UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended June 30, 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 0-26420
-------
AMBASSADORS INTERNATIONAL, INC.
-------------------------------
(Exact name of registrant as specified in its charter)
Delaware 91-1688605
------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
Dwight D. Eisenhower Building
110 South Ferrall Street
Spokane, Washington 99202
------------------------------- -----------------
(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code: (509) 534-6200
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
----- -----
Indicate number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date:
Common shares outstanding as of July 31, 1997: 6,759,024
This report, including all exhibits and attachments, contains 19
pages.
<PAGE>
AMBASSADORS INTERNATIONAL, INC.
FORM 10-QSB QUARTERLY REPORT
Table of Contents
PART I FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements (unaudited)
Consolidated Balance Sheets at June 30, 1997 and December 31, 1996
Consolidated Statements of Income for the Three and Six Months
Ended June 30, 1997 and 1996
Consolidated Statements of Cash Flows for the Six Months Ended
June 30, 1997 and 1996
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis or Plan of Operation
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
<PAGE>
PART I FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements (Unaudited)
Ambassadors International, Inc.
Consolidated Balance Sheets (Unaudited)
June 30, 1997 and December 31, 1996
June 30, December 31,
1997 1996
----------- ------------
ASSETS
Current assets:
Cash and cash equivalents $36,650,557 $18,281,433
Restricted cash equivalents 88,000 55,000
Investments 4,093 590,111
Accounts receivable (including
$11,621 and $14,167 from officers
and employees) 1,721,257 1,469,053
Inventory 123,879 157,234
Notes receivable, due within one
year 162,354
Prepaid program costs and expenses 6,257,550 1,359,950
Deferred income taxes 31,601 24,584
Other assets 3,539 12,892
----------- -----------
Total current assets 45,042,830 21,950,257
Property, plant and equipment, net 1,980,183 1,575,486
Investment in joint venture 262,500 262,500
Goodwill, net of $312,544 and $115,567
accumulated amortization 3,259,091 3,338,224
Covenant-not-to-compete, net of $36,899
and $19,209 accumulated amortization 163,101 105,791
Other assets 36,216 36,792
----------- -----------
Total assets $50,743,921 $27,269,050
=========== ===========
The accompanying notes are an integral part of the consolidated
financial statements.
<PAGE>
Ambassadors International, Inc.
Consolidated Balance Sheets (Unaudited), Continued
June 30, 1997 and December 31, 1996
June 30, December 31,
1997 1996
----------- ------------
LIABILITIES AND
STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 2,966,689 $ 1,764,002
Accrued expenses 2,991,596 822,927
Participants' deposits 22,552,111 5,138,772
Customer advances 1,228,448 2,396,578
Note payable 201,146
----------- -----------
Total current liabilities 29,738,844 10,323,425
Deferred income taxes 163,044 163,044
----------- -----------
Total liabilities 29,901,888 10,486,469
----------- -----------
Stockholders' equity:
Preferred stock, $.01 par value;
2,000,000 shares authorized;
none issued and outstanding
Common stock, $.01 par value;
authorized, 20,000,000 shares;
issued and outstanding, 6,755,736
and 6,753,887 shares 67,558 67,539
Additional paid-in capital 13,641,902 13,625,279
Retained earnings 7,132,573 3,089,763
----------- -----------
Total stockholders' equity 20,842,033 16,782,581
----------- -----------
Total liabilities and stock-
holders' equity $50,743,921 $27,269,050
=========== ===========
The accompanying notes are an integral part of the consolidated
financial statements.
<PAGE>
Ambassadors International, Inc.
Consolidated Statements of Income (Unaudited)
for the three and six months ended June 30, 1997 and 1996
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
June 30, June 30,
------------------------ -------------------------
1997 1996 1997 1996
----------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
Revenue $13,715,100 $10,549,677 $11,733,447 $ 9,955,496
----------- ----------- ----------- -----------
Operating expenses:
Selling and tour promotion 4,044,630 3,536,643 1,908,848 1,624,983
General and administrative 3,714,669 2,816,226 1,821,843 1,478,986
----------- ----------- ----------- -----------
7,759,299 6,352,869 3,730,691 3,103,969
----------- ----------- ----------- -----------
Operating income 5,955,801 4,196,808 8,002,756 6,851,527
----------- ----------- ----------- -----------
Other income (expense):
Interest expense (383) (780) (62) (364)
Interest and dividend income 863,053 574,292 547,539 378,933
Realized and unrealized gain (loss)
on investments and other (472,146) 253,252 (210,633) 31,381
Other, net 647 (54,043) 183 (54,116)
----------- ----------- ----------- -----------
391,171 772,721 337,027 355,834
----------- ----------- ----------- -----------
Income before income taxes 6,346,972 4,969,529 8,339,783 7,207,361
Provision for income taxes 2,304,162 1,689,781 2,918,917 2,450,503
----------- ----------- ----------- -----------
Net income $ 4,042,810 $ 3,279,748 $ 5,420,866 $ 4,756,858
=========== =========== =========== ===========
Net income per share $ 0.60 $ 0.50 $ 0.80 $ .72
=========== =========== =========== ===========
Weighted average common shares outstanding 6,754,632 6,615,030 6,755,227 6,615,030
=========== =========== =========== ===========
</TABLE>
<PAGE>
Ambassadors International, Inc.
Consolidated Statements of Cash Flows (Unaudited)
for the six months ended June 30, 1997 and 1996
1997 1996
----------- -----------
Cash flows from operating activities:
Net income $ 4,042,810 $ 3,279,748
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 419,511 191,282
Deferred income tax provision (7,017) 454,666
(Gain) loss on investments 472,146 (253,252)
Loss on sale of property, plant
and equipment 880
Change in assets and liabilities,
net of effects of purchases of
subsidiaries:
Restricted cash (33,000) (10,000)
Accounts receivable (252,204) 820,515
Inventory 33,355
Prepaid program costs and
expenses (5,129,460) (3,941,573)
Other assets 9,812
Proceeds from maturity of for-
ward foreign exchange contracts 386,521
Accounts payable and accrued
expenses 3,371,356 317,749
Participants' deposits 17,413,339 11,331,534
Customer advances (1,168,130)
----------- -----------
Net cash provided by
operating activities 19,172,518 12,578,070
----------- -----------
Cash flows from investing activities:
Purchase of property, plant and
equipment (609,541) (215,333)
Proceeds from sale of property, plant
and equipment 1,220
Investment in joint venture (262,500)
Cash (paid) received from acquisitions of
subsidiaries, net (88,051) 147,314
Payment for covenant-not-to-compete (104,793)
Maturity of investment 345,732 5,000
Amounts received (paid) on notes
receivable, net (162,237) 1,157
----------- -----------
Net cash used in investing
activities (618,890) (323,142)
----------- -----------
<PAGE>
Ambassadors International, Inc.
Consolidated Statements of Cash Flows (Unaudited), Continued
for the three months ended June 30, 1997 and 1996
1997 1996
----------- -----------
Cash flows from financing activities:
Payment of notes payable $ (201,146) $ (4,262)
Cash received from exercise of stock
options 16,642
----------- ------------
Net cash used in financing
activities (184,504) (4,262)
----------- -----------
Net increase in cash and cash
equivalents 18,369,124 12,250,666
Cash and cash equivalents, beginning
of period 18,281,433 12,974,252
----------- -----------
Cash and cash equivalents, end of
period $36,650,557 $25,224,918
=========== ===========
The accompanying notes are an integral part of the consolidated
financial statements.
<PAGE>
AMBASSADORS INTERNATIONAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The consolidated financial statements included herein have been
prepared by Ambassadors International, Inc. (the Company), without
audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote
disclosures, normally included in financial statements prepared in
accordance with generally accepted accounting principles, have
been condensed or omitted as permitted by such rules and
regulations. The Company believes the disclosures included herein
are adequate; however, these consolidated financial statements
should be read in conjunction with the financial statements and
the notes thereto for the year ended December 31, 1996 previously
filed with the Securities and Exchange Commission on Form 10-KSB.
In the opinion of management, these unaudited, consolidated
financial statements contain all of the adjustments (normal and
recurring in nature) necessary to present fairly the consolidated
financial position of the Company at June 30, 1997, the
consolidated results of operations for the three- and six-month
periods ended June 30, 1997 and 1996 and the consolidated cash
flows for the six-month periods ended June 30, 1997 and 1996. The
results of operations for the periods presented may not be
indicative of those which may be expected for the full year.
2. PRINCIPLES OF CONSOLIDATION
The Company was incorporated in the state of Washington in 1967
and was reincorporated on August 4, 1995 in the state of Delaware.
The consolidated financial statements include the accounts of
Ambassadors International, Inc. and its subsidiaries, Ambassador
Programs, Inc. (API), The Helin Organization (Helin), and
Ambassador Performance Group, Inc. (APG). Hereafter, API may be
referred to as Ambassadors Education Group; Helin, individually,
may be referred to as Ambassadors Performance Group - Newport
Beach. APG may be referred to as Ambassador Performance Group -
Minneapolis; and collectively, Helin and APG may be referred to as
the Ambassador Performance Group. All significant intercompany
accounts and transactions are eliminated in consolidation.
3. INCOME TAXES
For the six months ended June 30, 1997 and 1996, the Company
recorded an income tax provision of approximately $2,304,000 and
$1,690,000, respectively, to reflect the income tax provision for
the net operating income at the estimated effective federal rate.
<PAGE>
AMBASSADORS INTERNATIONAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4. INVESTMENTS
Included in investments is available for sale equity securities in
the amounts of $224,315 and $590,111 at June 30, 1997 and
December 31, 1996, respectively. At June 30, 1997, unrealized
losses on foreign currency forward contracts of $220,222 are also
included in investments.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
This Quarterly Report on Form 10-QSB contains forward-looking
statements. A forward-looking statement may contain words such as
"will continue to be," "will be," "continue to," "expect to,"
"anticipates that," "to be" or "can impact." Management cautions that
forward-looking statements are subject to risks and uncertainties that
could cause the Company's actual results to differ materially from
those projected in forward-looking statements.
COMPARISON OF THREE MONTHS ENDED JUNE 30, 1997 TO THE THREE MONTHS
ENDED JUNE 30, 1996
During the first quarter of 1996, the Company and its subsidiary
acquired two other companies which operate travel programs. Although
these companies contributed to the gross program receipts and revenue
of the consolidated group in the first six months of 1996, due to the
timing of the acquisitions and future changes which management plans
to make to the operations of these companies, management believes that
the future contribution of these two acquisitions will increase.
GROSS PROGRAM RECEIPTS AND REVENUES
-----------------------------------
Gross program receipts increased to $35.5 million in the second
quarter of 1997 from $27.9 million in the second quarter of 1996.
This increase can be principally attributed to a 16% increase in the
number of API program participants, a slight increase in program
participants for the Ambassador Performance Group as well as an
acquisition in this line of business in late 1996. The number of
program participants traveling during the second quarter of 1997 was
8,727 compared to 7,622 in the comparable 1996 period.
The 27% increase in gross program receipts, coupled with a slightly
lower proportional increase in program costs, resulted in an 18%
increase in revenues to $11.7 million in 1997 from $10.0 million in
1996.
SELLING AND TOUR PROMOTION EXPENSES
-----------------------------------
The Company's policy is to expense all selling and tour promotion
costs as they are incurred.
For the second quarter of 1997, selling and tour promotion expenses
were $1.9 million compared to $1.6 million in the prior year. This
increase is principally the result of the Ambassador Performance Group
acquisition and the assumption of their marketing costs, coupled with
significant decreases in marketing expenses for the Ambassadors
Education Group.
<PAGE>
GENERAL AND ADMINISTRATIVE EXPENSES
-----------------------------------
General and administrative expenses increased to $1.8 million in 1997
from $1.5 million in 1996. This increase is a combination of the
increased costs associated with the aforementioned acquisition
partially offset by an overall decrease in general and administrative
expenses of the other existing entities.
OTHER INCOME/EXPENSE
--------------------
Other income primarily consists of foreign currency gains or losses
and interest income. Net other income decreased an insigificant amount
in the second quarter of 1997 in comparison to the second quarter of
1996. The majority of this decrease can be attributed to an
unrealized foreign exchange loss in 1997 compared to a gain in 1996,
which was partially offset by increased interest income earned through
cash management policies implemented in 1997.
INCOME TAXES
------------
The Company has recorded an income tax provision of approximately $2.9
million for the quarter ended June 30, 1997 in comparison to
approximately $2.5 million income tax provision for the quarter ended
June 30, 1996. The income tax provision is based on the estimated
annual effective tax rate of 35% and 34% for 1997 and 1996,
respectively.
NET INCOME AND EARNINGS PER SHARE
---------------------------------
The above factors resulted in the Company reporting net income of $5.4
million or $.80 per share for the second quarter of 1997 compared to
net income of $4.8 million or $0.72 per share in the comparable 1996
quarter.
SEASONALITY
-----------
Due to the seasonality of the core business of Ambassadors
International, Inc., the first and fourth quarters of the fiscal year
have significantly fewer programs traveling than the second and third
quarters of the year. Thus, the net income reported in the second
quarter of 1997 may not be representative of future quarters.
COMPARISON OF SIX MONTHS ENDED JUNE 30, 1997 TO THE SIX MONTHS ENDED
JUNE 30, 1996
GROSS PROGRAM RECEIPTS AND REVENUES
-----------------------------------
Gross program receipts increased to $43.1 million in 1997 from $30.1
million in 1996. This increase can be principally attributed to the
increase in the number of program participants and the acquisition of
Ambassador Performance Group - Minneapolis in late 1996.
<PAGE>
The number of program participants traveling during the six months
increased to 9,724 in 1997 from 8,526 in 1996. This 14% increase in
program participants was the principal cause of the 30% increase in
revenues for the first six months of 1997 in comparison to the same
period in 1996.
SELLING AND TOUR PROMOTION EXPENSES
-----------------------------------
Selling and tour promotion expenses for the first six months of 1997
increased from 1996 by $0.5 million. This increase can be primarily
attributed to an acquisition in the Ambassador Performance Group
although existing entities had a slight decrease in overall selling
and tour promotion expenses.
GENERAL AND ADMINISTRATIVE EXPENSES
-----------------------------------
General and administrative expenses increased to $3.7 million for the
first six months of 1997 from $2.8 million for the first six months of
1996. This increase is principally due to costs associated with the
aforementioned acquisition, which were partially offset by an overall
decrease in expenses of the existing entities.
OTHER INCOME/EXPENSE
--------------------
Other income primarily includes foreign currency gains or losses and
interest income. Other income decreased $0.4 million for the first
six months of 1997 in comparison to the same period in 1996. The
majority of this decrease is due to foreign currency losses of $0.5
million in 1997, which were partially offset by increased interest
income earned on cash received from cash management practices in 1997.
The Company recognized a $0.3 million unrealized gain on its foreign
currency financial instruments in the first half of 1996.
The Company enters into forward foreign exchange contracts and foreign
currency option contracts to offset certain operational exposures from
changes in foreign currency exchange rates. These foreign exchange
contracts and options are entered into to support normal recurring
purchases, and accordingly, are not entered into for speculative
purposes. Forward foreign exchange contracts are utilized to manage
the risk associated with currency fluctuations on certain purchase
commitments. The Company is exposed to credit risk under the forward
contracts and options to the extent that the counterparty is unable to
perform under the agreement. The Company anticipates hedging the
majority of its foreign currency risk in future periods. There can be
no assurance that the Company's hedging strategies will be successful
in mitigating the impact of foreign currency fluctuations. Most of
the Company's forward contracts and options matured prior to June 30,
1997 as foreign currencies were needed for summer travel programs.
The face amount of forward foreign exchange contracts outstanding at
June 30, 1997 was $0.9 million.
<PAGE>
INCOME TAXES
------------
The Company has recorded an income tax provision of approximately $2.3
million for the six months ended June 30, 1997 in comparison to $1.7
million income tax provision for the six months ended June 30, 1996.
The income tax liability is based on the estimated annual effective
tax rate of 35% and 34% for 1997 and 1996, respectively.
NET INCOME AND EARNINGS PER SHARE
---------------------------------
The above factors resulted in the Company reporting net income of $4.0
million or $.60 per share for the six months ended June 30, 1997
compared to net income of $3.3 million or $0.50 per share for the
comparable 1996 period.
LIQUIDITY AND CAPITAL RESOURCES
-------------------------------
The Company's business is not capital intensive. However, the Company
does retain funds for operating purposes in order to conduct sales and
marketing efforts for future programs and to facilitate acquisitions
of other companies.
Net cash provided by operations for the six months ended June 30, 1997
and 1996, respectively, was approximately $19.2 million and $12.6
million. The increase in cash flows from 1996 to 1997 can be
attributed to the timing of cash receipts from participants and the
increase in the number of participants.
During the six months ended June 30, 1997, the Company used
approximately $0.6 million in investing activities, which partially
related to the costs for the remodeling of the Company's corporate
headquarters building. The Company does not have any material capital
expenditure commitments for the ensuing year. However, the Company is
continuing to pursue further acquisitions of related travel businesses
that will require some of its available cash and cash equivalents.
The Company had no significant long- or short-term debt as of June 30,
1997. The Company has a credit facility available with Seafirst Bank
for $12.0 million (U.S.) for foreign currency purchases and forward
contracts.
At June 30, 1997, the Company had approximately $36.7 million of cash
and cash equivalents. Management believes cash flows from operations
will be sufficient to fund the Company's anticipated operating needs,
capital expenditures and acquisitions for the ensuing year.
<PAGE>
FOREIGN CURRENCY; HEDGING POLICY
---------------------------------
The substantial majority of the Company's programs take place outside
of the United States and most foreign suppliers require payment in
their own currency rather than U.S. dollars. Accordingly, the Company
is exposed to foreign currency risks in certain countries as foreign
currency exchange rates between those currencies and the U.S. dollar
fluctuate. In 1993, the Company initiated a program to hedge against
these foreign currency risks in the currencies of countries in which
the largest amount of program pass-through expenses are denominated in
foreign currency. To hedge against foreign currency risks, the
Company has used forward contracts which allow the Company to acquire
the foreign currency at a fixed price for a specified period of time.
The Company also uses foreign currency call options which provide the
Company with the option to acquire certain foreign currencies at a
fixed exchange rate and time period. Concurrent with the purchase of
a foreign currency call option, the Company sells a foreign currency
put option to minimize the net premium paid for the call option. The
strike prices on these options generally straddle the exchange rate at
the time the options are purchased and sold. Additionally, the
Company purchases futures contracts to similarly hedge its foreign
currency risk. The Company is exposed to credit risk under the
forward contracts and options to the extent that the counterparty is
unable to perform under the agreement. The Company anticipates
hedging the majority of its foreign currency risk in future periods.
There can be no assurance that the Company s hedging strategies will
be successful in mitigating the impact of foreign currency
fluctuations.
NEW ACCOUNTING PRONOUNCEMENTS
-----------------------------
In February 1997, Statement of Financial Accounting Standards No. 128
(SFAS 128), "Earnings Per Share" was issued. SFAS 128 establishes
standards for computing and presenting earnings per share (EPS) and
simplifies the existing standards. This standard replaces the
presentation of primary EPS with a presentation of basic EPS. It also
requires the dual presentation of basic and diluted EPS on the face of
the income statement for all entities with complex capital structures
and requires a reconciliation of the numerator and denominator of the
diluted EPS computation. SFAS 128 is effective for financial
statements issued for period ending after December 15, 1997, including
interim periods and requires restatement of all prior-period EPS data
presented. The Company does not believe the application of this
standard will have a material effect on the presentation of its EPS.
In June 1997, the Financial Accounting Standards Board (FASB) issued
SFAS No. 130, "Comprehensive Income" (SFAS No. 130). SFAS No. 130
becomes effective in 1998 and requires reclassification of earlier
financial statements for comparative purposes. SFAS No. 130 requires
that amounts of certain items, including foreign currency translation
adjustments and gains and losses on certain securities, be included in
comprehensive income in the financial statements. SFAS No. 130 does
not require a specific format for the financial statement in which
comprehensive income is reported, but does require that an amount
representing total comprehensive income be reported in that statement.
Management has not yet determined the effect, if any, of SFAS No. 130
on the consolidated financial statements.
<PAGE>
Also in June 1997, the FASB issued SFAS No. 131, "Disclosures about
Segments for an Enterprise and Related Information" (SFAS No. 131).
This Statement will change the way public companies report information
about segments of their business in their annual financial statements
and requires them to report selected segment information in their
quarterly reports issued to shareholders. It also requires entity-
wide disclosures about the products and services an entity provides,
the material countries in which it holds assets and reports revenues,
and its major customers. The Statement is effective for fiscal years
beginning after December 15, 1997. Management has not yet determined
the effect, if any, of SFAS No. 131 on the consolidated financial
statements.
PART II OTHER INFORMATION
Items 1, 2, 3 and 5 are not presented as they are not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
At the annual meeting of shareholders on May 16, 1997, the
shareholders elected the following directors:
For Withheld
--------- --------
John A. Ueberroth 5,905,295 5,250
James L. Easton 5,902,324 8,221
Item 6. Exhibits and Reports on Form 8-K.
Exhibits: 27 - Financial Data Schedule
Reports on Form 8-K:
No reports on Form 8-K were filed during the quarter ended
June 30, 1997.
<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.
AMBASSADORS INTERNATIONAL, INC.
Date: August 14, 1997 By: /s/ Jeffrey D. Thomas
----------------------------------
Jeffrey D. Thomas,
Chief Financial Officer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 36651
<SECURITIES> 4
<RECEIVABLES> 1721
<ALLOWANCES> 0
<INVENTORY> 124
<CURRENT-ASSETS> 45043
<PP&E> 4076
<DEPRECIATION> 2095
<TOTAL-ASSETS> 50744
<CURRENT-LIABILITIES> 29739
<BONDS> 0
0
0
<COMMON> 68
<OTHER-SE> 20774
<TOTAL-LIABILITY-AND-EQUITY> 20842
<SALES> 13715
<TOTAL-REVENUES> 13715
<CGS> 7759
<TOTAL-COSTS> 7759
<OTHER-EXPENSES> (391)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 6347
<INCOME-TAX> 2304
<INCOME-CONTINUING> 4043
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4043
<EPS-PRIMARY> .60
<EPS-DILUTED> .60
</TABLE>
