Riviera Holdings Corporation
                                  2901 Las Vegas Boulevard South
                                        Las Vegas NV 89109
                                Investor Relations: (800) 362-1460
                                        TRADED: AMEX - RIV
                                       www.rivierahotel.com



FOR FURTHER INFORMATION


AT THE COMPANY                              INVESTOR RELATIONS
Phil Simons, Treasurer and CFO              Betsy Truax, Skorpus Consulting
(702) 794-9527 Voice                        (208) 241-3704 Voice
(702) 794-9442 Fax                          (208) 232-5317 Fax
Email:  psimons@theriviera.com              Email:   betsytruax_hartman@msn.com


FOR IMMEDIATE RELEASE


              RIVIERA REPORTS RESULTS FOR THIRD QUARTER 2008


     LAS VEGAS,  NV - November 6, 2008 -- Riviera  Holdings  Corporation  (AMEX:
RIV) today reported financial results for the three-month and nine-month periods
ended September 30, 2008.

Third Quarter 2008

     Net revenues for the third quarter of 2008 were $40.2  million,  a decrease
of $12.2 million, or 23 percent, from $52.4 million for the comparable period in
the prior year. Net revenues decreased due to a 20 percent net revenue reduction
at Riviera  Las Vegas and a 31 percent net revenue  reduction  at Riviera  Black
Hawk.  Income from operations for the third quarter of 2008 was $0.2 million,  a
decrease of $6.5 million,  or 97 percent,  from $6.7 million for the  comparable
period in the prior year.  Income from operations  decreased as a result of a 95
percent  operating  income  reduction  at  Riviera  Las Vegas  and a 66  percent
operating income reduction at Riviera Black Hawk. Decreases in Riviera Las Vegas
and Riviera  Black Hawk net  revenues  and  operating  results are  described in
detail below. Income from operations for the third quarter of 2008 included $1.0
million in  corporate  payroll  and  related  expenses,  $0.2  million in equity
compensations  costs and $0.1 million in mergers,  acquisitions  and development
costs.  These  corporate  costs and expenses  were  slightly  less than the same
quarter last year.

     Adjusted  EBITDA(1)  for the  third  quarter  of 2008 was $4.4  million,  a
decrease of $5.9 million,  or 58 percent,  from $10.3 million for the comparable
period in the prior year.  Adjusted EBITDA consists of earnings before interest,
income  taxes,  depreciation,   amortization,  equity-based  compensation, asset
impairment,  loss on  extinguishments of debt, the effects of the accounting for
our interest  rate swap  agreement  and mergers,  acquisitions  and  development
costs,  net, as described  within  footnote (1) to the  financial  summary table
below. Adjusted  EBITDA(1) was 11 percent and 20 percent of net revenues for the
three months ended September 30, 2008 and 2007, respectively.


     Net loss for the  third  quarter  of 2008 was $3.5  million,  or $0.28  per
share, an increase of $14.8 million, compared to a net loss of $18.3 million, or
$1.48 per share,  for the same period in the prior year.  Net loss for the third
quarter ended  September 30, 2007 included a $12.9 million loss on retirement of
the  Company's  11  percent  Notes.  Net  losses  for the third  quarters  ended
September 30, 2008 and  September  30, 2007  included a $0.6 million  unrealized
gain  on  derivatives  and  a  $7.5  million  unrealized  loss  on  derivatives,
respectively.  The unrealized gain and loss on derivatives had no effect on cash
or cash  equivalents,  and are the  result of changes  in the  valuation  of the
interest  rate swap  derivative.  Currently,  the  Company's  interest rate swap
derivative is valued at $11.7 million and is reflected as a long term liability.
Generally,  the balance reflects the cost of terminating the underlying interest
rate swap  agreement at September  30,  2008.  Additionally,  net losses for the
third  quarters  ended  September  30, 2008 and September 30, 2007 included $4.3
million  and  $4.6  million  in  interest  expense,   net  of  interest  income,
respectively.

     William L. Westerman, Chief Executive Officer, said, "This quarter was more
challenging  than the  preceding  quarter as business  conditions  continued  to
deteriorate.  As a result  of  strong  competitive  pressure  and weak  customer
demand,  we lowered our Las Vegas  hotel room rates in order to  increase  hotel
occupancy  and  overall  property  revenues.  Consequently,  our Las Vegas hotel
occupancy was relatively strong,  and our casino and other revenues  stabilized.
However,  the lower Las Vegas hotel rates and overall casino revenue decrease at
both properties impacted our profit margins despite significant cost cutting. At
our Black Hawk Property,  slot revenues and income from  operations  suffered as
macroeconomic   conditions   continued  to  negatively   affect  our  customers'
willingness to visit and game at the property.  Overall, while I am disappointed
with the significant  downturn in our business, I feel strongly that our team is
proactively  addressing  the key issues of  preserving  capital  and  maximizing
operating results."

Nine Months Ended September 30, 2008

     Net  revenues  for the nine  months  ended  September  30, 2008 were $133.8
million, a decrease of $24.3 million, or 15 percent, from $158.1 million for the
comparable period in the prior year. Net revenues  decreased due to a 13 percent
net  revenue  reduction  at  Riviera  Las Vegas  and a 21  percent  net  revenue
reduction  at Riviera  Black Hawk.  Income from  operations  for the nine months
ended September 30, 2008 was $11.9 million,  a decrease of $13.2 million,  or 52
percent,  from $25.1 million for the comparable period in the prior year. Income
from operations decreased as a result of a 48 percent operating income reduction
at Riviera  Las Vegas and a 45 percent  operating  income  reduction  at Riviera
Black Hawk.  Decreases in Riviera Las Vegas and Riviera  Black Hawk net revenues
and operating  results are  described in detail  below.  Included in income from
operations  for the  nine-month  period of 2008 was $2.9  million  in  corporate
payroll and related expenses,  $0.6 million in equity-based  compensation  costs
and $0.1 in mergers,  acquisitions and development  costs. These corporate costs
and expenses were slightly less than the same period last year.


     Adjusted  EBITDA(1) was $23.5 million,  a decrease of $12.6 million,  or 35
percent,  from  $36.1  million  for the  comparable  period in the  prior  year.
Adjusted  EBITDA(1) was 18 percent and 23 percent of net revenues for the nine
months ended September 30, 2008 and 2007, respectively.

     Net income for the nine months ended  September  30, 2008 was $0.8 million,
or $0.07 per share on a fully diluted basis, an increase of $12.9 million,  from
a net loss of $12.1 million,  or $0.98 per share,  for the comparable  period in
the prior year. Net loss for the nine months ended September 30, 2007 included a
$12.9  million loss on the  retirement of the  Company's 11 percent  Notes.  Net
income for the nine months  ended  September  30, 2008  included a $1.6  million
unrealized  gain on  derivatives  and $12.7 million in interest  expense and net
loss for the nine  months  ended  September  30,  2007  included a $6.6  million
unrealized  loss on derivatives  and $17.7 million in interest  expense,  net of
interest  income.  The unrealized gains and losses on derivatives have no effect
on cash or cash equivalents,  and are the result of changes in the valuations of
the Company's  interest rate swap derivative.  The decrease in interest expense,
net of interest income,  was due primarily to more favorable interest rate terms
associated with our new credit agreement, executed in June 2007.

     "In response to these tough economic  conditions,  we have aggressively cut
labor and other operating costs and streamlined  operations.  These changes have
helped us retain profits and capital. While it has been unfortunate to let go of
so many of our faithful team members,  I believe that we are employing the right
strategy  to  maximize  income  and cash from  operations.  In  response  to our
reduction in  EBITDA(1),  we have  suspended our room  renovation  project after
completing  four of the five towers and spending  $18.7  million on the project.
Once economic  conditions improve and we have built up our cash reserve, we plan
to  complete  the  remainder  of the project  for a cost of  approximately  $4.3
million.  We expect fourth quarter EBITDA to be down year-over-year by a similar
amount as our third quarter and for EBITDA to trend down  year-over-year for the
first half of next year, albeit by a smaller percentage. We also expect our cash
balances to generally reflect corresponding downward trends.  Currently, we have
$2.5 million drawn on our Revolving Credit Facility.  Based on our estimates, we
have no intentions  of drawing  additional  funds  against our Revolving  Credit
Facility.  I want to point out that there is no assurance  that these  estimates
will prove to be  accurate,  although  we believe  them to be so at the  present
time. In the event,  however, that the Company's EBITDA or cash balances decline
more than  expected  in the future  period  described,  it could have a material
adverse effect on the Company," commented Mr. Westerman.

Riviera Las Vegas

     Net  revenues  for the three  months  ended  September  30, 2008 were $30.2
million, a decrease of $7.7 million,  or 20 percent,  from $37.9 million for the
comparable period in the prior year. Income from operations for the three months
ended  September  30, 2008 was $0.2 million,  a decrease of $4.4 million,  or 95
percent,  from $4.6 million for the comparable  period in the prior year. EBITDA
for the three months ended  September 30, 2008 was $2.9  million,  a decrease of
$3.2 million, or 52 percent,  from $6.1 million for the comparable period in the
prior year.

     Net  revenues  for the nine  months  ended  September  30, 2008 were $101.2
million, a decrease of $15.4 million, or 13 percent, from $116.6 million for the
comparable  period in the prior year. Income from operations for the nine months
ended  September 30, 2008 was $10.0 million,  a decrease of $9.3 million,  or 48
percent,  from $19.3 million for the comparable period in the prior year. EBITDA
for the nine months ended  September 30, 2008 was $16.6  million,  a decrease of
$7.5 million, or 31 percent, from $24.1 million for the comparable period in the
prior year.


     Casino  revenues for the three months ended  September  30, 2008  decreased
$3.1 million,  or 21 percent,  from the comparable period in the prior year. The
decrease in casino revenues was primarily due to lower slot revenues as a result
of reduced hotel occupancy and the weakened  economy's  impact on  discretionary
spending and consumer  sentiment.  In  comparison to the same quarter last year,
slot machine win per unit per day decreased $18.66,  or 15 percent,  to $107.88.
Net room division revenues  decreased $2.7 million,  or 18 percent,  compared to
the same quarter in the prior year.  The decrease in net room  division  revenue
was primarily due to a 13 percent decrease in occupied hotel room nights and a 5
percent  decrease in average  hotel room rental  rates.  Hotel  occupancy was 87
percent  compared to 94 percent for the same  quarter last year.  Average  daily
room rental rate was $75.17  compared to $79.13 for the same period in the prior
year.  The decrease in average daily room rate was primarily due to a 25 percent
reduction in average  leisure  segment room rental rates.  Revenue per available
hotel room decreased  $8.84,  or 12 percent,  to $65.44 from $74.28 for the same
quarter last year.

     Casino revenues for the nine months ended September 30, 2008 decreased $8.3
million,  or 17  percent,  from the  comparable  period in the prior  year.  The
decrease in casino revenues was primarily due to lower slot revenues as a result
of the weak economy and reduced hotel occupancy.  In comparison to the same nine
months last year,  slot  machine win per unit per day  decreased  $17.49,  or 13
percent,  to $117.86.  Net room division revenues decreased $4.7 million,  or 10
percent, compared to the same nine months in the prior year. The decrease in net
room  division  revenue was  primarily  due to a 25 percent  decrease in leisure
segment  occupied hotel room nights.  Hotel occupancy was 84 percent compared to
94 percent for the same nine months  last year.  Average  daily room rental rate
was $88.29  compared to $83.13 for the same nine  months in the prior year.  The
increase in average daily room rate was primarily due to a 9 percent increase in
convention segment room rental rates. Revenue per available hotel room decreased
$3.73, or 5 percent, to $74.51 from $78.24 for the same nine months last year.

     "This  quarter  was  challenging  and we  focused  most of our  efforts  on
reducing operating costs and increasing leisure segment hotel occupancy. We made
significant cost cuts in every area. Moreover, our sales efforts were successful
in increasing  hotel occupancy,  however,  at a reduced average daily room rate.
While leisure segment  customer demand continues to suffer, I am happy to report
that our  convention  business  continues to perform well.  Furthermore,  casino
revenues  stabilized  during  the  quarter.  Overall,  it has  been a  difficult
quarter,  however,  I believe that we are focused on the right areas in order to
optimize operating profits," commented Robert Vannucci,  Chief Operating Officer
of Riviera Las Vegas.

Riviera Black Hawk

     Net  revenues  for the three  months  ended  September  30, 2008 were $10.0
million, a decrease of $4.4 million,  or 31 percent,  from $14.4 million for the
comparable period in the prior year. Income from operations for the three months
ended  September  30, 2008 was 1.2 million,  a decrease of $2.5  million,  or 66
percent,  from $3.7 million for the comparable  period in the prior year. EBITDA
for the three months ended  September 30, 2008 was $2.5  million,  a decrease of
$2.9 million, or 55 percent,  from $5.4 million for the comparable period in the
prior year.

     Net  revenues  for the nine  months  ended  September  30,  2008 were $32.6
million, a decrease of $8.9 million,  or 21 percent,  from $41.5 million for the
comparable  period in the prior year. Income from operations for the nine months
ended  September  30, 2008 was $5.6 million,  a decrease of $4.6 million,  or 45
percent,  from $10.2 million for the comparable period in the prior year. EBITDA
for the nine months ended  September  30, 2008 was $9.9  million,  a decrease of
$5.2 million, or 35 percent, from $15.1 million for the comparable period in the
prior year.

     "It was a very  difficult  quarter  within  the  Black  Hawk  market as the
negative factors that influenced the last quarter persist  including the effects
of the Colorado Smoking Ban, which went into effect January 1, 2008. Our revenue
decline  correlated with the worsening  economy as fewer  customers  visited the
property  and those who did,  wagered  less.  Our slot machine  revenues,  which
comprise  approximately 95 percent of our total revenues,  decreased 31 percent,
from the third  quarter in the prior  year.  To  mitigate  revenue  losses,  our
property  management  team has  aggressively  reduced labor and other  operating
costs," said Mr. Westerman.

Conference Call Information

     In  conjunction  with the  release  of the  third  quarter  2008  financial
results, Riviera Holdings Corporation will broadcast a conference call at 2 p.m.
Eastern Daylight Time today, Thursday, November 6, 2008. Investors can listen to
the call via the Internet at  www.rivierahotel.com or by dialing (866) 293-8971.
The  conference  call  rebroadcast  will be  available at (888)  203-1112,  code
4855586.

Forward -Looking Statements

     The forward-looking statements in this news release, which reflect our best
judgment based on factors  currently known to us, involve  significant risks and
uncertainties  including  the hotel and casino  market  conditions,  refinancing
opportunities  and interest rates,  increases in energy costs,  general economic
and political conditions,  financing  requirements,  expansion and modernization
objectives  and  timetables,   regulatory   requirements  and  other  risks  and
uncertainties  detailed  from time to time in filings  with the  Securities  and
Exchange  Commission.  Our actual  results  may differ  materially  from what is
expressed or implied in our forward-looking statements. We do not plan to update
our forward-looking  statements even though our situation or plans may change in
the future, unless applicable law requires us to do so.

About Riviera Holdings Corporation

     Riviera Holdings Corporation owns and operates the Riviera Hotel and Casino
on the Las  Vegas  Strip  and the  Riviera  Black  Hawk  Casino  in Black  Hawk,
Colorado.  Riviera Holding  Corporation's  stock is listed on the American Stock
Exchange under the symbol RIV.

                                                           - Tables Follow -


Riviera Holdings Corporation
Financial Summary

(Amounts in thousands               Three Months Ended September 30        Nine Months Ended September 30
except per share amounts)          2008      2007      Var     %Var      2008      2007      Var     %Var

Net Revenues:
                                                                               
Riviera Las Vegas                 $30,231   $37,940 $(7,709)  -20.3%  $101,206 $ 116,597 $(15,391)  -13.2%
Riviera Black Hawk                  9,977    14,440  (4,463)  -30.9%    32,579    41,475   (8,896)  -21.4%
                               -----------------------------          ----------------------------
 Total Net Revenues                40,208    52,380 (12,172)  -23.2%   133,785   158,072  (24,287)  -15.4%

Income From Operations:
Riviera Las Vegas                     229     4,572  (4,343)  -95.0%     9,983    19,277   (9,294)  -48.2%
Riviera Black Hawk                  1,241     3,695  (2,454)  -66.4%     5,580    10,204   (4,624)  -45.3%
Mergers, Acquisitions
and Development Costs, net           (59)     (160)     101    63.1%     (104)     (448)      344    76.8%
Equity-Based Compensation           (188)     (206)      18     8.7%     (620)     (759)      139    18.3%
Corporate Expenses                (1,028)   (1,237)     209    16.9%   (2,900)   (3,210)      310     9.7%
                               -----------------------------          ----------------------------
 Total Income From Operations:       195     6,664   (6,469)  -97.1%   11,939    25,064   (13,125)  -52.4%

Adjusted EBITDA (1):
Riviera Las Vegas                  2,931     6,131   (3,200)  -52.2%    16,551    24,143  (7,592)   -31.4%
Riviera Black Hawk                 2,458     5,440   (2,982)  -54.8%     9,891    15,132  (5,241)   -34.6%
Corporate Expenses                (1,028)   (1,237)     209    16.9%   (2,900)   (3,210)     310      9.7%
                               -----------------------------          ----------------------------
  Total Adjusted EBITDA            4,361    10,334   (5,973)  -57.8%    23,542    36,065 (12,523)    34.7%

Adjusted EBITDA Margins (2):
Riviera Las Vegas                  9.7%     16.2%   -6.5%              16.4%     20.7%    -4.3%
Riviera Black Hawk                24.6%     37.7%  -13.1%              30.4%     36.5%    -6.1%
Consolidated                      10.8%     19.7%   -8.9%              17.6%     22.8%    -5.2%

    Net income (loss)          $ (3,464) $(18,254) $14,790              $ 826  $(12,118) $12,944

EARNINGS PER SHARE DATA:
Weighted average basic
shares outstanding               12,412    12,326      86             12,387    12,303      84
 Basic earnings
(loss) per share                $(0.28)   $(1.48)    $1.20            $0.07    $(0.98)    $1.05


Weighted average diluted
shares outstanding               12,412   12,326       86             12,547    12,303     244
 Diluted earnings
(loss) per share                $(0.28)   $(1.48)    $1.20            $0.07    $(0.98)    $1.05





(1)  Adjusted  EBITDA  consists  of  earnings  before  interest,  income  taxes,
depreciation,  amortization, equity-based compensation, asset impairment loss on
extinguishments  of debt,  the effects of the  accounting  for our interest rate
swap agreement,  and mergers,  acquisitions and development costs, net, as shown
in the  reconciliation  with net  income in the  tables  below in this  release.
Adjusted  EBITDA is presented  solely as a  supplemental  disclosure  because we
believe  that it is 1) a widely used  measure of  operating  performance  in the
gaming  industry,  and 2) a principal basis for valuation of gaming companies by
certain  investors.  We use  property-level  EBITDA  (earnings  before interest,
income taxes,  depreciation,  amortization and corporate expense) as the primary
measure  of  our  business  segment  properties'   performance,   including  the
evaluation of our operating  personnel.  Adjusted EBITDA should not be construed
as an  alternative  to  operating  income,  as an  indicator  of  our  operating
performance,  as an alternative to cash flows from  operating  activities,  as a
measure of  liquidity,  or as any other measure  determined  in accordance  with
generally  accepted  accounting  principles.  We have  significant  uses of cash
flows,  including  capital  expenditures,  interest  payments and debt principal
repayments,  which are not  reflected  in Adjusted  EBITDA.  Also,  other gaming
companies that report EBITDA or Adjusted  EBITDA may calculate it in a different
manner than we do. A  reconciliation  of net income (loss) to Adjusted EBITDA is
included in the tables below in this release.

(2)Adjusted EBITDA Margins represent Adjusted EBITDA divided by Net Revenues.



Riviera Holdings Corporation and Subsidiaries
Reconciliation of Net Income to Adjusted EBITDA
(Amounts in thousands)                                                  Mergers
                       Net      Other  Operating           Equity   Acquisitions,
                      Income    Income   Income   Depre-    Based  Development  Management  Adjusted
                      (Loss)   (Expense) (Loss)   ciation    Comp    & Costs       Fee      EBITDA
Third Quarter 2008:
                                                                     
Riviera Las Vegas     $  238      $  9   $  229   $2,832       -          -   $  (130)    $ 2,931
Riviera Black Hawk       (73)   (1,314)   1,241    1,087       -          -       130       2,458
Corporate             (3,629)   (2,354)  (1,275)     -       188         59        -       (1,028)
                      -------  ---------  ------- ------   -----    -------     --------  ---------
                     $(3,464)  $(3,659)   $ 195   $3,919   $ 188    $    59    $   -       $4,361

Third Quarter 2007:
Riviera Las Vegas      $4,628    $   56  $ 4,572   $2,331       -          -    $ (772)    $ 6,131
Riviera Black Hawk      1,996    (1,699)   3,695      973       -          -       772       5,440
Corporate             (24,878)  (23,275)  (1,603)      -      206        160        -       (1,237)
                      -------  ---------  -------  ------   -----    -------     --------  ---------
                     $(18,254) $(24,918)  $6,664   $3,304   $ 206    $   160     $  -      $10,334

Nine Months Ended
September 30, 2008:
Riviera Las Vegas      $10,020     $  37  $ 9,983   $7,656      -          -   $ (1,088)   $16,551
Riviera Black Hawk       1,644   (3,936)    5,580    3,223      -          -      1,088      9,891
Corporate              (10,838)  (7,214)   (3,624)     -      620        104        -       (2,900)
                       -------  ---------  -------  ------   -----    -------     --------  ---------
                       $  826  $(11,113)  $11,939  $10,879   $620    $   104      $ -      $23,542

Nine Months Ended
September 30, 2007:
Riviera Las Vegas     $19,422   $  145    $19,277   $6,872      -          -    $(2,006)   $24,143
Riviera Black Hawk      4,693   (5,511)    10,204    2,922      -          -      2,006     15,132
Corporate             (36,233) (31,816)    (4,417)     -      759        448        -       (3,210)
                      -------  ---------  -------  ------   -----    -------     --------  ---------
                     $(12,118)$(37,182)   $25,064   $9,794   $759    $   448      $ -      $36,065





Balance Sheet Summary
                                                Sept 30,  Dec 31,
                                                  2008     2007
                                                -------------------
                                                     
Cash and short term investments                   $23,304  $31,591
Total current assets                               29,827   40,211
Property and equipment, net                       183,283  172,865
Total assets                                      218,266  218,462
Long-term debt, net of current
portion                                           225,320  225,288
Total  current liabilities                         27,285   26,665
Total shareholders' deficiency                   (46,279) (47,826)




RIVIERA HOLDINGS CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands,                    Three Months Ended   Nine Months Ended
except per share amounts)                    September 30         September 30
                                             2008     2007    2008       2007
                                         ------------------ ---------------------
Revenues:
                                                            
  Casino                                 $21,516   $28,935   $71,062    $87,941
  Rooms                                   12,138    14,812    41,561     46,276
  Food and beverage                        6,939     7,976    22,487     24,937
  Entertainment                            3,549     4,102    10,182      9,959
  Other                                    1,657     1,684     5,136      5,041
                                         ------------------ ---------------------
   Total Revenues                         45,799    57,509   150,428    174,154
                                         ------------------ ---------------------
   Less-promotional allowances            (5,591)   (5,129)  (16,643)   (16,082)
                                         ------------------ ---------------------
            Net revenues                  40,208    52,380   133,785    158,072
                                         ------------------ ---------------------
COSTS AND EXPENSES:
  Direct costs and expenses of
operating departments:

    Casino                                11,494    13,849    36,333    42,460
    Rooms                                  6,377     7,520    19,645    21,619
    Food and beverage                      5,007     6,129    16,349    18,608
    Entertainment                          2,023     2,684     6,384     6,353
    Other                                    315       368       971     1,043
  Other operating expenses:
    General and administrative            10,631    11,496    30,561    31,924
    Mergers, Acquisitions and
       Development Costs                      59       160       104       448
    Share-Based Compensation                 188       206       620       759
    Depreciation and amortization          3,919     3,304    10,879     9,794
                                         ------------------ ---------------------
            Total costs and expenses      40,013    45,716   121,846   133,008
                                         ------------------ ---------------------
INCOME FROM OPERATIONS                       195     6,664    11,939    25,064
                                         ------------------ ---------------------
OTHER INCOME EXPENSE:
  Interest expense, net                   (4,274)   (4,569)  (12,730)  (17,660)
  Loss on Retirement of Debt                 -     (12,878)     -      (12,878)
  Gain/(Loss) on Derivatives                 615    (7,471)    1,617    (6,644)
                                         ------------------ ---------------------
            Total other expense           (3,659)  (24,918)  (11,113)  (37,182)
                                         ------------------ ---------------------
NET INCOME (LOSS):                       $(3,464) $(18,254)     $826  $(12,118)
                                         ================== =====================
INCOME (LOSS) PER SHARE DATA:
Shares used in calculating net
income (loss) per common share:
Basic                                     12,412   12,326    12,387     12,303
Diluted                                   12,412   12,326    12,547     12,303
Net Income (Loss) per common share:
Basic                                     $(0.28) $(1.48)     $0.07     $(0.98)
Diluted                                   $(0.28) $(1.48)     $0.07     $(0.98)