UNITED STATES
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 September 30, 1996
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 No. 0-22088
MONARCH CASINO & RESORT, INC.
(Exact name of registrant as specified in its charter)
-------------------------
NEVADA 88-0300760
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1175 W. MOANA LANE, SUITE 200
RENO, NEVADA 89509
(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code: (702) 825-3355
-------------------------
NOT APPLICABLE
(Former name, former address and former fiscal
year, if changed since last report.)
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 ___
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. YES ___ NO ___
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date. As of November 12, 1996,
there were 9,463,275 shares of Monarch Casino & Resort, Inc. $0.01 par value
common stock outstanding.
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MONARCH CASINO & RESORT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------------- --------------------------
1996 1995 1996 1995
------------ ------------ ------------ ------------
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
Revenues
Casino............................... $ 8,452,900 $ 8,089,707 $ 23,932,501 $ 22,679,542
Food and beverage.................... 4,379,561 4,362,140 12,975,987 12,878,676
Hotel................................ 2,824,034 3,237,932 7,737,375 8,671,874
Other................................ 500,466 507,239 1,772,503 1,432,149
------------ ------------ ------------ ------------
Gross revenues.................... 16,156,961 16,197,018 46,418,366 45,662,241
Less promotional allowances.......... (1,970,683) (1,664,512) (5,653,233) (4,923,324)
------------ ------------ ------------ ------------
Net revenues...................... 14,186,278 14,532,506 40,765,133 40,738,917
------------ ------------ ------------ ------------
Operating expenses
Casino............................... 3,648,050 3,312,857 10,621,974 9,535,672
Food and beverage.................... 2,509,777 2,776,204 7,294,983 7,992,255
Hotel................................ 899,200 1,166,553 2,735,730 3,406,606
Other................................ 108,138 110,270 295,885 271,513
Selling, general and administrative.. 3,922,150 3,641,808 11,370,452 9,793,094
Depreciation and amortization........ 992,315 1,003,164 3,067,262 2,977,315
Gaming development costs............. 31,831 43,761 102,093 177,503
------------ ------------ ------------ ------------
Total............................. 12,111,461 12,054,617 35,488,379 34,153,958
------------ ------------ ------------ ------------
Income from operations............ 2,074,817 2,477,889 5,276,754 6,584,959
------------ ------------ ------------ ------------
Other income (expense)
Interest expense..................... (899,378) (1,014,504) (2,747,385) (3,082,584)
Minority interests in net loss of
consolidated subsidiaries........... 192,404 - 206,456 27,000
Impairment loss on fixed assets...... (1,030,592) - (1,030,592) -
------------ ------------ ------------ ------------
Total.............................. (1,737,566) (1,014,504) (3,571,521) (3,055,584)
------------ ------------ ------------ ------------
Income before income taxes........ 337,251 1,463,385 1,705,233 3,529,375
Income tax expense..................... 118,037 494,174 596,830 1,178,174
------------ ------------ ------------ ------------
Net income........................ $ 219,214 $ 969,211 $ 1,108,403 $ 2,351,201
============ ============ ============ ============
Net income per share.............. $ 0.02 $ 0.10 $ 0.12 $ 0.25
============ ============ ============ ============
Weighted average common
shares outstanding............... 9,483,840 9,536,275 9,515,056 9,536,275
============ ============ ============ ============
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
MONARCH CASINO & RESORT, INC.
CONSOLIDATED BALANCE SHEETS
September 30, December 31,
1996 1995
------------ ------------
(Unaudited)
ASSETS
Current assets
Cash........................................ $ 3,369,673 $ 3,644,363
Receivables, net............................ 646,072 503,283
Inventories................................. 319,542 315,556
Prepaid expenses............................ 1,293,396 1,214,846
Deferred income taxes....................... 837,000 837,000
------------ ------------
Total current assets..................... 6,465,683 6,515,048
------------ ------------
Property and equipment
Land........................................ 10,359,792 10,359,792
Buildings................................... 37,433,065 37,748,526
Furniture and equipment..................... 21,384,672 20,511,243
Improvements................................ 4,767,945 4,780,000
------------ ------------
73,945,474 73,399,561
Less accumulated
depreciation and amortization.............. (14,192,257) (11,726,226)
------------ ------------
Net property and equipment............... 59,753,217 61,673,335
------------ ------------
Other assets.................................. 1,157,971 1,080,360
------------ ------------
$ 67,376,871 $ 69,268,743
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current maturities of long-term debt........ $ 2,534,935 $ 3,993,447
Accounts payable............................ 2,813,440 3,581,469
Accrued expenses............................ 3,038,992 2,396,262
Federal income taxes payable................ 629,995 -
------------ ------------
Total current liabilities................ 9,017,362 9,971,178
Long-term debt, less current maturities....... 37,857,067 39,069,071
Deferred income taxes......................... 1,196,751 1,587,000
Minority interests............................ - 206,456
Commitments and contingencies................. - -
Stockholders' equity
Preferred stock, $.01 par value, 10,000,000
shares authorized; none issued............. - -
Common stock, $.01 par value, 30,000,000
shares authorized; 9,536,275 issued;
9,463,275 and 9,536,275 outstanding........ 95,363 95,363
Additional paid-in capital.................. 17,008,779 17,008,779
Treasury stock.............................. (237,750) -
Retained earnings........................... 2,439,299 1,330,896
------------ ------------
Total stockholders' equity............... 19,305,691 18,435,038
------------ ------------
$ 67,376,871 $ 69,268,743
============ ============
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
MONARCH CASINO & RESORT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended
September 30,
----------------------------
1996 1995
------------ ------------
(Unaudited) (Unaudited)
Cash flows from operating activities:
Net income.................................. $ 1,108,403 $ 2,351,201
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization............. 3,067,262 2,977,315
Loss on disposal of assets................ 1,006,679 -
Increase in receivables, net.............. (142,789) (96,563)
Increase in inventories................... (3,986) (15,407)
Increase in prepaid expenses.............. (78,550) (542,549)
Increase in other assets.................. (77,611) (234,832)
Decrease in due to related parties........ - (404,603)
Increase (decrease) in accounts payable... (768,029) 148,124
Increase in accrued expenses.............. 1,272,725 1,373,537
Increase (decrease) in deferred
income tax liability..................... (390,249) 553,000
Decrease in minority interests............ (206,456) -
------------ ------------
Net cash provided by
operating activities.................... 4,787,399 6,109,223
------------ ------------
Cash flows from investing activities:
Acquisition of property and equipment....... (1,277,950) (1,462,548)
------------ ------------
Net cash used in investing activities.... (1,277,950) (1,462,548)
------------ ------------
Cash flows from financing activities:
Proceeds from long-term borrowings.......... - 7,937,092
Principal payments on long-term debt........ (3,546,388) (11,742,298)
Acquisition of treasury stock............... (237,750) -
------------ ------------
Net cash used in financing activities.... (3,784,138) (3,805,206)
------------ ------------
Net increase (decrease) in cash.......... (274,689) 841,469
Cash at beginning of period................... 3,644,363 2,324,081
------------ ------------
Cash at end of period......................... $ 3,369,674 $ 3,165,550
============ ============
Supplemental disclosure of cash flow information:
Cash paid for interest...................... $ 2,354,585 $ 3,084,885
Cash paid for income taxes.................. 327,542 585,000
Supplemental schedule of non-cash
investing and financing activities:
The Company financed the purchase of property
and equipment in the following amounts..... 875,873 65,582
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
MONARCH CASINO & RESORT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Reorganization and Basis of Presentation
Monarch Casino & Resort, Inc. ("Monarch") was incorporated in 1993.
Golden Road Motor Inn, Inc., dba Atlantis Casino Resort ("Golden Road")
operates a hotel and casino in Reno, Nevada in facilities which were leased,
prior to August 6, 1993, from Farahi Investment Company ("FIC") and Galaxy
Enterprises, Inc. ("Galaxy"), entities owned by the principal stockholders of
Monarch. Unless stated otherwise, the "Company" refers collectively to
Monarch, its wholly owned subsidiary Golden Road, and majority owned
subsidiaries, Dunes-Marina Resort and Casino, Inc. ("Monarch-Marina"), formed
in December 1993, and Sea World Processors, Inc. ("Sea World") purchased in
February 1994. In a reorganization prior to Monarch's sale of common stock
pursuant to a public offering in August 1993, certain assets and liabilities
of Galaxy were distributed to its stockholders, Galaxy was merged into Golden
Road, FIC transferred the leased facilities and certain other real estate and
debt to Golden Road, and the Golden Road stockholders exchanged all of their
Golden Road shares for shares in Monarch common stock.
The consolidated financial statements include the accounts of Monarch,
Golden Road, Monarch-Marina and Sea World and give retroactive effect to the
merger of Galaxy, the transfer of assets and debt from FIC, and the
elimination of intercompany balances and transactions in a manner similar to a
pooling of interests. Accordingly, the assets acquired and related debt
assumed in the reorganization are included at the historical amounts recorded
by Galaxy and FIC at the times the assets were acquired and the debt was
incurred by those entities, with the net amount of assets contributed or
liabilities assumed related to each year presented as an adjustment to
stockholder equity accounts. The operations related to the transferred assets
and liabilities are included for all periods presented, with the intercompany
lease transactions eliminated. The number of shares and earnings per share
for all periods presented reflect the capital structure of Monarch.
In preparing these financial statements in conformity with generally
accepted accounting principles, management is required to make estimates and
assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent assets and liabilities at the date of the financial
statements and revenues and expenses during the year. Actual results could
differ from those estimates.
NOTE 2. INTERIM FINANCIAL STATEMENTS
The accompanying consolidated financial statements for the three month
and nine month periods ended September 30, 1996 and September 30, 1995 are
unaudited. In the opinion of management, all adjustments, consisting of normal
recurring adjustments necessary for a fair presentation of the Company's
financial position and results of operations for such periods, have been
included. The accompanying unaudited consolidated financial statements should
be read in conjunction with the Company's audited financial statements
included in its Annual Report on Form 10-K for the year ended December 31,
1995. The results for the three month and nine month periods ended September
30, 1996 are not necessarily indicative of the results that may be expected
for the year ending December 31, 1996, or for any other period.
NOTE 3. INTERNAL REVENUE SERVICE AUDIT
The Internal Revenue Service ("IRS") is in the process of an audit of
Golden Road for the 1993 and 1994 tax years. The IRS has not notified the
Company of any significant findings, and in the opinion of management, the
ultimate liability, if any, resulting from the audit will not have a
significant effect on the Company's financial position.
NOTE 4. IMPAIRMENT OF ASSETS
In view of the Company's current intention to auction the M.V. Monarch,
the vessel acquired for a previously proposed out of state gaming venture, in
the 1996 fourth quarter, the Company has evaluated the recoverability of the
vessel. The Company recorded a writedown of approximately $1.0 million to
estimated net realizable value from the sale of the vessel.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
STATEMENT ON FORWARD-LOOKING INFORMATION
Certain information included herein contains statements that may be
considered forward-looking statements within the meaning of the Private
Securities Litigation Act of 1995, such as statements relating to anticipated
expenses, capital spending and financing sources. Such forward-looking
information involves important risks and uncertainties that could
significantly affect anticipated results in the future and, accordingly, such
results may differ from those expressed in any forward-looking statements made
herein. These risks and uncertainties include, but are not limited to, those
relating to competitive industry conditions, Reno-area tourism conditions,
dependence on existing management, leverage and debt service (including
sensitivity to fluctuations in interest rates), the regulation of the gaming
industry (including actions affecting licensing), outcome of litigation,
domestic or global economic conditions and changes in federal or state tax
laws or the administration of such laws.
RESULTS OF OPERATIONS
Comparison of Operating Results for the Three Month
Periods Ended September 30, 1996 and 1995
Net revenues for the three months ended September 30, 1996 totaled $14.2
million, compared to $14.5 million for the three months ended September 30,
1995. Operating expenses totaled $12.1 million for each of the three month
periods ended September 30, 1996 and 1995, resulting in operating expense
margins (operating expenses as a percentage of net revenues) of 85.4% for the
three months ended September 30, 1996 and 83.0% for the three months ended
September 30, 1995. Income from operations for the three months ended
September 30, 1996 totaled $2.1 million, compared to $2.5 million for the
three months ended September 30, 1995. Management believes that the Company's
results in the 1996 third quarter were impacted by continuing room rate
pressures in the Reno area market, and a generally more intensified
competitive environment which required the Company to step up its marketing
efforts.
Casino revenues in the 1996 third quarter were up 4.5% compared to the
1995 third quarter, with a strong increase in table game revenues more than
offsetting a slight decline in slot revenues. Table game revenues were up
20.9% in the 1996 third quarter compared to the 1995 third quarter, due to
higher than average table game hold, while slot revenues were down 1.4% over
the same period. Casino operating expenses totaled 43.2% of casino revenues
in the 1996 third quarter, compared to 41.0% in the 1995 third quarter, due
primarily to higher levels of promotional allowance costs in the 1996 third
quarter than in the 1995 third quarter.
Food and beverage revenues were flat in the 1996 third quarter compared
to the 1995 third quarter. Food and beverage operating expenses during the
1996 third quarter amounted to 57.3% of food and beverage revenues, compared
to 63.6% in the 1995 third quarter, with the improvement due primarily to
lower food costs and improved operating efficiency.
Hotel revenues in the 1996 third quarter declined 12.8% from the 1995
third quarter, reflecting continuing room rate pressures in the Reno area
market. The Atlantis' average daily room rate in the 1996 third quarter was
$54.11, down from $63.73 in the 1995 third quarter. Atlantis' occupancy
improved slightly during the 1996 third quarter, with an average occupancy
rate of 93.6%, up from 91.8% in the 1995 third quarter.
Hotel operating expenses in the 1996 third quarter equaled 31.8% of hotel
revenues, down from 36.0% in the 1995 third quarter, with the improvement due
primarily to the elimination of licensing fees in the 1996 period. The
Company terminated its licensing agreement with Choice Hotels International,
Inc. ("Choice") in the 1996 second quarter, and paid no licensing fees in the
1996 third quarter. Licensing fees paid to Choice in the 1995 third quarter
totaled $183 thousand.
Selling, general and administrative expenses amounted to 27.7% of net
revenues in the third quarter of 1996, compared to 25.1% in the third quarter
of 1995, with the increase primarily due to higher marketing costs in the 1996
third quarter. The higher level of marketing expenditures in the 1996 third
quarter reflects the intensified competitive environment in the Reno market
during the 1996 period.
Gaming development costs for the 1996 third quarter totaled $32 thousand,
down from $44 thousand during the 1995 third quarter. The decrease is due to
lower levels of development activity by the Company during the 1996 period
than in the 1995 period. The Company was actively pursuing a development
opportunity in St. Louis, Missouri during the 1995 period.
Interest expense for the 1996 third quarter totaled $899 thousand,
compared to $1.0 million in the third quarter of 1995, reflecting lower
average outstanding debt and lower average interest costs during the 1996
third quarter.
After a one-time, non-cash impairment loss on fixed assets of $1 million
(before minority interests), the Company's net income for the 1996 third
quarter totaled $219 thousand, or $.02 per share, compared to $969 thousand,
or $.10 per share, in the 1995 third quarter. The impairment loss was
recognized on a marine vessel owned by a subsidiary of the Company, which the
Company had intended to use as a riverboat gaming vessel. The Company
presently intends to offer the vessel for sale at auction in the 1996 fourth
quarter.
Management believes that competition in the Reno area market will remain
intense throughout the remainder of 1996, and that the factors which adversely
impacted the Company's hotel revenues during the 1996 third quarter and which
necessitated increased marketing expenditures during the 1996 third quarter
will persist into the 1996 fourth quarter and possibly into 1997.
Comparison of Operating Results for the Nine Month
Periods Ended September 30, 1996 and 1995
Net revenues for the nine months ended September 30, 1996 totaled $40.8
million, compared to $40.7 million for the nine months ended September 30,
1995. Operating expenses for the nine month periods ended September 30, 1996
and 1995 totaled $35.5 million and $34.2 million, respectively, resulting in
operating expense margins of 87.1% for the nine months ended September 30,
1996 and 83.8% for the nine months ended September 30, 1995, and leaving
income from operations for the nine month periods ended September 30, 1996 and
1995 of $5.3 million and $6.6 million, respectively.
Casino revenues for the nine months ended September 30, 1996 totaled
$23.9 million, up 5.5% from $22.7 million for the nine months ended September
30, 1995. The increase reflects gains in both slot revenues and table game
revenues during the 1996 nine month period. Casino operating expenses
amounted to 44.4% and 42.1% of casino revenues for the nine months ended
September 30, 1996 and 1995, respectively. The increase in casino operating
expenses in the 1996 nine month period is primarily due to increased
promotional allowance costs.
Food and beverage revenues totaled $13.0 million for the nine months
ended September 30, 1996, up 1% from $12.9 million for the nine months ended
September 30, 1995. Food and beverage operating expenses for the nine months
ended September 30, 1996 amounted to 56.2% of food and beverage revenues,
compared to 62.1% for the nine months ended September 30, 1995. The
improvement is due primarily to lower food costs and improved operating
efficiencies during the 1996 period.
Hotel revenues for the nine months ended September 30, 1996 totaled $7.7
million, down 10.8% from $8.7 million for the same period in 1995, primarily
reflecting room rate pressures in the Reno area market during the 1996 second
and third quarters. The hotel operating expense margin for the nine month
period ended September 30, 1996 was 35.4%, compared to 39.3% for the nine
month period ended September 30, 1995. The improvement is primarily due to
decreases in the amount of license fees paid to Choice during the 1996 period.
Other revenues for the nine months ended September 30, 1996 totaled $1.8
million, up from $1.4 million for the nine months ended September 30, 1995.
The increase primarily reflects the inclusion in the 1996 second quarter of
non-recurring income items totaling approximately $300 thousand.
Selling, general and administrative expenses totaled $11.4 million for
the first nine months of 1996, compared to $9.8 million for the same period in
1995. The increase primarily reflects increased marketing costs incurred in
response to heightened competitive conditions in the Reno area market during
the 1996 period, as well as name change costs incurred in the 1996 period.
Interest expense for the nine months ended September 30, 1996 totaled
$2.7 million, compared to $3.1 million for the nine months ended September 30,
1995, reflecting lower average outstanding debt and lower average interest
costs during the 1996 period.
After the one-time, non-cash impairment loss on fixed assets of $1
million (before minority interests) incurred in the 1996 third quarter, the
Company's net income for the nine months ended September 30, 1996 totaled $1.1
million, or $.12 per share, compared to $2.4 million, or $.25 per share, in
the same period in 1995.
LIQUIDITY AND CAPITAL RESOURCES
For the nine months ended September 30, 1996, net cash provided by
operating activities totaled $4.8 million. Net cash used in investing
activities for the same period totaled $1.3 million, which consisted entirely
of acquisitions of property and equipment at the Atlantis, and net cash used
in financing activities totaled $3.8 million, with funds used to reduce debt
and repurchase certain shares of the Company's common stock. As a result, at
September 30, 1996 the Company had cash of $3.4 million, compared to $3.6
million at December 31, 1995.
On April 10, 1995, the Company announced that its Board of Directors
authorized the open market repurchase of up to 200,000 shares of the Company's
common stock to be used, in part, to fund future issuances of stock under the
Company's director, executive, and employee stock option and incentive
compensation plans. During the 1996 third quarter, the Company repurchased
43,000 shares of its common stock on the open market at a total cost of $129
thousand. During the 1996 year to date, the Company has repurchased 73,000
shares of its common stock on the open market at a total cost of $238
thousand.
The Company believes that it is important to maintain the Atlantis as a
first class resort facility in order to compete successfully and increase its
customer base in the face of competitive pressures, and intends to expend
funds on maintenance, refurbishment and renovation sufficient to maintain the
Atlantis as such. As of September 30, 1996, the Company had approximately
$3.1 million available under its bank credit lines for purposes specified in
the loan agreement, including capital expenditures at the Atlantis.
For a more detailed discussion of the Company's liquidity and capital
resources, see the Company's Annual Report on Form 10-K for the year ended
December 31, 1995, Item 7.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Larry Schreier v. Caesars World, Inc., et al., Case No. 95-923-LDG (RJJ),
instituted on September 26, 1995, in the United States District court for the
District of Nevada, Southern District. An individual, purportedly
representing a class, filed a complaint against four manufacturers, three
distributors and 38 casino operators, including the Company, that manufacture,
distribute or offer for play video poker and electronic slot machines. The
individual allegedly intends to seek class certification of the interests he
claims to represent. The complaint alleges that the defendants have engaged
in a course of conduct intended to induce persons to play such games based on
a false belief concerning how the gaming machines operate, as well as the
extent to which there is an opportunity to win on a given play. The complaint
alleges violations of the RICO Act, as well as claims of common law fraud,
unjust enrichment and negligent misrepresentation, and seeks damages in excess
of $1 billion. The complaint is similar to the Poulos Complaint and the Ahern
Complaint (described in the Company's Form 10-K for the year ended December
31, 1995). Plaintiff's attempts to consolidate this action with the Ahern
Complaint and Poulos Complaint were not successful. The Nevada District Court
entered an order granting the motions to dismiss based on defects in the
pleadings, and denying as moot all other pending motions, including those of
the Company. The Court granted plaintiffs until September 30, 1996 within
which to file an amended complaint that complies with the applicable pleading
requirements. The plaintiffs filed an amended complaint on or about September
30, 1996. The Company renewed its motion to dismiss based on abstention and
related doctrines and based on defects in the pleadings. Management continues
to believe that the substantive allegations in the complaint are without
merit.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit No. Description
----------- -----------
EX-27 Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements 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.
MONARCH CASINO & RESORT, INC.
(Registrant)
Date: November 12, 1996 By: /s/ BEN FARAHI
------------------------------------
Ben Farahi, Co-Chairman of the Board,
Secretary, Treasurer and Chief
Financial Officer(Principal Financial
Officer and Duly Authorized Officer)
EXHIBIT INDEX
Exhibit No. Description Page No.
- ----------- ----------- --------
EX-27 Financial Data Schedule