FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20552
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
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. 0-25300
HARVEST HOME FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Ohio 31-1402988
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification
Number)
3621 Harrison Avenue
Cheviot, Ohio 45211
(Address of principal (Zip Code)
executive office)
Registrant's telephone number, including area code: (513) 661-6612
Check whether the issuer (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
As of August 11, 1997, the latest practicable date, 914,857 shares of
the registrant's common stock, without par value, were issued and
outstanding.
Harvest Home Financial Corporation
INDEX
PART I - FINANCIAL INFORMATION
Consolidated Statements of Financial Condition
Consolidated Statements of Earnings
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Management's Discussion and Analysis of
Financial Condition and Results of
Operations
PART II - OTHER INFORMATION
SIGNATURES
Harvest Home Financial Corporation
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In thousands, except share data)
June 30, September 30,
1997 1996
ASSETS
Cash and due from banks $ 436 $ 520
Federal funds sold 600 400
Interest-bearing deposits in other financial
institutions 1,916 788
Cash and cash equivalents 2,952 1,708
Investment securities designated as
available for sale - at market 8,036 12,105
Mortgage-backed securities designated as
available for sale - at market 28,845 20,429
Loans receivable - net 45,063 42,267
Office premises and equipment - at
depreciated cost 954 952
Stock in Federal Home Loan Bank - at cost 1,002 588
Accrued interest receivable on loans 268 209
Accrued interest receivable on mortgage-backed
securities 108 102
Accrued interest receivable on investments and
interest-bearing deposits 165 211
Prepaid expenses and other assets 92 74
Prepaid federal income taxes 111 73
Total assets $87,596 $78,718
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits $57,072 $57,958
Advances from the Federal Home Loan Bank 19,650 10,000
Advances by borrowers for taxes and insurance 59 96
Accounts payable on mortgage loans serviced
for others 2 3
Accrued interest payable 119 77
Other liabilities 129 813
Deferred federal income taxes 216 46
Total liabilities 77,247 68,993
Stockholders' Equity
Common stock - 2,000,000 shares without
par value authorized, 991,875 shares issued - -
Additional paid-in capital 6,957 6,740
Shares acquired by Employee Stock Ownership
Plan (378) (674)
Shares acquired by Recognition and
Retention Plan (389) (486)
Retained earnings - substantially restricted 4,997 4,787
Less 77,018 and 57,018 shares of treasury
stock - at cost (856) (633)
Unrealized gains (losses) on securities
designated as available for sale,
net of related tax effects 18 (9)
Total stockholders' equity 10,349 9,725
Total liabilities and stockholders' equity $87,596 $78,718
Harvest Home Financial Corporation
CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except share data)
Nine months ended Three months ended
June 30, June 30,
1997 1996 1997 1996
Interest income
Loans $2,571 $2,335 $ 884 $ 801
Mortgage-backed securities 1,175 484 453 213
Investment securities 532 801 169 248
Interest-bearing deposits and
other 131 204 39 68
Total interest income 4,409 3,824 1,545 1,330
Interest expense
Deposits 2,063 2,122 694 713
Borrowings 616 50 260 50
Total interest expense 2,679 2,172 954 763
Net interest income 1,730 1,652 591 567
Provision for losses on loans 6 - 3 -
Net interest income after
Provision for losses on
loans 1,724 1,652 588 567
Other income
Gain on sale of investments and
mortgage-backed securities
designated as available for sale 7 - 1 -
Other 44 42 14 15
Total other income 51 42 15 15
General, administrative and other
expense
Employee compensation and benefits 582 570 203 198
Occupancy and equipment 194 190 64 63
Federal deposit insurance premiums 19 97 10 33
Franchise taxes 92 90 29 34
Other 148 176 42 47
Total general, administrative
and other expense 1,035 1,123 348 375
Earnings before income taxes 740 571 255 207
Federal income taxes
Current 94 166 85 63
Deferred 155 25 (1) 5
Total federal income taxes 249 191 84 68
NET EARNINGS $ 491 $ 380 $ 171 $ 139
EARNINGS PER SHARE $.55 $.45 $.19 $.16
The Harvest Home Financial Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the nine months ended June 30,
(In thousands)
1997 1996
Cash flows provided by (used in) operating
activities:
Net earnings for the period $ 491 $ 380
Adjustments to reconcile net earnings to net
Cash provided by (used in) operating
activities:
Amortization of deferred loan origination
fees (23) (28)
Depreciation and amortization 38 37
Amortization of premiums on mortgage-backed
securities 9 35
Amortization of premiums on investment
securities 31 29
Gain on sale of investment and mortgage-
backed securities (7) -
Amortization expense of employee benefit plans 236 120
Provision for losses on loans 6 -
Federal Home Loan Bank stock dividends (40) (29)
Increase (decrease) in cash due to changes in:
Accrued interest receivable on loans (59) (25)
Accrued interest receivable on mortgage-
backed securities (6) (15)
Accrued interest receivable on investments
and interest-bearing deposits 46 55
Prepaid expenses and other assets (18) (75)
Accounts payable on mortgage loans serviced
for others (1) (13)
Accrued interest payable 42 32
Other liabilities (310) 18
Federal income taxes
Current (38) 33
Deferred 155 25
Net cash provided by operating activities 552 579
Cash flows provided by (used in) investing
activities:
Principal repayments on mortgage-backed
securities 1,506 995
Purchase of mortgage-backed securities (9,984) (7,948)
Proceeds from sale of mortgage-backed
securities 135 -
Proceeds from sale of investment securities 4,005 -
Proceeds from maturity of investment securities - 5,000
Principal repayments on loans 4,284 5,535
Loan disbursements (7,063) (9,198)
Purchase of Federal Home Loan Bank stock (374) -
Purchase of office equipment (40) (289)
Net cash used in investing activities (7,531) (5,905)
Cash flows provided by (used in) financing
activities:
Net increase (decrease) in deposit accounts (886) 1,801
Proceeds from Federal Home Loan Bank advances 10,000 5,000
Repayment of Federal Home Loan Bank advances (350) -
Advances by borrowers for taxes and insurance (37) (33)
Dividends paid on common stock (281) (273)
Purchase of treasury stock (223) (80)
Net cash provided by financing activities 8,223 6,415
Net increase in cash and cash equivalents 1,244 1,089
Cash and cash equivalents at beginning of period 1,708 2,313
Cash and cash equivalents at end of period $ 2,952 $ 3,402
Supplemental disclosure of cash flow information:
Cash paid during the year for:
Federal income taxes $ 222 $ 132
Interest on deposits and borrowings $ 2,637 $ 2,140
Supplemental disclosure of noncash investing
activities:
Transfer of investment and mortgage-backed
securities to an available for sale
classification $ - $25,732
Unrealized gains (losses) on securities
designated as available for sale, net
of related tax effects $ 27 $ 84
Harvest Home Financial Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended
June 30, 1997 and 1996
1. Basis of Presentation
The accompanying unaudited consolidated financial statements were
prepared in accordance with instructions for Form 10-QSB and,
therefore, do not include information or footnotes necessary for a
complete presentation of consolidated financial position, results
of operations and cash flows in conformity with generally accepted
accounting principles. Accordingly, these financial statements
should be read in conjunction with the consolidated financial
statements and notes thereto of the Corporation included in the
Annual Report on Form 10-KSB for the year ended September 30,
1996. However, in the opinion of management, all adjustments
(consisting of only normal recurring accruals) which are necessary
for a fair presentation of the consolidated financial statements
have been included. The results of operations for the nine and
three month periods ended June 30, 1997 and 1996 are not
necessarily indicative of the results which may be expected for an
entire fiscal year.
2. Principles of Consolidation
The accompanying consolidated financial statements include the
accounts of Harvest Home Financial Corporation (the
"Corporation") and Harvest Home Savings Bank (the "Savings
Bank"). All significant intercompany items have been eliminated.
3. Earnings Per Share
Earnings per share is computed based upon the weighted-average
shares outstanding during the period plus those stock options that
are dilutive, less shares in the ESOP that are unallocated and not
committed to be released. Weighted-average common shares deemed
outstanding, which gives effect to 37,826 unallocated ESOP shares,
totaled 891,774 and 881,142 for the nine and three month periods
ended June 30, 1997. Weighted-average common shares outstanding,
which gives effect to 67,385 unallocated ESOP shares, totaled
841,743 and 864,420 for each of the nine and three month periods
ended June 30, 1996, respectively.
4. Effects of Recent Accounting Pronouncements
In October 1995, the Financial Accounting Standards Board (the
"FASB") issued Statement of Financial Accounting Standards
("SFAS") No. 123, "Accounting for Stock-Based Compensation",
establishing financial accounting and reporting standards for
stock-based employee compensation plans. SFAS No. 123 encourages
all entities to adopt a new method of accounting to measure
compensation cost of all employee stock compensation plans based
on the estimated fair value of the award at the date it is
granted. Companies are, however, allowed to continue to measure
compensation cost for those plans using the intrinsic value based
method of accounting, which generally does not result in
compensation expense recognition for most plans. Companies that
elect to remain with the existing accounting are required to
disclose in a footnote to the financial statements pro forma net
earnings and, if presented, earnings per share, as if SFAS No. 123
had been adopted. The accounting requirements of SFAS No. 123 are
effective for transactions entered into during fiscal years that
begin after December 15, 1995; however, companies are required to
disclose information for awards granted in their first fiscal year
beginning after December 15, 1994. Management has determined that
the Corporation will continue to account for stock-based
compensation pursuant to Accounting Principles Board Opinion No.
25, and therefore the provisions of SFAS No. 123 will have no
effect on its consolidated financial condition or results of
operations.
In June 1996, the FASB issued SFAS No. 125, "Accounting for
Transfers of Financial Assets, Servicing Rights, and Extinguishment
of Liabilities", that provides accounting guidance on transfers of
financial assets, servicing of financial assets, and extinguishment
of liabilities. SFAS No. 125 introduces an approach to accounting
for transfers of financial assets that provides a means of dealing
with more complex transactions in which the seller disposes of only
a partial interest in the assets, retains rights or obligations,
makes use of special purpose entities in the transaction, or
otherwise has continuing involvement with the transferred assets.
The new accounting method, the financial components approach,
provides that the carrying amount of the financial assets
transferred be allocated to components of the transaction based on
their relative fair values. SFAS No. 125 provides criteria for
determining whether control of assets has been relinquished and
whether a sale has occurred. If the transfer does not qualify as a
sale, it is accounted for as a secured borrowing. Transactions
subject to the provisions of SFAS No. 125 include, among others,
transfers involving repurchase agreements, securitizations of
financial assets, loan participations, factoring arrangements, and
transfers of receivables with recourse.
An entity that undertakes an obligation to service financial assets
recognizes either a servicing asset or liability for the servicing
contract (unless related to a securitization of assets, and all the
securitized assets are retained and classified as held-to-
maturity). A servicing asset or liability that is purchased or
assumed is initially recognized at its fair value. Servicing
assets and liabilities are amortized in proportion to and over the
period of estimated net servicing income or net servicing loss and
are subject to subsequent assessments for impairment based on fair
value.
SFAS No. 125 provides that a liability is removed from the balance
sheet only if the debtor either pays the creditor and is relieved
of its obligation for the liability or is legally released from
being the primary obligor.
SFAS No. 125 is effective for transfers and servicing of financial
assets and extinguishment of liabilities occurring after December
31, 1997, and is to be applied prospectively. Earlier or
retroactive application is not permitted. Management does not
believe that adoption of SFAS No. 125 will have a material adverse
effect on the Corporation's consolidated financial position or
results of operations.
In February 1997, the FASB issued SFAS No. 128, "Earnings Per
Share", which requires companies to present basic earnings per
share and, if applicable, diluted earnings per share, instead of
primary and fully diluted earnings per share, respectively. Basic
earnings per share is computed without including potential common
shares, i.e., no dilutive effect. Diluted earnings per share is
computed taking into consideration common shares outstanding and
dilutive potential common shares, including options, warrants,
convertible securities and contingent stock agreements. SFAS No.
128 is effective for periods ending after December 15, 1997.
Early application is not permitted. Based upon the provisions of
SFAS No. 128, the Corporation's basic and diluted earnings per
share for the nine month period ended June 30, 1997 would have
each been $.55. Basic and diluted earnings per share for the
three month period ended June 30, 1997 would have each been $.19.
Forward-Looking Statements
In addition to historical information contained herein, the
following discussion contains forward-looking statements that
involve risks and uncertainties. Economic circumstances, the
Corporation's operations and the Corporation's actual results
could differ significantly from those discussed in the forward-
looking statements. Some of the factors that could cause or
contribute to such differences are discussed herein but also
include changes in the economy and interest rates in the nation
and the Corporation's market area generally.
Some of the forward-looking statements included herein are the
statements regarding management's determination of the amount and
adequacy of the allowance for losses on loans and the effect of
certain accounting pronouncements.
Discussion of Financial Condition Changes from September 30, 1996
to June 30, 1997
At June 30, 1997, the Corporation had total assets of $87.6
million, an increase of $8.9 million, or 11.3%, over September 30,
1996. The increase in assets was funded primarily through a $9.7
million increase in advances from the Federal Home Loan Bank,
which was partially offset by a decline in deposits of $886,000.
Liquid assets (i.e., cash and due from banks, federal funds sold,
interest-bearing deposits in other financial institutions and
investment securities) decreased by $2.8 million, to a total of
$11.0 million at June 30, 1997. Investment securities decreased
by $4.1 million, or 33.6%, due primarily to sales of securities
totaling $4.0 million during the period.
Mortgage-backed securities increased by $8.4 million, or 41.2%, to
a total of $28.8 million at June 30, 1997, as compared to $20.4
million at September 30, 1996, as purchases of $10.0 million
exceeded principal repayments and sales of $1.5 million and
$135,000, respectively. During the nine month period, management
purchased $10.0 million of long-term, adjustable-rate U.S.
Government agency REMIC's with a yield of 6.78%. Such purchases
were funded with proceeds from Federal Home Loan Bank advances.
Loans receivable increased by $2.8 million, or 6.6%, as loan
disbursements of $7.0 million exceeded principal repayments of
$4.3 million.
At June 30, 1997, Harvest Home's allowance for loan losses totaled
$117,000, an increase of $6,000, or 5.4%, over the $111,000
balance at September 30, 1996. The allowance for loan losses is
evaluated by management based upon an assessment of current and
anticipated economic conditions applied to the loan portfolio, as
well as an evaluation of the quality of the portfolio. At June
30, 1997, the Corporation had $100,000 in nonperforming loans, as
compared to $164,000 in nonperforming loans at September 30, 1996.
Although management believes that its allowance for loan losses
at June 30, 1997 was adequate based on the available facts and
circumstances, there can be no assurance that additions to such
allowance will not be necessary in future periods, which could
negatively affect Harvest Home's results of operations.
Deposits totaled $57.0 million at June 30, 1997, a decrease of
$886,000, or 1.5%, from the $58.0 million of deposits outstanding
at September 30, 1996.
Advances from the Federal Home Loan Bank increased by $9.7
million, or 96.5%, during the nine month period as management
elected to fund the purchase of mortgage-backed securities with
long-term adjustable-rate advances bearing an average interest at
a rate of 5.74%.
The Federal Deposit Insurance Corporation (FDIC) has adopted risk-
based capital ratio guidelines to which the Savings Bank is
subject. The guidelines establish a systematic analytical
framework that makes regulatory capital requirements more
sensitive to differences in risk profiles among banking
organizations. Risk-based capital ratios are determined by
allocating assets and specified off-balance sheet commitments to
four risk-weighted categories, with higher levels of capital being
required for the categories perceived as representing greater
risk.
These guidelines divide the Savings Bank's capital into two tiers.
The first tier ("Tier 1") includes common equity, certain non-
cumulative perpetual preferred stock (excluding auction rate
issues) and minority interests in equity accounts of consolidated
subsidiaries, less goodwill and certain other intangible assets
(except mortgage servicing rights and purchased credit card
relationships, subject to certain limitations). Supplementary
("Tier II") capital includes, among other items, cumulative
perpetual and long-term limited-life preferred stock, mandatory
convertible securities, certain hybrid capital instruments, term
subordinated debt and the allowance for loan losses, subject to
certain limitations, less required deductions. Savings banks are
required to maintain a total risk-based capital ratio of 8%, of
which 4% must be Tier 1 capital. The FDIC may, however, set
higher capital requirements when particular circumstances warrant.
Savings banks experiencing or anticipating significant growth are
expected to maintain capital ratios, including tangible capital
positions, well above the minimum levels.
In addition, the FDIC established guidelines prescribing a minimum
Tier 1 leverage ratio (Tier 1 capital to adjusted total assets as
specified in the guidelines). These guidelines provide for a
minimum Tier 1 leverage ratio of 3% for savings banks that meet
certain specified criteria, including that they have the highest
regulatory rating and are not experiencing or anticipating
significant growth. All other savings banks are required to
maintain a Tier 1 leverage ratio of 3% plus an additional cushion
of at least 100 to 200 basis points.
As of June 30, 1997, the Savings Bank's regulatory capital
substantially exceeded all minimum capital requirements.
Comparison of Operating Results for the Nine Month Periods Ended
June 30, 1997 and 1996
General
Net earnings for the nine months ended June 30, 1997 totaled
$491,000, an increase of $111,000, or 29.2%, over the $380,000 of
net earnings recorded for the nine months ended June 30, 1996.
The increase in earnings resulted primarily from a $78,000
increase in net interest income, a $9,000 increase in other income
and a $88,000 decrease in general, administrative and other
expense, which were partially offset by a $58,000 increase in the
federal income tax provision.
Net Interest Income
Interest income on loans for the nine months ended June 30, 1997,
totaled $2.6 million, an increase of $236,000, or 10.1%, over the
comparable 1996 period. The increase was primarily due to a $3.7
million increase in average portfolio balance year-to-year.
Interest income on mortgage-backed securities increased $691,000,
or 142.8%, due to a $13.5 million increase in average portfolio
balance outstanding and a 52 basis point increase in the yield
from year-to-year. Interest income on investment securities and
other interest-earning assets decreased by $342,000, or 34.0%.
This decrease was primarily the result of a $6.3 million decrease
in average portfolio balance outstanding, which was partially
offset by an increase of 14 basis points year-to-year from 6.91%
in 1996 to 7.05% in 1997.
Interest expense on deposits decreased by $59,000, or 2.8%, during
the nine months ended June 30, 1997. This decrease resulted
primarily from an 9 basis point decline in the average cost of
deposits, from 4.87% in 1996 to 4.78% in 1997, which was partially
offset by a $555,000 increase in the average balances outstanding
year to year.
Interest expense on borrowings increased by $566,000 as a result
of the increase in advances from the Federal Home Loan Bank, as
previously discussed.
As a result of the foregoing changes in interest income and
interest expense, net interest income increased by $78,000, or
4.7%, during the nine months ended June 30, 1997, as compared to
the nine months ended June 30, 1996.
Provision for Losses on Loans
A provision for losses on loans is charged to earnings to bring
the total allowance for loan losses to a level considered
appropriate by management based on historical experience, the
volume and type of lending conducted by the Savings Bank, the
status of past due principal and interest payments, general
economic conditions, particularly as such conditions relate to the
Savings Bank's market area, and other factors related to the
collectibility of the Savings Bank's loan portfolio. As a result
of such analysis management recorded a $6,000 provision for losses
on loans during the nine month period ended June 30, 1997. There
can be no assurance that the allowance for loan losses of the
Savings Bank will be adequate to cover losses on nonperforming
assets in the future.
Other Income
Other income increased by $9,000, or 21.4%, during the nine months
ended June 30, 1997. This increase was due primarily to a $7,000
gain on sale of investment and mortgage-backed securities, coupled
with an increase in service charges and other fees year to year.
General, Administrative and Other Expense
General, administrative and other expense decreased by
approximately $88,000, or 7.8%, during the nine months ended June
30, 1997, to a total of $1.0 million, as compared to the $1.1
million total reported for the same period in 1996. This decrease
was primarily the result of a $78,000, or 80.4%, decrease in
federal deposit insurance premiums and a $28,000, or 15.9%,
decrease in other operating expense. The decline in federal
deposit insurance premiums was due primarily to a reduction in
premium rates following the SAIF recapitalization charge recorded
by the Corporation at September 30, 1996. The decline in other
operating expense resulted primarily from a decline in
professional fees and stock registration costs.
Federal Income Taxes
The provision for federal income taxes increased by $58,000, or
30.4%, during the nine months ended June 30, 1997, due primarily
to an increase in earnings before income taxes of $169,000, or
29.6%. Harvest Home's effective tax rates amounted to 33.6% and
33.5% during the nine months ended June 30, 1997 and 1996,
respectively.
Comparison of Operating Results for the Three Month Periods Ended
June 30, 1997 and 1996
General
Net earnings for the three months ended June 30, 1997, totaled
$171,000, an increase of $32,000, or 23.0%. The increase in net
earnings resulted primarily from a $24,000 increase in net
interest income and a $27,000 decrease in general, administrative
and other expense, which were partially offset by a $16,000
increase in the federal income tax provision.
Net Interest Income
Interest income on loans for the three months ended June 30, 1997,
totaled $884,000, an increase of $83,000, or 10.4%, due primarily
to a $3.7 million increase in the weighted-average portfolio
balance outstanding and a 52 basis point increase in the yield
from year-to-year. Interest income on mortgage-backed securities
increased by $240,000, or 112.7%, due to a $13.4 million increase
in the weighted average portfolio balance outstanding year-to-
year. Interest income on investment securities and other
interest-earning assets decreased by $108,000, or 34.2%. This
decrease was primarily the result of a decrease in yields
available on short term deposits year-to-year, coupled with a
decrease in the weighted-average portfolio balance outstanding
year-to-year.
Interest expense on deposits and borrowings increased by $191,000,
or 24.7%, during the three months ended June 30, 1997. This
increase was primarily the result of an increase in the weighted
average portfolio balance of Federal Home Loan Bank advances
outstanding year-to-year.
As a result of the foregoing changes in interest income and
interest expense, net interest income increased by $24,000, or
4.2%, during the three months ended June 30, 1997, as compared to
the three months ended June 30, 1996.
Provision for Loan Losses
The Savings Bank's provision for loan losses increased by
approximately $3,000 for the three months ended June 30, 1997, as
compared to the 1996 quarter.
Other Income
Other income totaled $15,000 for each of the three month periods
ended June 30, 1997 and 1996. Other income is comprised primarily
of service fees and other charges on loans and deposit accounts.
General, Administrative and Other Expense
General, administrative and other expense decreased by
approximately $27,000, or 7.2%, during the three months ended June
30, 1997, as compared to 1996. This decrease was primarily the
result of a $23,000, or 69.7%, decrease in federal deposit
insurance premiums and a $5,000, or 10.6%, decrease in other
expenses. The decline in federal deposit insurance premiums was
due primarily to a reduction in premium rates following the SAIF
recapitalization charge recorded by the Corporation at September
30, 1996.
Federal Income Taxes
The provision for federal income taxes increased by $16,000, or
23.5%, during the three months ended June 30, 1997, due primarily
to an increase in earnings before income taxes of $48,000, or
23.2%. The Corporation's effective tax rate amounted to 32.9% for
the three months ended June 30, 1997 and 1996.
PART II
ITEM 1. Legal Proceedings
Not applicable
ITEM 2. Changes in Securities
Not applicable
ITEM 3. Defaults Upon Senior Securities
Not applicable
ITEM 4. Submission of Matters to a Vote of Security Holders
None
ITEM 5. Other Materially Important Events
None
ITEM 6. Exhibits and Reports on Form 8-K
Reports on Form 8-K: None.
Exhibits: Financial Data Schedule for the nine months
ended June 30, 1997.
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.
Date: August 14, 1997 By:
John E. Rathkamp
President, Chief Executive
Officer and Secretary
Date: August 14, 1997 By:
Dennis J. Slattery
Executive Vice President,
Treasurer
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.
Date: August 14, 1997 By: /s/John E. Rathkamp
John E. Rathkamp
President, Chief Executive
Officer and Secretary
Date: August 14, 1997 By: /s/Dennis J. Slattery
Dennis J. Slattery
Executive Vice President,
Treasurer