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 March 31,December 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
April 28, 2002January 26, 2003
Class A Common Stock, 3,657,3763,666,022
$.10 par value
Class B Common Stock 1,483,620
$.10 par value
ITEM 1. FINANCIAL STATEMENTS
BOWL AMERICA INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
PART I - FINANCIAL INFORMATION(Unaudited)
Thirteen Weeks Ended Thirty-nineTwenty-six Weeks Ended
March 31, April 1, March 31, April 1,December 29, December 30, December 29, December 30,
2002 2001 2002 2001
_______________________ __________________________
Operating Revenues
Bowling and other $6,343,476 $6,465,529 $16,367,505 $16,344,999$5,262,668 $5,547,213 $ 9,541,652 $10,024,029
Food, beverage and
merchandise sales 2,652,796 2,647,759 6,929,940 6,737,8172,264,213 2,319,919 4,111,231 4,277,144
_________ _________ __________ __________
8,996,272 9,113,288 23,297,445 23,082,8167,526,881 7,867,132 13,652,883 14,301,173
Operating Expenses
Compensation and benefits 3,445,331 3,320,547 9,791,895 9,538,1423,227,739 3,213,191 6,376,064 6,346,564
Cost of bowling and other 1,530,203 1,477,447 4,472,522 4,293,6961,453,939 1,454,877 2,949,418 2,942,319
Cost of food, beverage and
mdsemerchandise sales 847,715 837,795 2,356,453 2,181,949761,304 791,638 1,374,654 1,508,738
Depreciation and
amortization 403,570 436,758 487,994 1,325,950 1,469,833844,722 889,192
General and administrative 201,206 464,525 649,817 908,843201,241 276,581 372,829 448,611
_________ _________ __________ __________
6,461,213 6,588,308 18,596,637 18,392,4636,047,793 6,173,045 11,917,687 12,135,424
Operating Income 2,535,059 2,524,980 4,700,808 4,690,3531,479,088 1,694,087 1,735,196 2,165,749
Interest and dividend
income 175,713 186,524 446,813 760,538122,842 138,124 238,278 271,100
_________ _________ __________ __________
Earnings before provision
for income taxes 2,710,772 2,711,504 5,147,621 5,450,8911,601,930 1,832,211 1,973,474 2,436,849
Provision for income taxes 973,172 973,500 1,848,000 1,956,900578,273 657,763 712,400 874,828
_________ _________ __________ __________
Net Earnings $1,737,600 $1,738,004$1,023,657 $1,174,448 $ 3,299,6211,261,074 $ 3,493,9911,562,021
Earnings per share-
basic andshare-basic &
diluted $.33 $.33* $.64 $.66*$.20 $.23 $.25 $.31
Weighted average shares
outstanding 5,146,828 5,178,010* 5,128,095 5,262,055*5,149,834 5,151,237 5,149,915 5,118,729
Dividends paid $592,044 $575,417 $1,779,882 $1,693,210$617,999 $595,176 $1,235,999 $1,187,838
Per share, Class A $.12 $.115 $.11* $.345 $.32*$.24 $.23
Per share, Class B $.12 $.115 $.11* $.345 $.32*
*Restated for 5% stock dividend paid July 26, 2001.$.24 $.23
CONDENSED CONSOLIDATED STATEMENTSTATEMENTS OF COMPREHENSIVE EARNINGS
Net earnings $1,737,600 $1,738,004Earnings $1,023,657 $1,174,448 $ 3,299,621 $ 3,493,9911,261,074 $1,562,021
Other comprehensive
earnings netearnings-net of tax
Unrealized lossgain (loss) on
available-for-saleavailable for sale
securities (537,358) (199,634) (745,064) (1,731,104)662,608 (407,419) (68,642) (207,706)
_________ _________ _________ _________
Comprehensive earnings $1,200,242 $1,538,370$1,686,265 $ 2,554,557767,029 $ 1,762,8871,192,432 $1,354,315
The operating results for thesethe thirteen (13) and thirty-nine (39)twenty-six (26) week
periods ended December 29, 2002 are not necessarily indicative of results
to be expected for the year.
See notes to condensed consolidated financial information.
-2-
BOWL AMERICA INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
March 31,December 29, 2002 July 1, 2001
_______________June 30, 2002
________________ _____________
ASSETS
Current Assets
Cash and cash equivalents $ 3,181,9792,156,588 $ 1,338,4201,633,817
Short-term investments 8,736,616 6,236,6659,145,935 8,183,932
Inventories 532,937 720,505662,607 541,027
Prepaid expenses and other 1,111,547 867,938299,879 479,289
Income taxes refundable - 449,093177,143 699,768
__________ __________
Total Current Assets 13,563,079 9,612,62112,442,152 11,537,833
Property, Plant and Equipment
less accumulated depreciation of
$27,285,698$27,594,411 and $26,598,008 20,807,076 21,078,785$26,996,091 20,647,202 20,505,586
Other Assets
Marketable equity securities 5,034,288 6,216,9283,881,343 3,990,248
Cash surrender value-life insurance 414,203 411,411434,040 431,249
Other long-term assets 117,338 278,12167,267 97,662
__________ __________
TOTAL ASSETS $39,935,984 $37,597,866$37,472,004 $36,562,578
BOWL AMERICA INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
December 29, 2002 June 30, 2002
_________________ _____________
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ 678,206546,802 $ 1,071,563701,671
Accrued expenses 1,135,465 934,274
Income taxes payable 214,970 -and payroll ded 656,271 749,245
Other current liabilities 2,520,793 400,8891,612,183 369,027
__________ __________
Total Current Liabilities 4,549,434 2,406,7262,815,256 1,819,943
Long-term Deferred Compensation 132,496 132,496
Noncurrent Deferred Income Taxes 2,051,398 2,488,000
_________ _________1,887,844 1,928,000
---------- ----------
TOTAL LIABILITIES 6,600,832 4,894,7264,835,596 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 -
3,657,3763,666,022 and 3,491,9763,666,376 shares 365,737 349,197366,602 366,638
Class B issued and outstanding -
1,483,620 and 1,416,427 shares 148,361 141,6431,483,620 148,362 148,362
Additional paid-in capital 7,545,902 5,075,7547,605,160 7,603,646
Unrealized gain on available-for-
sale securities
net of tax 2,682,407 3,427,471available-for-sale, 1,974,420 2,043,062
Retained earnings 22,592,745 23,709,07522,541,864 22,520,431
__________ __________
TOTAL STOCKHOLDERS' EQUITY $33,335,152 $32,703,140$32,636,408 $32,682,139
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $39,935,984 $37,597,866$37,472,004 $36,562,578
See notes to condensed consolidated financial information.
-3-
BOWL AMERICA INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
FOR THE THIRTY-NINETWENTY-SIX WEEKS ENDED MARCH 31,DECEMBER 29, 2002 AND APRIL 1,DECEMBER 30, 2001
March 31, April 1,December 29, December 30,
2002 2001
Cash Flows From Operating Activities:
Net earnings $3,299,621 $ 3,493,991$1,261,074 $1,562,021
Adjustments to reconcile net
earnings to net cash provided
by operating activities
Depreciation and amortization 1,325,950 1,469,833844,722 889,192
Changes in assets and liabilities
Decrease(Increase) decrease in inventories 187,568 89,454
Increase(121,580) 43,046
Decrease in prepaid expenses & other (243,609) (259,624)178,759 298,140
Decrease in income taxes refundable 522,625 278,144
Decrease in other long-term assets 157,991 40,413
(Decrease) increase30,395 81,448
Decrease in accounts payable (393,357) 242,360
Increase(154,869) (410,872)
Decrease in accrued expenses 201,191 145,562
Increase in income taxes payable 664,063 236,408(92,974) (138,252)
Increase in other current liabilities 2,120,878 2,118,4901,243,156 1,202,645
_________ _________
Net cash provided by operating activities $7,320,296 $ 7,576,887$3,711,308 $3,805,512
_________ _________
Cash flows from investing activities
Expenditures for property,plant,equip (1,054,241) (3,182,895)(986,338) (981,838)
Net (purchases) sales and maturities
(purchases)
of short-term investments (2,499,951) 352,548(962,003) 223,879
_________ _________
Net cash used in investing activities (3,554,192) (2,830,347)(1,948,341) (757,959)
_________ _________
Cash flows from financing activities
Payment of cash dividends (1,779,882) (1,693,210)(1,235,999) (1,187,838)
Purchase of Class A Common Stock (142,663) (2,091,111)(4,197) (60,813)
_________ _________
Net cash used in financing activities (1,922,545) (3,784,321)(1,240,196) (1,248,651)
_________ _________
Net Increase in Cash and Cash
Equivalents 1,843,559 962,219522,771 1,798,902
Cash and Equivalents, Beginning of YearPeriod 1,633,817 1,338,420 1,523,242
_________ _________
Cash and Equivalents, End of Period $3,181,979 $ 2,485,461$2,156,588 $3,137,322
Supplemental Disclosures of Cash Flow Information
Cash paid during the period for
Income taxes $1,183,963 $ 1,721,823189,775 $ 596,710
See notes to condensed consolidated financial information.
-4-
BOWL AMERICA INCORPORATED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSINFORMATION
For the Thirty-nineTwenty-six Weeks Ended
March 31,December 29, 2002
1. Consolidated Financial StatementsBasis for Presentation
The accompanying unaudited condensed 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 condensed 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 condensed 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
condensed consolidated financial statements be read in conjunction with the
consolidated financial statements and notes thereto included in 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
March 31,December 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 SprintFon
16,000 shares of SprintPCS
18,784 shares of Verizon
13,560 shares of Vodafone/Airtouch
-5-AirTouch
3. Commitments and Contingencies
In November 2002, the Company signed an agreement with Brunswick Corporation
for approximately $189,000 for the purchase of bowling equipment for one center.
The Company is expected to receive and install the equipment in the third
quarter of this fiscal year.
In August 2002, the Company signed an agreement with Brunswick Corporation for
the purchase of $597,000 in equipment. These assets were received and
installed in the quarter ended December 29, 2002.
ITEM 2.
BOWL AMERICA INCORPORATED
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31,December 29, 2002
Liquidity and Capital Resources
Short-term investments, consisting mainly of U.S. Treasury Bills
and Notes, and cash totaled $11,918,000$11,300,000 at the end of the thirdsecond
quarter of fiscal 20022003 or $2,768,000$1,572,000 higher than at the beginning
of the quarter.quarter and $1,485,000 higher than at the beginning of the
fiscal year. The increased funds resulted primarilyresult from operations which reflectsand reflect
the seasonal nature of the business.
DuringIn the nine-monthsix-month period ended December 29, 2002, the Company expended
approximatley $1,100,000approximately $1,000,000 for the purchase of bowling and restaurant equipment
and some amusement games as existing locations arewere upgraded. An additional
order for equipment for approximately $189,000 was placed. The installation
of the equipment will be completed in the third quarter of thes fiscal year.
The Company is actively seeking property for the development of additional
bowling centers. Cash and cash flow are sufficient to finance all currently plannedcontemplated
purchases and construction. The Company's holdings of marketable equity
securities, primarily consisting of telecommunications stocks, isare another
potential 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 ending March 31,ended December 29, 2002, the
market value decreasedincreased by $900,000$1,081,000 to approximately $5,000,000.$3,881,000.
Current liabilities include $2 millionapproximately $1,400,000 in league deposits of
prize fund monies whichthat are returned to the leagues at the end of the
bowling season, generally during the fourth quarter.
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.
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 have been restated
for the effect of the stock dividends.
On March 19,December 3, 2002, the CompanyBoard of Directors declared a cash dividend of
$.115$.12 per share on its Class A and Class B Common Stock, payable on May 15, 2002February 12,
2003, to share- holders of record as of April 24, 2002.
During the fourth quarter of fiscal 2002, the Company will close a center
at the end of its lease as the Company was unable to negotiate a new lease.January 10, 2003.
Results of Operations
DuringIn fiscal year 2002, two centers were closed at the first quarterexpiration of fiscal 2002, atheir
leases. One center, operating at break-even, was closed at the end of itsthe
first quarter of fiscal 2002, and a profitable center was closed in May 2002
after the Company was unable to negotiate a new lease. The Company also
closed a leased location in the second quarter of fiscal 2001. The changes
in the number of centers in operation affected all income, expense and
comparisons for the periods presented in this report.
ThereNet earnings were $.20 per share for the thirteen-week period ended
December 29, 2002, versus net earnings of $.33$.23 per share for both the thirteen-week periodsthirteen-
week period ended March 31, 2002 and April 1,December 30, 2001. For the current thirty-ninetwenty-six week period
net earnings per share were $.64$.25 compared to $.66$.31 for the comparable period
a year ago.
-6-
Operating revenues decreased 1%4% for the three-month period ended March 31,December 29,
2002 versus an increase of 5%4% in the comparable period a year ago. For the
current nine-monthsix-month period operating revenues were up 1%down 5% versus a 5%2% increase
in the prior year nine-monthsix-month period. While games bowled at comparable locations
in the current fiscal year have actually increased, promotional pricing during
normally slow times resulted in a lower average game rate. Food, beverage and
merchandise sales were flatdown 2% in the current year quarter ended March 31, 2002, and up 3%down 4% in the
nine-monthsix-month period. Cost of sales was up 1% fordeclined due to the three-month period and 8% in the
nine-month period ended March 31, 2002.lower sales.
Operating expenses excluding depreciation and amortization decreased 1%2%
in the current three-month period but were up 2% through the nine-month
period. Inthree and six month periods versus increases of 5% and 4% for
the prior year the three-month period was up 10%three and the
nine-month period showed an increase of 7% in expenses.six month periods. Employee compensation and benefits
were up 4%slightly in the current quarter and six-month period but were up 3%
and 2% respectively last year.
Maintenance and repair costs were down 9% in the nine-month
period. Overtime pay and a still tight labor market during our busy seasonsix-month period ended
December 29, 2002 versus an increase of 10% in the comparable period last
year. While this year's costs include snow removal, last year it was
building repairs that were the main causesprimarily responsible for the increases.increase.
Advertising costs during the quarter ended March 31, 2002,current twenty-six week period decreased 35%6%
compared to a 22% increase in the prior year quarter. Last year the Company acquired a second
"Rolling Bowling" trailer. These tractor-trailers, containing a workingcomparable period when advertising
in support of glow-in-the-dark bowling lane and pinsetter, are used at fairs, schools and other events to
promote bowling. The higher expense in advertising last year was primarily
due to the cost of preparing both trailers for the new season.run. Utility costs for the current
quarter were down 3% versus an increase of 6%4% and down 8% for the six-month period but were flat in
both last year's quarter. For the nine-month period ending March 31, 2002, utilityquarter and six-month periods. Bowling supplies and services
costs were flatup 2% for the six-month period compared to an increase of 2% for8% decrease in the comparable
prior year period.
General and administrative expenses decreased significantly in the current
three-month and nine-month periods from the prior year periods. Last year
the Company was defending a lawsuit brought by a former employee, which
commenced during the first quarter of fiscal year 2001 and was decided in
the Company's favor in the fourth quarter of fiscal 2001.
Depreciation and amortization expense decreased 10%5% in the year-to-date
period versus a decrease of 11%and 9% in the comparable prior year period. SeveralFewer centers are in
operation and several large capital assets have reached full depreciation.
Rent expense for the
nine-months ended March 31, 2002 was down 5%16% in the current year six-month period and 6% in the
prior year comparable period due to the closing of a leased centercenters mentioned
above. Rent expense in the prior year's comparable period
decreased 25% after the closing of a leased location and the purchase of a
formerly leased center. Insurance expense increased approximately 20%42% through the nine-monthsix-month
period ended March 31,December 29, 2002 primarilyand 10% in the six-month period a year ago.
The bulk of the extraordinary premium increase following 9/11/01 has now been
accounted for and renewal premiums are expected to increase less than 20%.
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 estimation due to an
increasethe uncertainty involved in premiums asmeasuring at a
resultspecific point in time, events that are continuous in nature. Due to the
nature of its business, the Company has no accounting policies that it
considers critical to the understanding of the events of September 11.Company's financial reporting.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable
-7-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
March 31,December 29, 2002
PART II - OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders
At the annual meeting on December 3, 2002 the Class A shareholders
approved the appointment of Director Warren T. Braham for a one year period
to expire at the 2003 Annual Meeting. The votes were cast as follows:
For 3,296,113 Withheld 15,907
At the annual meeting on December 3, 2002, the Class A shareholders
approved the appointment of Director Allan L. Sher for a one year period
to expire at the 2003 Annual Meeting. The votes were cast as follows:
For 3,296,245 Withheld 15,775
At the annual meeting on December 3, 2002, the Class B shareholders
approved the appointment of all Class B Directors as listed in the
proxy statement for the December 3, 2002 meeting, for a one year period
to expire at the 2003 Annual Meeting. The votes were cast as follows:
For 14,698,840 Withheld 0
At the annual meeting on December 3, 2002, the Class A and Class B shareholders
voted against a Shareholder Proposal presented as listed in the proxy
statement for the December 3, 2002 meeting. The votes were cast as follows:
For 199,507 Against 17,255,308 Abstaining 10,325
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
None10(A) Employment Contract
10(B) Employment Contract
99.1 Written statement of Chief Executive Officer
99.2 Written statement of Chief Financial Officer
(b) Reports on Form 8-K None
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
May 14, 2002February 12, 2003 Leslie H. Goldberg
Date President
February 12, 2003 Cheryl A. Dragoo
Date 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 Exchanges 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 subsid-
iaries 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 effectivness of the registrant's disclosure controls and
procedures as of a date with 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 the registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation 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 weaknesses 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 certifyig 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 evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
Date: February 12, 2003 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 Exchanges 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 subsid-
iaries 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 effectivness of the registrant's disclosure controls and
procedures as of a date with 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 the registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation 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 weaknesses 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 certifyig 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 evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
Date: February 12, 2003 Cheryl A. Dragoo
Chief Financial Officer
EXHIBIT 10(A) EMPLOYMENT CONTRACT
THIS AGREEMENT is dated as of the 31st day of December, 2002, by
and between BOWL AMERICA INCORPORATED, hereinafter called "Corporation", and
Irvin Clark, hereinafter called "Clark",
WITNESSETH:
WHEREAS the parties desire to enter into an Employment Contract to
go into effect on January 1, 2003;
NOW, THEREFORE, in consideration of the premises and the mutual
agreements hereinafter contained, the parties hereby agree as follows:
1. Corporation hereby employs Clark, and Clark hereby agrees to work
for Corporation for the year commencing January 1, 2003, and
expiring on December 31, 2003.
2. Clark shall serve as General Manager of the Corporation,
performing the functions and duties normally performed by a
General Manager.
3. Clark shall devote his full time and attention to the affairs of
the Corporation.
4. Clark shall be entitled by way of remuneration for his services
the sum of $150,000 per year to be paid in bi-weekly installments.
5. This Agreement is purely personal with Irvin Clark and in the event
of his death or total disability during the contract period, this
agreement shall terminate and the obligations of the Corporation to
make any payments shall cease.
BOWL AMERICA INCORPORATED
By: Leslie H. Goldberg, President
May 14,ATTEST: Michael T. Dick
Assistant Secretary Irvin Clark
EXHIBIT 10(B) EMPLOYMENT CONTRACT
THIS AGREEMENT is dated as of the 31st day of December, 2002, by and
between BOWL AMERICA INCORPORATED, hereinafter called "Corporation", and Cheryl
A. Dragoo, Datehereinafter called "Dragoo",
WITNESSETH:
WHEREAS the parties desire to enter into an Employment Contract to
go into effect on January 1, 2003;
NOW, THEREFORE, in consideration of the premises and the mutual
agreements hereinafter contained, the parties hereby agree as follows:
1. Corporation hereby employs Dragoo, and Dragoo hereby agrees to
work for Corporation for a term of two years commencing January 1,
2003, and expiring on December 31, 2004;
2. Dragoo shall serve as Comptroller, Chief Financial Officer and
Assistant Treasurer of the Corporation, performing the functions
and duties normally performed by a Comptroller, Chief Financial
Officer and Assistant Treasurer.
3. Dragoo shall devote her full time and attention to the affairs of
the Corporation.
4. Dragoo shall be entitled by way of remuneration for her services
the sum of $110,000 per year during 2003 and $120,000 per year
during 2004, to be paid in bi-weekly installments.
5. This Agreement is purely personal with Cheryl A. Dragoo and in
the event of her death or total disability during the contract
period, this agreement shall terminate and the obligations of the
Corporation to make any payments shall cease.
BOWL AMERICA INCORPORATED
By: Leslie H. Goldberg, President
ATTEST: Michael T. Dick
Assistant Secretary
Cheryl A. Dragoo
EXHIBIT 99.1
Written Statement of the Chief Executive Officer
Pursuant to 18 U.S.C. 1350
Solely 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 December 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
February 12, 2003
EXHIBIT 99.2
Written Statement of the Chief Financial Officer
Pursuant to 18 U.S.C. 1350
Solely for the purposes of complying with 18 U.S.C. 1350, I, the
undersigned Assistant Treasurer and Controller -8-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 December 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
February 12, 2003