SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended June 30, 1995
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from ________________ to _______________
Commission file number - 1-7525
THE GOLDFIELD CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 88-0031580
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
100 Rialto Place, Suite 500, Melbourne, Florida 32901
(Address of principal executive offices) (Zip Code)
(407) 724-1700
(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
There were 26,854,748 shares of common stock, par value $.10 per
share, of The Goldfield Corporation outstanding as of June 30, 1995.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, December 31,
ASSETS 1995 1994
Current assets
Cash and cash equivalents $ 5,431,908 $ 5,875,538
Accounts receivable and accrued
billings 1,915,847 1,484,460
Current portion of notes receivable
(Note 2) 211,734 190,962
Inventories (Note 3) 268,301 216,708
Costs and estimated earnings in excess
of billings on uncompleted contracts 445,539 248,320
Prepaid expenses and other current
assets 185,015 259,870
Total current assets 8,458,344 8,275,858
Properties
Land, mines, mining claims, buildings,
machinery and equipment, at cost 20,224,617 20,297,769
Less accumulated depreciation,
depletion and amortization 16,181,640 16,314,120
Net properties 4,042,977 3,983,649
Notes receivable, less current
portion (Note 2) 900,000 690,000
Deferred charges and other assets
Deferred income taxes (Note 4) 878,000 922,000
Repurchased royalties at cost,
less accumulated amortization of
$145,601 in 1995 and $132,562 in 1994 173,849 186,888
Cash surrender value of life insurance 399,933 399,511
Total deferred charges and other
assets 1,451,782 1,508,399
Total assets $14,853,103 $14,457,906
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued
liabilities $ 1,373,931 $ 608,059
Billings in excess of costs and
estimated earnings on uncompleted
contracts 84,515 108,049
Current portion of deferred gain
(Note 2) 48,720 48,720
Total current liabilities 1,507,166 764,828
Deferred gain on installment sale, less
current portion (Note 2) 162,400 186,760
Total liabilities 1,669,566 951,588
Stockholders' equity
Preferred stock, $1 par value per
share, 5,000,000 shares authorized;
issued and outstanding 339,407 shares
of Series A 7% voting cumulative
convertible stock 339,407 339,407
Common stock, $.10 par value per
share, 40,000,000 shares authorized;
issued 26,872,106 shares 2,687,211 2,687,211
Capital surplus 18,369,860 18,369,860
Retained earnings (deficit) (8,194,221) (7,871,440)
Total 13,202,257 13,525,038
Less common stock in treasury, 17,358
shares, at cost 18,720 18,720
Total stockholders' equity 13,183,537 13,506,318
Total liabilities and stockholders'
equity $14,853,103 $14,457,906
See accompanying Notes to Consolidated Financial Statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1995 1994 1995 1994
Revenue
Electrical construction $2,747,686 $1,941,736 $4,352,675 $3,589,850
Mining 434,552 395,671 901,887 949,180
Royalty income 40,012 64,134 74,079 120,938
Other income, net 158,518 164,147 274,623 262,503
Total revenue 3,380,768 2,565,688 5,603,264 4,922,471
Costs and expenses
Electrical construction 2,406,171 1,639,157 4,061,188 3,470,900
Mining 386,899 421,213 850,693 923,697
Depreciation 196,491 189,577 395,588 384,902
Amortization of repurchased
royalties 6,520 6,520 13,039 13,039
General and administrative 282,227 350,951 549,658 636,003
Total costs and expenses 3,278,308 2,607,418 5,870,166 5,428,541
Income (loss) from operations
before income taxes 102,460 (41,730) (266,902) (506,070)
Income taxes (benefit)
(Note 4) 38,000 (7,000) 44,000 (45,000)
Net income (loss) 64,460 (34,730) (310,902) (461,070)
Preferred stock dividends 5,940 5,940 11,879 11,879
Earnings (loss) available
to common stockholders $ 58,520 $ (40,670) $ (322,781) $ (472,949)
Earnings (loss) per share
of common stock (Note 5) 0.00 0.00 $(.01) $(0.02)
Weighted average number
of shares outstanding 26,854,748 26,854,748 26,854,748 26,854,748
See accompanying Notes to Consolidated Financial Statements
THE GOLDFIELD CORPORATION
and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1995 1994 1995 1994
Cash flows from operating
activities
Net income $ 64,460 $ (34,730) $(310,902) $ (461,070)
Adjustments to reconcile
net income to net cash
provided from (used by)
operating activities
Depreciation and
amortization 203,011 227,189 408,627 460,125
Deferred income taxes 38,000 (7,000) 44,000 (45,000)
Deferred gain on sale of
subsidiary (12,180) (12,180) (24,360) (24,360)
Gain on sale of property
and equipment (35,431) (50,604) (38,774) (67,268)
Decrease (increase) in
accounts receivable and
accrued billings (883,948) 295,661 (459,928) 890,439
Decrease (increase) in
inventories (74,561) (12,310) (51,593) 4,889
Decrease (increase) in
costs and estimated
earnings in excess of
billings on uncompleted
contracts 118,360 93,936 (197,219) 8,759
Decrease (increase) in prepaid
expenses and other current
assets 47,875 (48,382) 74,855 (131,790)
Decrease (increase) in cash
surrender value of life
insurance 4,279 -- (422) (12,301)
Increase (decrease) in
accounts payable and accrued
liabilities 629,229 158,887 765,872 (420,235)
Increase (decrease) in billings
in excess of costs and
estimated earnings on
uncompleted contracts 60,094 (69,456) (23,534) 16,934
Total adjustments 94,728 575,741 497,524 680,192
Net cash provided from
(used by) operating
activities 159,188 541,011 186,622 219,122
Cash flows from investing
activities
Proceeds from the disposal
of fixed assets 35,843 65,760 35,993 94,471
Payment made to grant loan (300,000) -- (300,000) --
Proceeds from notes
receivable 53,001 49,500 100,962 99,000
Purchases of fixed assets (181,187) (313,340) (455,328) (642,584)
Net cash used by investing
activities (392,343) (198,080) (618,373) (449,113)
Cash flows from financing
activities
Payments of preferred
stock dividends (5,940) (5,940) (11,879) (11,879)
Net cash used by financing
activities (5,940) (5,940) (11,879) (11,879)
Net increase (decrease) in cash
and cash equivalents (239,095) 336,991 (443,630) (241,870)
Cash and cash equivalents at
beginning of year 5,671,003 6,382,414 5,875,538 6,961,275
Cash and cash equivalents at
end of year $5,431,908 $6,719,405 $5,431,908 $6,719,405
Interest paid $ -- $ -- $ -- $ --
Taxes paid -- -- -- --
See accompanying Notes to Consolidated Financial Statements
THE GOLDFIELD CORPORATION
and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1995
Note 1 - Basis of Presentation
In the opinion of management, the accompanying unaudited interim
consolidated financial statements include all adjustments necessary
to present fairly the financial position of the Company, the results
of its operations and changes in cash flows for the interim periods
reported. These adjustments are of a normal recurring nature. All
financial statements presented herein are unaudited. However, the
balance sheet as of December 31, 1994, was derived from the audited
consolidated balance sheet. These statements should be read in
conjunction with the financial statements included in the Company's
annual report on Form 10-K for the year ended December 31, 1994.
The results of operations for the interim periods shown in this
report are not necessarily indicative of results to be expected for
the fiscal year.
Note 2 - Sale of Mining Subsidiary
In April 1993, the capital stock of The San Pedro Mining Corporation
("San Pedro"), a then wholly-owned subsidiary of the Company, was
sold for $1,220,000 of which $50,000 in cash was paid at closing
with the balance of the purchase price represented by a promissory
note payable to the Company in equal monthly principal installments
of $15,000 through October 1999. The note bears interest at the
rate of prime plus 1% (10% at June 30, 1995) payable monthly and is
secured by a first real estate mortgage and personal property
security agreement upon substantially all of the assets of and a
pledge of all of the outstanding capital stock of San Pedro.
Since the purchaser's initial investment in the property amounted to
less than 20% of the sale price, the installment method of profit
recognition was used resulting in a deferred gain of $330,214. In
the six months ended June 30, 1995 and 1994, $24,360 of such
deferred gain was recognized as revenue. The installment method
recognizes proportionate amounts of the gain associated with the
transaction as cash is received.
The primary assets of San Pedro were represented by mining
properties with a net book value of $889,786 at the date of sale.
Note 3 - Inventories
Inventories are summarized as follows:
June 30, December 31,
1995 1994
Materials and supplies. . . . . . . $185,419 $ 93,686
Industrial mineral products . . . . 54,004 107,382
Ores in process . . . . . . . . . . 28,878 15,640
Total inventories . . . . . . . . . $268,301 $216,708
Note 4 - Income Taxes
In February 1992, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 109, "Accounting for
Income Taxes" ("SFAS 109"). Under the asset and liability method of
SFAS 109, deferred tax assets and liabilities are recognized for the
future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and
liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply
to taxable income in the years in which those temporary differences
are expected to be recovered or settled. Under SFAS 109, the effect
on deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the enactment date.
Effective January 1, 1993, the Company adopted SFAS 109 and has
reported the cumulative effect of that change in the method of
accounting for income taxes in the consolidated statements of
operations for the quarter ended March 31, 1993.
The income tax provision (benefit) consists of the following:
Three Months Six Months
Ended June 30, Ended June 30,
1995 1995
Current
Federal $ -- $ --
State -- --
-- --
Deferred
Federal 32,000 37,000
State 6,000 7,000
Total $38,000 $44,000
Three Months Six Months
Ended June 30, Ended June 30,
1994 1994
Current
Federal $ -- $ --
State -- --
-- --
Deferred
Federal (5,000) (31,000)
State (2,000) (14,000)
Total $(7,000) $(45,000)
The deferred income tax benefit for the three months ended June
30, 1995 and 1994 represents the portion of deferred tax assets
that the Company estimates will ultimately be realized.
Temporary differences and carryforwards which give rise to deferred
tax assets and liabilities as of June 30, 1995 and December 31, 1994
are as follows:
June 30, December 31,
1995 1994
Deferred tax assets
Depletion, mineral rights
and deferred development
and exploration cost $ 325,000 $ 325,000
Accrued workers' compensation
costs 33,000 116,000
Accrued vacation 14,000 14,000
Property and equipment,
principally due to differences
in depreciation and valuation
write-downs 430,000 461,000
Net operating loss carryforwards 2,610,000 2,430,000
Investment tax credit
carryforwards 320,000 320,000
Alternative minimum tax
credit carryforwards 256,000 256,000
3,988,000 3,922,000
Valuation allowance (3,110,000) (3,000,000)
Total net deferred tax assets 878,000 922,000
Deferred tax liabilities -- --
Net deferred tax assets $ 878,000 $ 922,000
The Company has recorded a valuation allowance in accordance with
the provisions of SFAS 109 to reflect the estimated amount of
deferred tax assets which may not be realized. In assessing the
realizability of deferred tax assets, management considers whether
it is more likely than not that some portion or all of the
deferred tax assets will not be realized. The ultimate
realization of deferred tax assets is dependent upon the
generation of future taxable income during the periods in which
those temporary differences become deductible. Management
considers the projected future taxable income and tax planning
strategies in making this assessment. The Company increased the
valuation allowance for net deferred tax assets by $110,000 for
the six months ended June 30, 1995, compared to a decrease of $73,000
for the six months ended June 30, 1994.
At June 30, 1995, the Company had tax net operating loss
carryforwards of approximately $6,800,000 available to offset
future regular taxable income, which if unused, will expire from
1999 through 2010.
Although the Tax Reform Act of 1986 eliminated investment tax
credit for non-transitional property placed in service after
December 31, 1985, the Company has investment tax credit
carryforwards of approximately $320,000 available to reduce future
Federal income taxes, which if unused, will expire from 1995
through 2000. In addition, the Company has alternative minimum
tax credit carryforwards of approximately $256,000 which are
available to reduce future Federal income taxes over an indefinite
period.
Note 5 - Earnings (Loss) Per Share of Common Stock
Earnings (loss) per common share, after deducting dividend
requirements on the Company's Preferred Stock of $11,879 in each of
the six month periods ended June 30, 1995 and 1994, were based on the
weighted average number of shares of Common Stock outstanding,
excluding average shares of Treasury stock of 17,358 for each of
the six month periods ended June 30, 1995 and 1994. The inclusion
of Common Stock issuable upon conversion of Preferred Stock has not
been included in the per share calculations because such inclusion
would not have a material effect on the earnings (loss) per common
share after the deduction for dividend requirements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Results of Operations - Six Months Ended June 30, 1995 Compared to
Six Months Ended June 30, 1994.
Net Income (Loss)
The Company incurred a net loss of $310,902 during the six months
ended June 30, 1995, compared to a net loss of $461,070 for the six
months ended June 30, 1994.
Revenues
Total revenues in the six months ended June 30, 1995 were
$5,603,264, compared to $4,922,471 in the like 1994 period. The 1995
increase in revenues was attributable to electrical construction
operations.
Electrical construction revenue in the six months ended June 30,
1995 of $4,352,675 was 21% higher than such revenue in the like 1994
period of $3,589,850.
Revenue from mining operations in the six months ended June 30, 1995
decreased to $901,887, 5% less than such revenue in the like 1994
period of $949,180. This decrease was primarily attributable to the
Company's zeolite mining operations.
Operating Results
Southeast Power Corporation ("Southeast Power"), the Company's
electrical construction subsidiary, had an operating profit of
$55,923 during the six months ended June 30, 1995, compared to an
operating loss of $154,528 for the like period in 1994. The
operating results were improved primarily due to increased gross
margins from contract work. The varying magnitude and duration of
projects undertaken by Southeast Power may result in substantial
fluctuation in its backlog from time to time. At June 30, 1995, the
approximate value of uncompleted contracts was $3,650,000, compared
to $1,700,000 at February 14, 1995 and $5,800,000 at June 30, 1994.
During the six months ended June 30, 1995, the net operating loss
from mining operations was $22,290, compared to an operating profit
of $39,158 during the six months ended June 30, 1994. Operating
results from mining operations were lower in 1995 primarily due to
decreased royalty income. Royalty income (which is included in the
operating profit (loss) for mining operations) was $74,079 in the
six months of 1995 compared to $120,938 in the like 1994 period.
During the six months ended June 30, 1995, mining revenue exceeded
the related cost of mining by $51,194. During the six months ended
June 30, 1994, mining revenue exceeded the related cost of mining by
$25,483.
In the six months ended June 30, 1995, St. Cloud Mining Company, a
wholly-owned subsidiary of the Company ("St. Cloud"), sold 11,380
tons of natural zeolite, compared to 12,296 tons in the like 1994
period. St. Cloud has added drying, warehousing, bagging and
additional screening and related capabilities to the mill. St.
Cloud has completed the construction of an off site rail loading
facility to better serve customers and expand the transportation
network.
Surface and underground mining related to St. Cloud's base and
precious metals mining operation has been halted since the third
quarter of 1991 and the first quarter of 1992, respectively, due to
declining metal prices and mine grades. St. Cloud's viability is
sensitive to the future price of base and precious metals,
particularly silver.
In 1990, The Lordsburg Mining Company (formerly Goldfield-Hidalgo,
Inc.), a wholly-owned subsidiary of the Company ("Lordsburg"),
entered into a venture agreement with Federal Resources Corporation
("Federal") to explore, develop and mine deposits near Lordsburg in
southwestern New Mexico. Underground mining at Lordsburg has been
suspended since February 1993. Although the Company has continued
limited production of construction aggregates and barren, siliceous
flux at Lordsburg, a final decision with respect to the future
operations at Lordsburg has not been reached. In April 1994, the
Company acquired Federal's 50% interest in the Lordsburg properties
for $75,000. Prior to acquisition of Federal's interest, Lordsburg
did not produce sufficient revenue over the related expenses to
permit a net proceeds distribution to Lordsburg and Federal.
Information with respect to mineralized siliceous converter flux
sales of Lordsburg is set forth in the table below:
Six Months Ended June 30,
1995 1994
Mineralized siliceous converter flux
Ore sold (tons) -- 2,426
Copper
Quantity sold (pounds) -- 31,195
Ore grade -- 0.99%
Average sales price per pound -- $0.72
% of gross metal sales -- 21%
Silver
Quantity sold (ounces) -- 5,662
Ore grade (ounces per ton) -- 2.79
Average sales price per ounce -- $5.12
% of gross metal sales -- 28%
Gold
Quantity sold (ounces) -- 141
Ore grade (ounces per ton) -- 0.071
Average sales price per ounce -- $385.42
% of gross metal sales -- 51%
There were no sales of mineralized siliceous converter flux
during the six months ended June 30, 1995. Lordsburg sold 4,710
tons of barren, siliceous flux to copper smelters during the six
months ended June 30, 1995, compared to 2,410 tons sold in the
like 1994 period. In addition, Lordsburg sold 11,830 tons of
construction aggregate material during the six months ended
June 30, 1995, compared to 1,053 tons sold in the like 1994 period.
Other Income
Other income for the six months ended June 30, 1995 was $274,623,
compared to $262,503 for the six months ended June 30, 1994.
Costs and Expenses
Electrical construction costs were $4,061,188 for the six months
ended June 30, 1995, compared to $3,470,900 in the like 1994
period.
Depreciation and amortization was $408,627 in the six months ended
June 30, 1995, compared to $397,941 in the like period of 1994.
General corporate expenses of the Company were $575,158 in the six
months ended June 30, 1995 compared to $653,203 in the like 1994
period.
Results of Operations - Three Months Ended June 30, 1995 Compared to
Three Months Ended June 30, 1994.
Net Income (Loss)
The Company earned a net profit of $64,460 during the three months
ended June 30, 1995, compared to a net loss of $34,730 for the three
months ended June 30, 1994.
Revenues
Total revenues in the three months ended June 30, 1995 were
$3,380,768, compared to $2,565,688 in the like 1994 period. The 1995
increase in revenues was attributable to both electrical
construction and mining operations.
Electrical construction revenue in the three months ended June 30,
1995 of $2,747,686 was 42% higher than such revenue in the like 1994
period of $1,941,736.
Revenue from mining operations in the three months ended June 30,
1995 increased to $434,552, 10% higher than such revenue in the like
1994 period of $395,671. This increase was primarily attributable
to the Company's Lordsburg mining operations.
Operating Results
Southeast Power had an operating profit of $225,701 during the three
months ended June 30, 1995, compared to an operating profit of
$165,720 for the like period in 1994. The operating results were
improved primarily due to increased gross margins from contract
work.
During the three months ended June 30, 1995, the net operating
profit from mining operations was $13,218, compared to an operating
loss of $12,046 during the three months ended June 30, 1994.
Operating results from mining operations were higher in 1995
primarily due to improved operating results at the Company's
Lordsburg mining operations. Royalty income (which is included in the
operating profit (loss) for mining operations) was $40,012 in the
second quarter of 1995 compared to $64,134 in the like 1994 period.
During the three months ended June 30, 1995, mining revenue exceeded
the related cost of mining by $47,653. During the three months
ended June 30, 1994, cost of mining exceeded the related mining
revenue by $25,542.
In the three months ended June 30, 1995, St. Cloud sold 5,108 tons
of natural zeolite, compared to 5,763 tons in the like 1994 period.
There were no sales of mineralized siliceous converter flux during
either of the three months ended June 30, 1995 or 1994.
During the three months ended June 30, 1995, Lordsburg sold 3,330
tons of barren, siliceous flux to copper smelters, compared to 984
tons sold in the like 1994 period. Lordsburg also sold 6,923 tons
of construction aggregate material during the three months ended
June 30, 1995, compared to 893 tons sold in the like 1994 period.
Other Income
Other income for the three months ended June 30, 1995 was 158,518,
compared to $164,147 for the six months ended June 30, 1994.
Costs and Expenses
Electrical construction costs were $2,406,171 for the three months
ended June 30, 1995, compared to $1,639,157 in the like 1994 period.
Depreciation and amortization was $203,011 in the three months ended
June 30, 1995, compared to $196,097 in the like period of 1994.
General corporate expenses of the Company decreased to $294,977 in the
three months ended June 30, 1995, compared to $359,551 in the like 1994
period.
Liquidity and Capital Resources
Cash and cash equivalents amounted to $5,431,908 at June 30, 1995,
compared to $5,875,538 at December 31, 1994 and $6,719,405 at June
30, 1994. Working capital at June 30, 1995 was $6,951,178, compared
to $7,511,030 at December 31, 1994 and $7,825,909 at June 30, 1994.
The Company's ratio of current assets to current liabilities was 5.6
to 1 at June 30, 1995, compared to 10.8 to 1 at December 31, 1994
and 8.4 to 1 at June 30, 1994.
The Company paid cash dividends on Series A Preferred Stock in the
amount of $11,879 in each of the six months ended June 30, 1995 and
1994. No cash dividends have been paid by the Company on its Common
Stock since 1933, and it is not expected that the Company will pay
any cash dividends on its Common Stock in the immediate future.
Under an unsecured line of credit arrangement (guaranteed by the
Company), Southeast Power may borrow up to $1,000,000 at the bank's
prime rate of interest. This credit line expires April 30, 1996 at
which time the Company expects to renew it for an additional year.
No borrowings were outstanding under this line of credit during the
six months ended June 30, 1995 and 1994.
The Company's capital expenditures in the six months ended June 30,
1995 were $455,328, compared to $642,584 for the six months ended
June 30, 1994.
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
(a) The Annual Meeting of Stockholders was held on May 23, 1995.
(b) This information is omitted pursuant to instruction 3.
(c) At the Annual Meeting of Stockholders, the stockholders elected
6 Directors. Set forth below are the votes cast for the election
of Directors:
For Withheld
John P. Fazzini 18,922,301 1,492,436
Danforth E. Leitner 18,916,461 1,498,276
Mary H. Leitner 18,915,691 1,499,046
James Sottile 18,798,923 1,615,814
John H. Sottile 18,928,326 1,486,411
John M. Starling 18,917,926 1,496,811
The stockholders also voted to approve the appointment of
KPMG Peat Marwick LLP as Independent Accountants. Votes
cast in favor were 19,535,085, against were 640,257 and
abstaining were 239,395. One stockholder proposal listed
in the Proxy Statement was not presented at the meeting.
(d) Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits in accordance with the provisions of Item 601 of
Regulation S-K
None.
(b) Reports on Form 8-K
No Current Report on Form 8-K was filed during the second
quarter ended June 30, 1995.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
THE GOLDFIELD CORPORATION
(Registrant)
Date: August 9, 1995 /s/ John H. Sottile
(John H. Sottile)
President and Chief
Executive Officer
Date: August 9, 1995 /s/ Stephen R. Wherry
(Stephen R. Wherry, C.P.A.)
Vice President, Treasurer
and Chief Financial Officer