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 September 30, 2001 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 October 28, 2001 Class A Common Stock, 3,666,341 $.10 par value Class B Common Stock 1,487,236 $.10 par value PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS BOWL AMERICA INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited) Thirteen Weeks Ended September 30, October 1, 2001 2000 _________________________ Operating Revenues Bowling and other $4,476,816 $4,525,085 Food, beverage and merchandise sales 1,957,225 1,869,082 _________ _________ 6,434,041 6,394,167 Operating Expenses Compensation and benefits 3,133,373 3,099,453 Cost of bowling and other 1,487,442 1,436,206 Cost of food,beverage and mdse sales 717,100 619,554 Depreciation and amortization 452,434 493,845 General and administrative 172,030 210,643 _________ _________ 5,962,379 5,859,701 Operating Income 471,662 534,466 Interest and dividend income 132,976 400,339 _________ _________ Earnings before provision for income taxes 604,638 934,805 Provision for Income Taxes 217,065 335,595 _________ _________ Net Earnings $ 387,573 $ 599,210 Earnings per share-basic & diluted $ .08 $ .11* Weighted average shares outstanding 5,086,221 5,350,798* Dividends paid $592,662 $566,798 Per share, Class A $.115 $.105* Per share, Class B $.115 $.105* *Restated for 5% stock dividend paid July 26, 2001. CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS Net Earnings $387,573 $ 599,210 Other comprehensive earnings net of tax Unrealized gain (loss) on available-for-sale securities 199,713 (941,880) _______ _______ Comprehensive earnings (loss) $587,286 $(342,670) The operating results for the thirteen (13) week period ending September 30, 2001, are not necessarily indicative of results to be expected for the year. See notes to financial information. BOWL AMERICA INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) September 30, 2001 July 1, 2001 __________________ _____________ ASSETS Current Assets Cash and cash equivalents $ 1,582,928 $ 1,338,420 Short-term investments 5,983,445 6,236,665 Inventories 787,396 720,505 Prepaid expenses and other 733,351 867,938 Income taxes refundable 286,028 449,093 __________ __________ Total Current Assets 9,373,148 9,612,621 Property, Plant and Equipment less accumulated depreciation of $27,050,442 and $26,598,008 20,955,403 21,078,785 Other Assets Marketable equity securities 6,533,641 6,216,928 Cash surrender value-life insurance 414,203 411,411 Other 249,981 278,121 __________ __________ TOTAL ASSETS $37,526,376 $37,597,866 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable $ 573,345 $ 1,071,563 Accrued expenses 972,128 934,274 Other current liabilities 678,139 400,889 __________ __________ Total Current Liabilities 2,223,612 2,406,726 Noncurrent Deferred Income Taxes 2,605,000 2,488,000 TOTAL LIABILITIES 4,828,612 4,894,726 __________ __________ 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 - 3,666,341 and 3,491,976 shares 366,633 349,197 Class B issued and outstanding - 1,487,236 and 1,416,427 148,723 141,643 Additional paid-in capital 7,564,270 5,075,754 Accumulated other comprehensive earnings - Unrealized gain on available-for-sale securities, net of tax 3,627,184 3,427,471 Retained earnings 20,990,954 23,709,075 __________ __________ TOTAL STOCKHOLDERS' EQUITY $32,697,764 $32,703,140 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $37,526,376 $37,597,866 See notes to financial information. BOWL AMERICA INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) FOR THE THIRTEEN WEEKS ENDED SEPTEMBER 30, 2001 AND OCTOBER 1, 2000 September 30, October 1, 2001 2000 Cash Flows From Operating Activities: Net earnings $ 387,573 $ 599,210 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 452,434 493,845 Changes in assets and liabilities Increase in inventories (66,891) (144,700) Decrease(increase) in prepaid and other 134,587 (127,989) Decrease in income taxes refundable 163,065 153,598 Decrease in other long-term assets 25,348 30,856 Decrease in accounts payable (498,218) (16,725) Increase (decrease) in accrued expenses 37,854 (40,251) Increase in other current liabilities 277,250 274,949 _________ _________ Net cash provided by operating activities $ 913,002 $1,222,793 _________ _________ Cash flows from investing activities Expenditures for property,plant,equip (329,052) (2,683,788) Net sales & maturities of short-term investments 253,220 2,707,645 _________ _________ Net cash (used in) provided by investing activities (75,832) 23,857 _________ _________ Cash flows from financing activities Payment of cash dividends (592,662) (566,798) Purchase of Class A common stock - (902) Purchase of Class B common stock - (1,041,376) _________ _________ Net cash used in financing activities (592,662) (1,609,076) _________ _________ Net Increase (Decrease) in Cash and Equivalents 244,508 (362,426) Cash and Equivalents, Beginning of Qtr 1,338,420 1,523,242 _________ _________ Cash and Equivalents, End of Quarter $1,582,928 $1,160,816 Supplemental Disclosures of Cash Flow Information Cash paid during the period for Income taxes $ 54,000 $ 181,997 See notes to financial information. BOWL AMERICA INCORPORATED AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS For the Thirteen Weeks Ended September 30, 2001 1. Consolidated Financial Statements 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, 2001, has been derived from the Company's July 1, 2001 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 with the Company's latest annual report to the Securities and Exchange Commission on Form 10-K for the year ended July 1, 2001. 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 September 30, 2001 were: 16,835 shares of AT&T Wireless 3,946 shares of Alltel 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 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS September 30, 2001 Liquidity and Capital Resources Short-term investments consisting mainly of U.S. Treasury Bills and Notes, cash and cash equivalents totaled $7,566,000 at the end of the first quarter of fiscal 2002 or $9,000 lower than at the beginning of the quarter. During the quarter, the Company purchased bowling equipment to upgrade facilities and replaced some amusement games. The Company is actively seeking property for additional locations. Cash and cash flow are sufficient to finance all currently planned purchases and construction. The Company has maintained its fiscal year end 2001 position in marketable securities, primarily telecommunications stocks, as a further source of expansion capital. These securities are carried at their fair value on the last day of the quarter. For the three-month period ended September 30, 2001, the market value increased by $317,000 to approximately $6.5 Million. 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 September 25, 2001, the Board of Directors declared a cash dividend of $.115 per share on its Class A and B stock to holders of record on October 17, 2001, payable November 14, 2001. In March 2001, the Board of Directors declared a 5% stock dividend which was paid on July 26, 2001. A 5% stock dividend was also paid July 26, 2000. Applicable share and per share data for prior periods have been restated for the effect of the stock dividends. Results of Operations During the quarter ended September 30, 2001, a location operating at break-even was closed at the end of its lease. Last year, subsequent to the end of the quarter, the Company closed another rented center operating at break-even. The change in the number of operating centers impacted income, expenses and all comparisons for the periods presented in this report. Although net earnings for all months in the quarter were down from the previous year's period, the usually slow months of July and August produced profits for the third straight year. There was an $.08 per share profit for the thirteen-week period ending September 30, 2001, compared to $.11 for the period ended October 1, 2000, which was the highest first quarter earnings in the Company's history. Interest and didivend income, which includes any realized gain on marketable securities, declined from approximately $400,000 in the quarter ended October 1, 2000, to approximately $133,000 in the quarter ended September 30, 2001. Last year's quarter included income of approximately $219,000 from the AT&T/Media One merger. The after tax effect of this income on earnings per share in last year's quarter was approximately $.025. Operating revenues increased slightly in the current period versus an increase of 7% in the prior year period. Food, beverage and merch- andise sales were up 5% in the current period and 9% in the prior year period. Costs were up due to the higher sales. Operating expenses excluding depreciation and amortization increased 3% in the current quarter versus a 6% increase in the comparable quarter last year. Advertising costs increased 24% over the prior year period partially as a result of an advertising campaign for the improved Silver Spring location. Equipment expense decreased 3% in the current year and 10% last year. Employee compensation and benefits expense was up 1% this year and 8% in the prior year quarter. Overtime pay in a tight labor market was a large factor in the prior year increase. In the current year that factor is partially offset by having fewer locations to staff. Depreciation and amortization expense decreased 8% in the current year quarter and 12% in the comparable period last year. In addition to operating fewer centers, several large assets have reached full depreciation. Rent expense decreased 7% in the current period and 15% in the prior year period due to operating fewer leased locations. Insurance expense is up 10% in the current period versus an increase of 5% in the prior year period. Insurance premiums at renewal are expected to increase dramatically due in large part to the catastrophic events of September 11, 2001. The number of weighted average shares outstanding declined from 5,350,798 in the quarter ended October 1, 2000, to 5,086,221 in the quarter ended September 30, 2001. This is primarily attributable to the repurchase of 244,036 shares of previously outstanding stock during the prior fiscal year. ITEM 3. Quantitative and Qualitative Disclosure About Market Risk Not applicable BOWL AMERICA INCORPORATED AND SUBSIDIARIES S.E.C. FORM 10-Q September 30, 2001 PART II - OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K 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 November 13, 2001 Leslie H. Goldberg Date Leslie H. Goldberg President November 13, 2001 Cheryl A. Dragoo Date Cheryl A. Dragoo Controller