<PAGE>
Page 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________
FORM 10-Q
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended June 30, 1996
Commission File Number 1-6798
__________________
TRANSAMERICA FINANCE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 95-1077235
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
600 Montgomery Street
San Francisco, California 94111
(Address of principal executive offices)
(Zip Code)
(4l5) 983-4000
(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 Common Stock, $10 par value, outstanding as of close
of business on July 31, 1996: 1,464,285.
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Page 2
TRANSAMERICA FINANCE CORPORATION
FORM 10-Q
Part I. Financial Information
Item 1. Financial Statements.
The following unaudited consolidated financial statements of
Transamerica Finance Corporation and Subsidiaries (the "Company") for the
periods ended June 30, 1996 and 1995, do not include complete financial
information and should be read in conjunction with the Consolidated Financial
Statements filed with the Commission on Form 10-K for the year ended
December 31, 1995. The financial information presented in the financial
statements included in this report reflects all adjustments, consisting only
of normal recurring accruals, which are, in the opinion of management,
necessary for a fair statement of results for the interim periods presented.
Results for the interim periods are not necessarily indicative of the results
for the entire year for most of the Company's businesses.
* * * * *
The consolidated ratios of earnings to fixed charges were computed by
dividing income before fixed charges and income taxes by the fixed charges.
Fixed charges consist of interest and debt expense and one-third of rent
expense, which approximates the interest factor.
<PAGE>
Page 3
TRANSAMERICA FINANCE CORPORATION AND SUBSIDIARIES
_____________
CONSOLIDATED BALANCE SHEET
(Amounts in millions except for share data)
June 30, December 31,
1996 1995
Assets:
Cash and cash equivalents .................... $ 24.8 $ 2.7
Investments .................................. 133.2 139.0
Finance receivables, net of unearned finance
charges and insurance premiums:
Consumer lending ........................... 4,705.7 4,936.3
Commercial lending ......................... 3,054.5 2,871.5
_________ _________
Net finance receivables .................. 7,760.2 7,807.8
Less allowance for losses .................. 252.7 237.1
_________ _________
7,507.5 7,570.7
Property and equipment net of accumulated
depreciation:
Land, buildings and equipment, less
accumulated depreciation of $75.3 million
in 1996 and $71 million in 1995 .......... 77.0 46.1
Equipment held for lease ..................... 2,874.4 2,862.0
Advances to Transamerica affiliates ............ 227.4 187.9
Goodwill, less accumulated amortization
of $125.3 million in 1996 and $119.5
million in 1995 ............................ 334.1 339.9
Assets held for sale ........................... 74.3 105.1
Less valuation allowance ....................... 5.6 6.0
_________ _________
68.7 99.1
Other assets ................................... 882.2 858.8
_________ _________
$12,129.3 $12,106.2
========= =========
Liabilities and Stockholder's Equity:
Debt:
Unsubordinated ............................. $ 8,712.0 $ 8,747.7
Subordinated ............................... 951.3 942.2
_________ _________
Total debt ............................... 9,663.3 9,689.9
Accounts payable and other liabilities ....... 586.7 511.9
Income taxes payable ......................... 190.1 189.9
Stockholder's equity:
Preferred stock --authorized, 250,000
without par value; none issued
Common stock--authorized, 2,500,000
shares of $10 par value; issued and
outstanding 1,464,285 shares ........... 14.6 14.6
Additional paid-in capital ................. 1,594.6 1,594.6
Retained earnings .......................... 86.5 103.5
Net unrealized gain from
investments marked to fair value ......... 0.4 6.6
Foreign currency translation adjustments ... (6.9) (4.8)
_________ _________
Total stockholder's equity ............... 1,689.2 1,714.5
_________ _________
$12,129.3 $12,106.2
========= =========
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Page 4
<TABLE>
TRANSAMERICA FINANCE CORPORATION AND SUBSIDIARIES
_______________
CONSOLIDATED STATEMENT OF INCOME
(Amounts in millions)
<CAPTION>
Six months ended Three months ended
June 30, June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
REVENUES
Finance charges .................... $ 565.6 $ 551.4 $ 282.5 $ 291.6
Leasing revenues ................... 347.7 343.0 173.9 174.0
Income from affiliates ............. 6.2 4.8 3.1 2.2
Other .............................. 33.9 39.4 16.3 18.3
________ ________ _______ _______
Total revenues 953.4 938.6 475.8 486.1
EXPENSES
Interest and debt expense .......... 304.5 308.7 150.8 162.0
Depreciation on equipment
held for lease ................... 120.9 116.2 60.4 59.3
Salaries and other
operating expenses ............... 303.4 290.5 147.6 149.0
Provision for losses
on receivables ................... 97.8 50.2 67.7 24.8
Amortization of goodwill ........... 5.8 5.8 2.9 2.9
________ ________ ______ _______
Total expenses ................... 832.4 771.4 429.4 398.0
Income before income taxes ........... 121.0 167.2 46.4 88.1
Income taxes ......................... 45.3 67.6 18.5 35.4
________ ________ ________ _______
Net income $ 75.7 $ 99.6 $ 27.9 $ 52.7
======== ======== ======== =======
Ratio of earnings to fixed charges 1.39 1.53
==== ====
</TABLE>
<PAGE>
Page 5
TRANSAMERICA FINANCE CORPORATION AND SUBSIDIARIES
____________
CONSOLIDATED STATEMENT OF CASH FLOWS
(Amounts in millions)
Six months ended
June 30,
1996 1995
OPERATING ACTIVITIES
Net income ................................... $ 75.7 $ 99.6
Adjustments to reconcile net income to
net cash provided by operating
activities:
Depreciation and amortization ............ 133.5 129.0
Provision for losses on receivables ...... 97.8 50.2
Change in accounts payable and other
liabilities ........................... 54.7 44.9
Change in income taxes payable .......... 3.5 22.8
Other .................................... 4.5 63.9
_________ _________
Net cash provided by operating
activities .......................... 369.7 410.4
INVESTING ACTIVITIES
Finance receivables originated ............... (7,768.6) (8,394.4)
Finance receivables collected ................ 7,663.1 8,286.0
Purchase of property and equipment ........... (167.4) (310.0)
Sales of property and equipment .............. 45.0 41.5
Purchase of investments ...................... (4.2) (8.6)
Decrease (increase) in investments in and
advances to affiliates ................... (39.5) 107.4
Purchase of finance receivables and
other assets from ITT Consumer
Financial Corporation .................. (1,027.3)
Other ........................................ 53.1 (19.2)
_________ _________
Net cash used by investing activities..... (218.5) (1,324.6)
FINANCING ACTIVITIES
Proceeds from debt financing ................... 2,973.3 5,172.2
Payments of debt ............................... (3,009.7) (4,234.7)
Capital contributions from parent company ...... 131.0
Dividends ...................................... (92.7) (113.1)
_________ _________
Net cash provided by financing activities (129.1) 955.4
Increase in cash and cash equivalents .......... 22.1 41.2
Cash and cash equivalents at beginning
of year ...................................... 2.7 7.7
_________ _________
Cash and cash equivalents at end of period ..... $ 24.8 $ 48.9
========= =========
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Page 6
TRANSAMERICA FINANCE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF RETAINED EARNINGS
(Amounts in millions)
Six months ended
June 30,
1996 1995
Balance at beginning of year .......... $ 103.5 $ 124.3
Net income ............................ 75.7 99.6
Dividends ............................. (92.7) (114.2)
________ ________
Balance at end of period .............. $ 86.5 $ 109.7
======== ========
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Page 7
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
<TABLE>
REVENUES AND INCOME BY LINE OF BUSINESS
<CAPTION>
Six months ended June 30, Second Quarter
Revenues Income Income
1996 1995 1996 1995 1996 1995
(Amounts in millions)
<S> <C> <C> <C> <C> <C> <C>
Consumer lending ............. $ 392.3 $ 375.7 $ 13.1 $ 40.6 $ (4.7) $ 22.9
Commercial lending ........... 190.9 198.9 31.4 30.5 16.7 13.8
Leasing ...................... 363.8 357.8 37.7 35.1 18.9 18.8
Unallocated items ............ 6.4 6.2 (0.7) (0.8) (0.1) 0.1
Amortization of goodwill ..... (5.8) (5.8) (2.9) (2.9)
________ ________ ______ ______ ______ ______
Finance $ 953.4 $ 938.6 $ 75.7 $ 99.6 $ 27.9 $ 52.7
======== ======== ====== ====== ====== ======
</TABLE>
<PAGE>
Page 8
Consumer Lending
Consumer lending net income for the first six months of 1996 and 1995 was
$13.1 million and $40.5 million. Results for the second quarter of 1996 were
a net loss of $4.7 million compared to net income of $22.9 million for the
second quarter of 1995. Consumer lending income, before the amortization of
goodwill, for the first six months of 1996 and 1995 was $13.1 million and
$40.6 million. Consumer lending results, before the amortization of goodwill,
for the second quarter of 1996 were a loss of $4.7 million compared to income
of $22.9 million in the second quarter of 1995. Consumer lending results,
before the amortization of goodwill, for the first six months and second
quarter of 1996 decreased $27.5 million (68%) and $27.6 million (121%) from
the first six months and second quarter of 1995 due primarily to higher
provisions for losses on receivables.
Revenues increased $16.6 million (4%) for the first half of 1996 over the
comparable period of 1995 reflecting an increase in average net receivables
outstanding for the first half of 1996 over the first half of 1995. The
increase in average net receivables outstanding for the first six months
reflects the impact of the March 31, 1995 acquisition of approximately $1
billion in home equity loans from ITT Consumer Financial Corporation (ITT).
For the second quarter of 1996 revenues decreased $9.8 million (5%) over the
second quarter of 1995 reflecting a decrease in average net receivables
outstanding. The continuing runoff of the ITT portfolio, which included
delinquent accounts purchased at a discount, contributed to the decrease in
average net receivables along with runoff in other portfolios which exceeded
originations.
Interest expense for the first half and second quarter of 1996 decreased
$2.2 million (1%) and $10 million (12%) from the comparable year ago periods
reflecting reduced borrowing rates and in the second quarter of 1996 a reduced
level of borrowings. Other operating expenses for the first half and second
quarter of 1996 increased $13.9 million (12%) and $1.5 million (3%) over the
same periods a year ago reflecting increased expenses on disposition of
repossessed assets and increased advertising costs.
The provision for losses on receivables for the first six months and
second quarter of 1996 increased $51.1 million (120%) and $45 million (206%)
compared to the same periods a year ago primarily in response to recent
increased delinquencies principally in the non real estate loan portfolio and
increased credit losses. Net credit losses for the first six months and
second quarter of 1996 increased $31.6 million (77%) and $16.3 million (74%)
over the comparable periods of 1995. Non real estate losses represented $14.3
million and $6.6 million of the increase in the first six months and second
quarter of 1996 over the comparable periods of 1995 primarily reflecting
increasing levels of consumer bankruptcies. Increased losses from the ITT
portfolio represented $11.3 million and $3.2 million of the increases for the
first six months and second quarter of 1996 compared to the same periods of
1995. Excluding ITT, real estate losses represented $6 million and $6.5
million of the increases in the first half and second quarter of 1996 over the
same periods of 1995 reflecting increased California foreclosure activity.
Net credit losses as a percentage of average net outstandings were 3.00% and
3.20% for the first six months and second quarter of 1996 compared to 1.76%
and 1.71% for the same periods of 1995. In addition to higher credit losses,
the increase in the percentage for the second quarter of 1996 was affected by
lower outstanding receivables.
<PAGE>
Page 9
Net consumer finance receivables at June 30, 1996 and December 31, 1995
were $4.7 billion and $4.9 billion of which $3.8 billion and $4 billion were
real estate secured loans, principally first and second mortgages secured by
residential properties. Approximately 36% of the real estate secured loans
were located in California. The decrease in net receivables was primarily due
to the continuing liquidation of the ITT portfolio and runoff in other
portfolios which exceeded originations.
Delinquent finance receivables, which are defined as receivables
contractually past due 60 days or more, were $147.3 million (3.02% of finance
receivables outstanding) at June 30, 1996 compared to $143.6 million (2.79% of
finance receivables outstanding) at December 31, 1995. Approximately two
thirds of the increase in the delinquency percentage was due to the effects of
lower outstanding receivables at June 30, 1996 with the remainder caused by an
increase in delinquencies in the non real estate portfolio of $3.1 million
(7%) and in the real estate portfolio of $600,000 (1%). Delinquencies in the
non real estate loan portfolio increased to 5.28% of receivables outstanding
at June 30, 1996 compared to 4.78% at December 31, 1995.
Management has established an allowance for losses equal to 3.76% of net
consumer finance receivables outstanding at June 30, 1996 compared to 3.32% at
December 31, 1995. This increase is in response to recent increased
delinquencies, principally in the non real estate loan portfolio which
represents about 19% of the consumer lending portfolio.
Accrual of interest and other finance charges is suspended on accounts
that become contractually past due more than 29 days. At June 30, 1996 and
December 31, 1995 such nonearning receivables, which exclude accounts in
foreclosure, amounted to $341.8 million and $308 million. Payments received
on accounts while in nonaccrual status are applied to principal and interest
income according to the terms of the loan.
When foreclosure proceedings begin on an account secured by real estate,
the account is moved from finance receivables to other assets and is written
down to the lower of the account balance or the fair value of the collateral
less estimated selling costs. Accounts in foreclosure and repossessed assets
held for sale totaled $191.9 million at June 30, 1996 of which 63% pertained
to California compared to $207.3 million at December 31, 1995, of which 69%
pertained to California.
Since any change in the trends in credit losses, delinquencies, accounts
in foreclosure and repossessed assets may be impacted by factors such as
economic conditions, competition, and for accounts secured by real estate, the
state of the real estate market, particularly in California, the extent and
timing of any change in these trends is uncertain. Management intends to
accelerate its efforts to reduce exposure to the non real estate loan segment
of the portfolio by further curtailing production in that segment,
liquidating selected portions of that segment and intensifying collection
efforts.
<PAGE>
Page 10
Commercial Lending
Commercial lending net income for the first half and second quarter of
1996 was $26.6 million and $14.3 million compared to $25.8 million and $11.5
million for the comparable periods of 1995. Commercial lending income, before
the amortization of goodwill, was $31.4 million and $16.7 million in the first
half and second quarter compared to $30.5 million and $13.8 million in the
same periods of 1995.
Commercial lending income, before the amortization of goodwill, for the
first half and second quarter of 1996 increased $900,000 (3%) and $2.9 million
(21%) from 1995's first half and second quarter. The results for the first
half of 1995 included a $2.8 million after tax gain on the first quarter sale
of the consumer rediscount loan portfolio. Excluding the gain on sale,
commercial lending income increased $3.7 million (13%) in the first half of
1996 over the first half of 1995. The increased income for the first half and
second quarter resulted from higher margins, higher average receivables
outstanding and a lower provision for loss on receivables. Margins were
higher due to the higher spread between the indices at which the commercial
lending operation lent to customers versus the indices at which funds were
borrowed.
Revenues in the first half and second quarter of 1996 decreased $8
million (4%) and $1.4 million (1%) from the corresponding 1995 periods. The
first half decrease was primarily due to the gain on sale of the rediscount
loan portfolio in 1995. Revenues also declined in 1996 due to the sale in
late 1995 of the liquidating receivables and assets held for sale.
Interest expense decreased $5.7 million (8%) and $3.3 million (9%) in the
first half and second quarter of 1996 over the comparable 1995 periods due to
a lower average interest rate on borrowings. Operating expenses for the first
six months 1996 increased $400,000 (1%) and decreased $1.2 million (4%) for
the quarter. The first half increase was attributable to expenses incurred in
the equipment finance and leasing division which began operations during the
second quarter of 1995, a $ 1.3 million ($800,000 after tax) provision for
settlement of a legal matter in the first quarter of 1996, and increased
expenses due to growth in the core businesses. Partly offsetting these
increases were reduced expenses related to the management of the liquidating
receivables and assets held for sale which were disposed of in late 1995.
During the second quarter of 1996, reduced expenses related to the liquidating
portfolio more than offset increased expenses in the core businesses. The
provision for losses on receivables in the first half and second quarter of
1996 decreased $3.6 million (46%) and $2 million (71%) compared to the same
periods of 1995. Credit losses, net of recoveries, on an annualized basis as
a percentage of average commercial finance receivables outstanding, net of
unearned finance charges, were .08% and .07% for the first half and second
quarter of 1996 compared to .33% and a negative .09% for the comparable
periods of 1995. The decline for the first half was primarily due to the
relatively higher level of credit losses related to the consumer rediscount
portfolio which was sold during the first quarter of 1995. During the second
quarter of 1995, recoveries on previously recorded losses exceeded credit
losses.
Net commercial finance receivables outstanding increased $183 million
(6%) from December 31,1995. Business credit grew $106 million primarily due
to growth in the equipment finance and leasing operation. Inventory finance
experienced an increase of $80 million primarily due to increased penetration
<PAGE>
Page 11
of existing markets through alliances and other activities. Management has
established an allowance for losses equal to 2.48% of net commercial finance
receivables outstanding as of June 30, 1996 compared to 2.54% at December 31,
1995.
Delinquent receivables are defined as the instalment balance for
inventory finance and asset based lending receivables and the outstanding loan
balance for all other receivables over 60 days past due. Delinquent
receivables were $6.6 million (0.21% of receivables outstanding) at June 30,
1996 compared to $8.2 million (0.28% of receivables outstanding) at December
31, 1995.
Nonearning receivables are defined as balances from borrowers that are
over 90 days delinquent or at such earlier time as full collectibility becomes
doubtful. Accrual of finance charges is suspended on nonearning receivables
until such time as past due amounts are collected. Nonearning receivables
were $11.9 million (0.38% of receivables outstanding) at June 30, 1996
compared to $15.5 million (0.53% of receivables outstanding) at December 31,
1995.
Leasing
Leasing net income for the first half and second quarter of 1996 was
$36.7 million and $18.4 million compared to $34.1 million and $18.3 million
for the first half and second quarter of 1995. Leasing income, before the
amortization of goodwill, was $37.7 million and $18.9 million in the first
half and second quarter of 1996 compared to $35.1 million and $18.8 million in
the corresponding periods of 1995.
Leasing income, before the amortization of goodwill, for the first half
and second quarter of 1996, increased $2.6 million (7%) and $100,000 (-%) over
the first half and second quarter of 1995. Results from operations include
benefits from the favorable resolution of outstanding tax issues totaling $2.6
million in the first quarter of 1996 and $1.8 million in the second quarter of
1995. Excluding these tax benefits, leasing income for the first half and
second quarter of 1996 increased $1.8 million (5%) and $1.9 million (11%) over
the first half and second quarter of 1995. For both the first half and second
quarter, earnings increased due to a larger portfolio of finance leases and
more on-hire units in the refrigerated container, tank container and European
trailer lines of business. These increases were partially offset by lower
earnings resulting from lower standard container and chassis utilization and
per diem rates. The second quarter earnings were also favorably impacted by
lower ownership and operating costs in the rail trailer business.
Revenue for the first half of 1996 increased $6 million (2%) over the
corresponding 1995 period. The first half of the 1996 revenue increase was
primarily due to a larger portfolio of finance leases and a larger on-hire
fleet of refrigerated and tank containers, and European trailers. Partially
offsetting these increases were lower revenues resulting from lower per diem
rates and utilization for standard containers and chassis. Rail trailers also
reported lower revenues due to a smaller fleet size and less on-hire units.
Revenue for the second quarter of 1996 decreased $100,000 (-%) from the
1995 second quarter primarily due to lower revenues resulting from lower
standard container per diem rates and less standard container units on-hire,
<PAGE>
Page 12
offset in part by increased revenue from a larger on-hire fleet of
refrigerated containers and European trailers and a larger portfolio of
finance leases.
Expenses for the first half and second quarter of 1996 increased $7.2
million (2%) and $200,000 (-%) over the corresponding 1995 periods, mainly due
to higher ownership and operating costs associated with larger refrigerated
container, chassis and European trailer fleets, partially offset by lower
ownership and operating costs in the rail trailer business.
The combined utilization of standard containers, refrigerated containers,
domestic containers, tank containers and chassis averaged 82% for both the
first half and second quarter of 1996 compared to 85% and 86% for the first
half and second quarter of 1995. Rail trailer utilization was 80% for both
the first half and second quarter of 1996 compared to 75% and 72% for the
first half and second quarter of 1995. European trailer utilization was 93%
for both the first half and second quarter of 1996 compared to 96% and 95% for
the first half and second quarter of 1995.
Derivatives
The operations of the Company are subject to risk of interest rate
fluctuations to the extent that there is a difference between the cash flows
from the Company's interest-earning assets and the cash flows related to its
liabilities that mature or are repriced in specified periods. In the normal
course of its operations, the Company hedges some of its interest rate risk
with derivative financial instruments. These derivatives comprise primarily
interest rate swap agreements. The Company does not use derivative financial
instruments for trading or speculative purposes, nor is the Company a party to
any leveraged derivative contracts.
Derivative financial instruments with a notional amount of $892.8
million at June 30, 1996 and $764.4 million at December 31, 1995 and
designated as hedges of the Company's liabilities were outstanding.
While the Company is exposed to credit risk in the event of
nonperformance by the other party, nonperformance is not anticipated due to
the credit rating of the counterparties. At June 30, 1996, the derivative
financial instruments discussed above were issued by financial institutions
rated A or better by one or more of the major credit rating agencies. At
June 30, 1996 and December 31, 1995 the fair value of the Company's
derivative financial instruments was a net obligation of $0.8 million and
$19.4 million comprising agreements with aggregate gross benefits of $8.9
million and $1.7 million and agreements with aggregate gross obligations of
$9.7 million and $21.1 million.
<PAGE>
Page 13
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
12 Computation of Ratio of Earnings to Fixed Charges.
27 Financial Data Schedule.
(b) Reports on Form 8-K. None.
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.
TRANSAMERICA FINANCE CORPORATION
(Registrant)
Burton E. Broome
Vice President, Controller and Assistant Secretary
(Chief Accounting Officer)
Date: August 9, 1996
<PAGE>
EXHIBIT 12
TRANSAMERICA FINANCE CORPORATION AND SUBSIDIARIES
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
Six Months Ended
June 30,
1996 1995
(Dollar amounts in
millions)
Fixed charges:
Interest and debt expense $304.5 $308.7
One-third of rental expense 6.1 7.5
______ ______
Total $310.6 $316.2
====== ======
Earnings:
Net Income $ 75.7 $ 99.6
Provision for income taxes 45.3 67.6
Fixed charges 310.6 316.2
______ ______
Total $431.6 $483.4
====== ======
Ratio of earnings to fixed charges 1.39 1.53
==== ====
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 25
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 2,951
<DEPRECIATION> 0
<TOTAL-ASSETS> 12,129
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 15
<OTHER-SE> 1,674
<TOTAL-LIABILITY-AND-EQUITY> 12,129
<SALES> 0
<TOTAL-REVENUES> 953
<CGS> 0
<TOTAL-COSTS> 121
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 98
<INTEREST-EXPENSE> 305
<INCOME-PRETAX> 121
<INCOME-TAX> 45
<INCOME-CONTINUING> 76
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 76
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
