UNITED STATES

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                  FORM 10-Q


          Quarterly Report Pursuant to Section 13 or 15(d) of the
                     Securities Exchange Act of 1934

 Quarter Ended December 30, 2001September 29, 2002        Commission file Number 0-1830

                          BOWL AMERICA INCORPORATED
           (Exact name of registrant as specified in its charter.)

          MARYLAND                                54-0646173
  (State of Incorporation)            (I.R.S. Employer Identification No.)


           6446 Edsall Road, Alexandria, Virginia         22312
          (Address of principal executive offices)     (Zip Code)

                             (703)941-6300
           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 [ ]

      Indicate the number of shares outstanding of each of the issuer's
      classes of common stock, as of the latest practical date:

                                               Shares Outstanding at
                                                 JanuaryOctober 27, 2002

       Class A Common Stock,                           3,660,8823,666,351
          $.10 par value

       Class B Common Stock                            1,487,2361,483,620
          $.10 par value



                            PART I - FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS

                      BOWL AMERICA INCORPORATED AND SUBSIDIARIES

                          CONSOLIDATED STATEMENTS OF EARNINGS
                                    (Unaudited)


Thirteen Weeks Ended Twenty-six Weeks Ended DecemberSeptember 29, September 30, December 31, December 30, December 31,2002 2001 2000 2001 2000 _______________________ ___________________________________________________ Operating Revenues Bowling and other $5,547,213 $5,354,385 $10,024,029 $ 9,879,470$4,278,984 $4,476,816 Food, beverage and merchandise sales 2,319,919 2,220,976 4,277,144 4,090,0581,847,018 1,957,225 _________ _________ __________ __________ 7,867,132 7,575,361 14,301,173 13,969,5286,126,002 6,434,041 Operating Expenses Compensation and benefits 3,213,191 3,118,142 6,346,564 6,217,5953,148,325 3,133,373 Cost of bowling and other 1,454,877 1,380,043 2,942,319 2,816,2491,495,479 1,487,442 Cost of food,beverage and merchandisemdse sales 791,638 724,600 1,508,738 1,344,154613,350 717,100 Depreciation and amortization 436,758 487,994 889,192 981,839441,152 452,434 General and administrative 276,581 233,675 448,611 444,318171,588 172,030 _________ _________ __________ __________ 6,173,045 5,944,454 12,135,424 11,804,1555,869,894 5,962,379 Operating Income 1,694,087 1,630,907 2,165,749 2,165,373256,108 471,662 Interest and dividend income 138,124 173,675 271,100 574,014115,436 132,976 _________ _________ __________ __________ Earnings before provision for income taxes 1,832,211 1,804,582 2,436,849 2,739,387371,544 604,638 Provision for income taxes 657,763 647,805 874,828 983,400Income Taxes 134,127 217,065 _________ _________ __________ __________ Net Earnings $1,174,448 $1,156,777 $ 1,562,021237,417 $ 1,755,987387,573 Earnings per share-basic & diluted $.23 $.22* $.31 $.33*$ .05 $ .08 Weighted average shares outstanding 5,151,237 5,257,357* 5,118,729 5,304,078*5,149,996 5,086,221 Dividends paid $595,176 $550,995 $1,187,838 $1,117,793$618,000 $592,662 Per share, Class A $.12 $.115 $.105* $.23 $.21* Per share, Class B $.12 $.115 $.105* $.23 $.21* *Restated for 5% stock dividend paid July 26, 2001. CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS Net Earnings $1,174,448 $1,156,777$237,417 $ 1,562,021 $1,755,987387,573 Other comprehensive earnings-netearnings net of tax Unrealized (loss)gain on available for saleavailable-for-sale securities (407,419) (589,590) (207,706) (1,531,470) _________ _________ _________ _________(731,250) 199,713 _______ _______ Comprehensive (loss) earnings $(493,833) $ 767,029 $ 567,187 $ 1,354,315 $ 224,517587,286
The operating results for thesethe thirteen (13) and twenty-six (26) week periodsperiod ending September 29, 2002, are not necessarily indicative of results to be expected for the year. See notes to consolidated financial information.statements. BOWL AMERICA INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited)
DecemberSeptember 29, 2002 June 30, 2001 July 1, 2001 ________________2002 __________________ _____________ ASSETS Current Assets Cash and cash equivalents $ 3,137,3222,568,043 $ 1,338,4201,633,817 Short-term investments 6,012,786 6,236,6657,159,884 8,183,932 Inventories 677,459 720,505768,115 541,027 Prepaid expenses and other 569,798 867,938531,364 479,289 Income taxes refundable 170,949 449,093566,641 699,768 __________ __________ Total Current Assets 10,568,314 9,612,62111,594,047 11,537,833 Property, Plant and Equipment less accumulated depreciation of $26,935,396$27,437,243 and $26,598,008 21,171,431 21,078,785$26,996,091 20,282,864 20,505,586 Other Assets Marketable equity securities 5,887,236 6,216,9282,797,952 3,990,248 Cash surrender value-life insurance 414,203 411,411434,040 431,249 Other long-term assets 193,881 278,12162,768 97,662 __________ __________ TOTAL ASSETS $38,235,065 $37,597,866$35,171,671 $36,562,578
BOWL AMERICA INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
December 30, 2001 July 1, 2001 _________________ _____________ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable $ 660,691564,720 $ 1,071,563701,671 Accrued expenses and payroll ded 796,022 934,274696,323 749,245 Other current liabilities 1,602,559 400,889708,599 369,027 __________ __________ Total Current Liabilities 3,059,272 2,406,7261,969,642 1,819,943 Long-Term Deferred Compensation 132,496 132,496 Noncurrent Deferred Income Taxes 2,366,989 2,488,0001,499,194 1,928,000 __________ _________ TOTAL LIABILITIES 5,426,261 4,894,7263,601,332 3,880,439 __________ __________ Stockholders' Equity Preferred stock, par value $10 a share: Authorized and unissued 2,000,000 shares Common stock, par value $.10 per share Authorized 10,000,000 shares Class A issued and outstanding - 3,660,8823,666,376 and 3,491,9763,666,376 shares 366,087 349,197366,638 366,638 Class B issued and outstanding - 1,487,2361,483,620 and 1,416,427 148,723 141,6431,483,620 148,362 148,362 Additional paid-in capital 7,556,300 5,075,7547,603,679 7,603,646 Accumulated other comprehensive earnings - Unrealized gain on available-for-sale securities, available-for-sale, 3,219,765 3,427,471net of tax 1,311,812 2,043,062 Retained earnings 21,517,929 23,709,07522,139,848 22,520,431 __________ __________ TOTAL STOCKHOLDERS' EQUITY $32,808,804 $32,703,140$31,570,339 $32,682,139 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $38,235,065 $37,597,866 $35,171,671 $36,562,578 See notes to consolidated financial information.statements.
BOWL AMERICA INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) FOR THE TWENTY-SIXTHIRTEEN WEEKS ENDED DECEMBERSEPTEMBER 29, 2002 AND SEPTEMBER 30, 2001 AND DECEMBER 31, 2000
DecemberSeptember 29, September 30, December 31,2002 2001 2000 Cash Flows From Operating Activities: Net earnings $1,562,021 $1,755,987$ 237,417 $ 387,573 Adjustments to reconcile net earnings to net cash provided by operating activitiesactivities: Depreciation and amortization 889,192 981,839441,152 452,434 Changes in assets and liabilities Decrease (increase)Increase in inventories 43,046 (21,762) Decrease (increase)(227,088) (66,891) (Increase)decrease in prepaid &and other 298,140 (158,756)(51,935) 134,587 Decrease in income taxes refundable 278,144 -133,127 163,065 Decrease in other long-term assets 81,448 41,92232,103 25,348 Decrease in accounts payable (410,872) (31,878) Decrease(136,951) (498,218) (Decrease) increase in accrued expenses (138,252) (66,860) Increase in income taxes payable - 93,946(52,922) 37,854 Increase in other current liabilities 1,202,645 1,169,638339,572 277,250 _________ _________ Net cash provided by operating activities $3,805,512 $3,764,076$ 714,475 $ 913,002 _________ _________ Cash flows from investing activities Expenditures for property,plant,equip (981,838) (2,920,074)(218,430) (329,052) Net sales and& maturities of short-term investments 223,879 1,190,1951,056,181 253,220 _________ _________ Net cash used inprovided by (used in) investing activities (757,959) (1,729,879)837,751 (75,832) _________ _________ Cash flows from financing activities Payment of cash dividends (1,187,838) (1,117,793) Purchase of Class A & B Common Stock (60,813) (1,067,452)(618,000) (592,662) _________ _________ Net cash used in financing activities (1,248,651) (2,185,245)(618,000) (592,662) _________ _________ Net Increase (Decrease) in Cash and Equivalents 1,798,902 (151,048)934,226 244,508 Cash and Equivalents, Beginning of PeriodQtr 1,633,817 1,338,420 1,523,242 _________ _________ Cash and Equivalents, End of Period $3,137,322 $1,372,194Quarter $2,568,043 $1,582,928 Supplemental Disclosures of Cash Flow Information Cash paid during the period for Income taxes $ 596,7101,000 $ 890,785 54,000 See notes to consolidated financial information.statements.
BOWL AMERICA INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the Twenty-sixThirteen Weeks Ended December 30, 2001September 29, 2002 1. Consolidated Financial StatementsBasis for Presentation The accompanying unaudited consolidated financial statements of Bowl America Incorporated and subsidiaries (the "Company"), have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. The consolidated balance sheet as of July 1, 2001June 30, 2002, has been derived from the Company's July 1, 2001June 30, 2002 audited financial statements. Certain information and note disclosures normally included in the annual financial statements, prepared in accordance with accounting principles generally accepted in the United States of America, have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation for the periods presented. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included inwith the Company's latest annual report to the Securities and Exchange Commission on Form 10-K for the year ended July 1, 2001.June 30, 2002. 2. Marketable Equity Securities Marketable equity securities are carried at fair value in accordance with the provisions of SFAS No. 115. The telecommunications stocks included in the portfolio as of December 30, 2001September 29, 2002 were: 16,835 shares of AT&T Wireless 2,209 shares of Agere 3,946 shares of Alltel 669 shares of Avaya 27,572 shares of Bell South 8,028 shares of Lucent Technologies 9,969 shares of Qwest Communications 45,580 shares of SBC 32,000 shares of SprintFonSprintFON 16,000 shares of SprintPCS 18,784 shares of Verizon 13,560 shares of Vodafone/AirTouchAirtouch 3. Commitments and Contingencies In August 2002, the Company signed an agreement with Brunswick Corpora- tion for approximately $597,000 for the purchase of bowling equipment for three locations. The Company is scheduled to receive delivery of all assets during the second quarter of fiscal 2003. BOWL AMERICA INCORPORATED Item 2 - Management's Discussion and Analysis of Financial Condition and Results of OperationsITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS December 30, 2001September 29, 2002 Liquidity and Capital Resources Short-term investments consisting mainly of U.S. Treasury Bills and Notes, cash and cash equivalents totaled $9,150,000$9,728,000 at the end of the secondfirst quarter of fiscal 20022003 or $1,584,000 higher$90,000 lower than at the beginning of the quarter. In the six-monththree-month period ended December 30, 2001,September 29, 2002, the Company expended approximately $1 million primarilymade purchases of equipment to modernize facilities and amusement games. Additional orders for the purchase of bowling equipment to upgrade facilities and to replace some amusement games.totaling approximately $597,000 have been placed. The Company is actively seeking property for additional locations. Cash and cash flow are sufficient to finance all currently plannedcontemplated purchases and construction. The Company has also maintained its fiscal year end 20012002 position in marketable equity securities, primarily telecommunications stocks, as a further source of expansion capital. These marketable securities are carried at their fair value on the last day of the quarter. For the three-month period ended December 30, 2001,September 29, 2002, the market value decreased by $600,000$1,192,000 to approximately $5,900,000.$2,800,000. While no factors requiring a change in the dividend rate are apparent, the Board of Directors decides the amount and timing of any dividend at its quarterly meeting based on its appraisal of the state of the business and its estimate of future opportunities. On December 4, 2001,September 26, 2002, the Board of Directors declared a cash dividend of $.115$.12 per share on its Class A and Class B stock to holders of record on January 10,October 16, 2002, payable February 13,November 14, 2002. The Company paid a 5% stock dividend on both July 26, 2001 and July 26, 2000. All applicable share and per share data in prior periods has been restated for the effect of the stock dividends. Results of Operations Two leased locations were closed in fiscal 2002 at the end of their leases. During the first quarter of fiscal 2002,ended September 30, 2001, a center operating at break-even was closed, and in May 2002, after the Company was unable to negotiate a new lease, a profitable location ceased operation. In fiscal 2001 a location was closed at the end of its lease. The Company also closed a leased center in the second quarter of fiscal 2001. Thefirst quarter. These changes in the number of operating centers affected all income, expenseexpenses and comparisons for the periods presented in this report. ThereNet earnings were net earnings of $.23$.05 per share for the thirteen-week period ended December 30, 2001,September 29, 2002 versus net earnings of $.22$.08 per share for the thirteen- weekthirteen-week period ended December 31, 2000. For the current twenty-six week period earnings per share were $.31 compared to $.33 for the comparable period a year ago. September 30, 2001. Operating income increased 2%revenues decreased by 5% for the current six-monththree-month period versus ana slight increase of 5% in the comparable period a year ago. Increased open play linage and a higher average game rate contributed to the improvment in bowling revenue. Some ancillary revenues were also up over the prior year. Food, beverage and merchandise sales were updown 6% in the six-monthcurrent three-month period ended December 30, 2001. Cost of sales increasedand up 5% in the prior year period. Costs were down due to the higherlower sales. At comparable locations, operating revenues were up approximately 2% for the three-month period ended September 29, 2002 primarily as a result of a 3% increase in food and beverage sales at those same centers. Operating expenses excluding depreciation and amortization increased 4%decreased 1% in the current six-monththree-month period versus a 5%3% increase in the comparable period last year. In the current year quarter, advertising expenses decreased 14% from the prior year quarter. Last year,advertising costs increased 24% as a result of an advertising campaign supporting a remodeled location. Employee compensation and benefits were up 2% for the twenty-six week period versus an increase of 6% in last year's period when the tight labor market forced the use of overtime. Maintenance and repair costs were up 10% in the six-month period ended December 30, 2001 versus 5% in the period a year ago. Advertising expense increased 22%slightly in the current twenty-six week period partiallyyear and up 1% in support of glow-in-the-dark bowling. Lastthe prior year advertising costs were down 19%.quarter. Supplies and services expenses were downincreased 8% in this year's six-monththree-month period versus a 1% increasein part due to installing new masking unit graphics at several locations. Utility costs were down 11% in the current quarter and up 2% in the prior year period. Utility costs were flat in both the current and prior periods. Depreciation and amortization expense decreased 9%2% in the current year period and 13%8% in the comparable period last year. SeveralIn addition to operating fewer centers, several large capital assets have reached full depreciation. Rent expense was down 6%12% in the current year's six-monththree-month period and 7% in the prior year period due to the closing,closings, mentioned above, of a leased location. In last year's six-month period rentlocations. Insurance expense dropped 14%, the combination of closing a leased location and purchasing a formerly leased center. While lower interest rateswas up 47% in the current six-month period have caused a declineyear quarter versus an increase of 10% in interest and dividend income, the primary cause for the decrease is that last year's interestcomparable quarter. Insurance premiums at renewal increased dramatically due in large part to the catastrophic events of September 11, 2001. Critical Accounting Policies Critical accounting policies have the potential to have an impact on the Company's financial statements, either because of the significance of the financial statement item to which they relate, or because they require judgment and dividend income figure included $219,000 received fromestimation due to the mergeruncertainty involved in measuring at a specific point in time, events that are continuous in nature. Due to the nature of AT&T and Media One.its business, the Company has no accounting policies that it considers to be critical to the understanding of the Company's financial reporting. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKQuantitative and Qualitative Disclosure About Market Risk Not applicable ITEM 4. Controls and Procedures The Company's Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures are effective based on their evaluation of such controls and procedures as of a date within 90 days prior to the filing of this report. There were no significant changes in internal controls or in other factors that significantly affect internal controls subsequent to the date of their most recent evaluation. BOWL AMERICA INCORPORATED AND SUBSIDIARIES S.E.C. FORM 10-Q December 30, 2001September 29, 2002 PART II - OTHER INFORMATION Item 4 - Submission of Matters to a Vote of Security Holders At the annual meeting on December 4, 2001 the Class A shareholders approved the appointment of Director Warren T. Braham for a one year period to expire at the 2002 Annual Meeting. The votes were cast as follows: For 3,348,976 Against 0 Withheld 6,553 At the annual meeting on December 4, 2001, the Class A shareholders approved the appointment of Director Allan L. Sher for a one year period to expire at the 2002 Annual Meeting. The votes were cast as follows: For 3,349,044 Against 0 Withheld 6,485 At the annual meeting on December 4, 2001, the Class B shareholders approved the appointment of all Class B Directors as listed in the proxy statement for the December 4, 2001 meeting, for a one year period to expire at the 2002 Annual Meeting. The votes were cast as follows: For 14,836,200 Against 0 Withheld 0 Item 6 -ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits None99.1 Written statement of Chief Executive Officer 99.2 Written statement of Chief Financial Officer (b) Reports on Form 8-K A Form 8-K was filed during the quarter relating to an employment contract between the Company and its President, Leslie H. Goldberg.None BOWL AMERICA INCORPORATED AND SUBSIDIARIES SIGNATURES Pursuant to the requirement 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. BOWL AMERICA INCORPORATED Registrant FebruaryNovember 13, 2002 Leslie H. Goldberg Date Leslie H. Goldberg President FebruaryNovember 13, 2002 Cheryl A. Dragoo Date Cheryl A. Dragoo Controller CERTIFICATIONS I, Leslie H. Goldberg, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Bowl America Incorporated; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies in the design or operaton of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weakness in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in the internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluaton, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 13, 2002 Leslie H. Goldberg Chief Executive Officer CERTIFICATIONS I, Cheryl A. Dragoo, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Bowl America Incorporated; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies in the design or operaton of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weakness in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in the internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluaton, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 13, 2002 Cheryl A. Dragoo Chief Financial Officer EXHIBIT 99.1 Written Statement of the Chief Excutive Officer Pursuant to 18 U.S.C. 1350 Soley for the purposes of complying with 18 U.S.C. 1350, I, the undersigned President of Bowl America Incorporated (the "Company"), hereby certify, based on my knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended September 29, 2002 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Leslie H. Goldberg November 13, 2002 EXHIBIT 99.2 Written Statement of the Chief Financial Officer Pursuant to 18 U.S.C. 1350 Soley for the purposes of complying with 18 U.S.C. 1350, I, the undersigned Assistant Treasurer and Controller of Bowl America Incorporated (the "Company"), hereby certify, based on my knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended September 29, 2002 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Cheryl A. Dragoo November 13, 2002