is
unable to extend such facility, the Company believes that an alternative
facility can be obtained on substantially similar terms, although there can be
no assurance in such regard.
During the three months ended December 31, 1997, cash flows provided by
operating activities were approximately $21,000, resulting primarily from higher
earnings. Cash provided by investing activities for the three months ended
December 31, 1997 were approximately $161,000, which was primarily due to the
sale of investments.
Capital expenditures for the remainder of fiscal 1998 are expected to
be approximately $400,000, which will primarily relate to the upgrading of
computers, telephone system and various leasehold improvements.
The Company believes that its current cash position and investment
balances, together with financing available under its working capital facility
will be sufficient to support current working capital requirements for the next
twelve months.
NEW AUTHORITATIVE ACCOUNTING PRONOUNCEMENTS
The Financial Accounting Standards Board ["FASB"] has issued Statement
of Financial Accounting Standards, [SFAS] No. 129, "Disclosure of Information
about Capital Structure," in February 1997. SFAS No. 129 does not change any
previous disclosure requirements, but rather consolidates existing disclosure
requirements for ease of retrieval.
The Financial Accounting Standards Board ["FASB"] issued Statement of
Financial Accounting Standards ["SFAS"] No. 130, "Reporting Comprehensive
Income." SFAS No. 130 is effective for fiscal years beginning after December 15,
1997. Earlier application is permitted. Reclassification of financial statements
for earlier periods provided for comparative purposes is required. The Company
is in the process of determining its preferred format. The adoption of SFAS No.
130 will have no impact on the Company's consolidated results of operations,
financial position or cash flows.
The FASB has issued SFAS No. 131, "Disclosures About Segments of an
Enterprise and Related Information." SFAS No. 131 changes how operating segments
are reported in annual financial statements and requires the reporting of
selected information about operating segments in interim financial reports
issued to shareholders. SFAS No. 131 is effective for periods beginning after
December 15, 1997, and comparative information for earlier years is to be
restated. SFAS No. 131 need not be applied to interim financial statements in
the initial year of its application. The Company is in the process of evaluating
the disclosure requirements. The adoption of SFAS No. 131 will have not impact
on the Company's consolidated results of operations, financial position or cash
flows.
9
<PAGE>
PART II: OTHER INFORMATION
ITEM 5. OTHER INFORMATION
On October 31, 1997, the Company's Board of Directors authorized the repurchase
of up to 1,000,000 of the Company's Class A redeemable common stock purchase
warrants in open market or privately negotiated transactions. The Company has
completed the repurchased of 1,000,000 warrants at a cost of $1,053,997, which
was financed through borrowings on the Company's line of credit.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS:
27 Financial Data Schedule
(B) REPORTS ON FORM 8-K: NONE
10
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
THE SOLOMON-PAGE GROUP LTD.
(Registrant)
Date: February 6, 1998 /S/ LLOYD B. SOLOMON
-----------------------------------------
Lloyd B. Solomon, Chief Executive Officer
Date: February 6, 1998 /S/ ERIC M. DAVIS
-----------------------------------------
Eric M. Davis, Chief Financial Officer
Vice President - Finance
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's Form 10-QSB for the three months ended December 31, 1997 and is
qualified in its entirety by reference to such Financial Statements and Notes,
thereto.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-START> OCT-01-1997
<PERIOD-END> DEC-31-1997
<CASH> 953,024
<SECURITIES> 1,752,752
<RECEIVABLES> 8,006,683
<ALLOWANCES> 125,000
<INVENTORY> 0
<CURRENT-ASSETS> 9,912,957
<PP&E> 1,616,311
<DEPRECIATION> 93,660
<TOTAL-ASSETS> 13,663,750
<CURRENT-LIABILITIES> 5,494,953
<BONDS> 0
0
0
<COMMON> 5,139
<OTHER-SE> 7,714,930
<TOTAL-LIABILITY-AND-EQUITY> 13,663,750
<SALES> 10,213,428
<TOTAL-REVENUES> 10,213,428
<CGS> 7,768,190
<TOTAL-COSTS> 9,484,436
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 16,575
<INCOME-PRETAX> 741,247
<INCOME-TAX> 334,340
<INCOME-CONTINUING> 728,992
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 406,907
<EPS-PRIMARY> .08
<EPS-DILUTED> .07
</TABLE>
