1
SAGE ENERGY COMPANY
10101 Reunion Place, Suite 800
San Antonio, Texas 78216-4158
- - - - --------------------------------------------------------------------------------
QUARTERLY REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
FORM 10-Q
- - - - --------------------------------------------------------------------------------
PART I
FINANCIAL INFORMATION
- - - - --------------------------------------------------------------------------------
2
SAGE ENERGY COMPANY
Balance Sheets
(In Thousands, Except Share Data)
March 31, June 30,
1995 1994
--------- --------
Assets
Current assets:
Cash and cash equivalents $ 6,428 $ 5,192
Accounts receivable:
Trade 2,651 1,788
Oil and gas sales 3,743 5,602
Federal income tax receivable 244 13
Inventories - well and production
equipment, at cost 1,433 1,197
Prepaid expenses 156 63
--------- ---------
Total current assets 14,655 13,855
--------- ---------
Property, plant and equipment, at cost:
Producing oil and gas properties
(successful efforts method) 116,296 116,740
Undeveloped properties 4,624 2,515
Drilling equipment 8,524 17,378
Other 4,316 4,395
--------- ---------
133,760 141,028
Less accumulated depreciation and
depletion (105,517) (111,714)
--------- ---------
28,243 29,314
--------- ---------
Other assets, at cost, net of accumulated
amortization 294 317
--------- ---------
$ 43,192 $ 43,486
========= =========
The accompanying notes are an integral part
of these financial statements.
3
SAGE ENERGY COMPANY
Balance Sheets
(In Thousands, Except Share Data)
March 31, June 30,
1995 1994
--------- --------
Liabilities and Stockholder's Equity
Current liabilities:
Accounts payable, trade $ 1,123 $ 1,783
Accrued liabilities 4,992 4,875
State income taxes payable 341 103
------- -------
Total current liabilities 6,456 6,761
Bonds payable 18,580 18,580
Deferred income taxes 4,062 5,263
------- -------
Total liabilities 29,098 30,604
------- -------
Stockholder's equity:
Common stock, $.01 par value; authorized
12,000 shares; issued 1,399 shares - -
Additional paid-in capital 14 14
Retained earnings 14,080 12,868
------- -------
Total stockholder's equity 14,094 12,882
Contingent liabilities
------- -------
$43,192 $43,486
======= =======
The accompanying notes are an integral part
of these financial statements.
4
SAGE ENERGY COMPANY
Statements of Income and Retained Earnings
(In Thousands, Except per Share and Share Data)
Nine Months Ended Three Months Ended
March 31, March 31,
---------------------------------------------
1995 1994 1995 1994
------- ------- ------- -------
Revenues:
Oil and gas sales $19,271 $22,766 $ 5,871 $ 6,685
Contract drilling 1,340 1,512 522 469
Interest and other income 1,541 365 991 109
------- ------- ------- -------
Total revenues 22,152 24,643 7,384 7,263
------- ------- ------- -------
Costs and expenses:
oil and gas operations:
Production taxes 977 997 294 324
Production costs 4,995 6,380 1,559 2,237
Nonproductive exploration
and property abandonment costs 1,684 1,276 1,228 218
------- ------- ------- -------
7,656 8,653 3,081 2,779
Contract drilling direct costs 1,038 993 416 252
Depreciation, depletion and
amortization 6,218 8,925 1,949 2,717
Geological and geophysical 1,206 803 551 277
General and administrative 2,483 3,113 637 645
Interest 1,184 1,354 394 438
------- ------- ------- -------
Total costs and expenses 19,785 23,841 7,028 7,108
------- ------- ------- -------
Income from operations before income taxes 2,367 802 356 155
Income tax expense (benefit):
Federal - current 1,798 (170) 1,113 (170)
State - current 238 58 149 22
Deferred (1,201) 290 (1,070) 140
------- ------- ------- -------
835 178 192 (8)
------- ------- ------- -------
Income before cumulative effect of
change in accounting 1,532 624 164 163
Cumulative effect of change in accounting - 4,250 - -
------- ------- ------- -------
Net income 1,532 4,874 164 163
Retained earnings:
Beginning 12,868 7,927 13,916 12,318
Dividend (320) (320) - -
------- ------- ------- -------
Ending $14,080 $12,481 $14,080 $12,481
======= ======= ======= =======
Net income per common share:
Income before cumulative effect of
change in accounting $ 1,095 $ 446 $ 117 $ 117
Cumulative effect of change in accounting - 3,038 - -
------- ------- ------- -------
$ 1,095 $ 3,484 $ 117 $ 117
======= ======= ======= =======
Weighted average number of shares 1,399 1,399 1,399 1,399
======= ======= ======= =======
The accompanying notes are an integral part
of these financial statements.
5
SAGE ENERGY COMPANY
Statements of Cash Flows
(In Thousands)
Nine months ended
March 31,
-----------------------------
1995 1994
------- -------
Cash flows from operating activities:
Net income $ 1,532 $ 4,874
------- -------
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation, depletion and
amortization 6,218 8,925
Loss on disposition of assets 211 726
Deferred income taxes (1,201) (3,960)
Changes in current assets and
liabilities:
Accounts receivable 996 1,971
Federal income tax receivable (231) (670)
Inventories (236) 12
Prepaid expenses (93) (411)
Accounts payable (660) (1,109)
Accrued liabilities 117 (891)
State income taxes payable 238 60
------- -------
Total adjustments 5,359 4,653
------- -------
Net cash provided by
operating activities 6,891 9,527
------- -------
Cash flows from investing activities:
Proceeds from sales of assets 2,153 786
Capital expenditures (7,488) (8,786)
------- -------
Net cash used in investing
activities (5,335) (8,000)
------- -------
Cash flows from financing activities:
Bank debt repayments - (3,583)
Dividends (320) (320)
------- -------
Net cash used in
financing activities (320) (3,903)
------- -------
Net increase (decrease) in cash and cash equivalents 1,236 (2,376)
Cash and cash equivalents:
Beginning of period 5,192 6,123
------- -------
End of period $ 6,428 $ 3,747
======= =======
The accompanying notes are an integral part
of these financial statements.
6
SAGE ENERGY COMPANY
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1995
NOTE 1
In the opinion of management of the Company, the accompanying unaudited
financial statements contain all adjustments (consisting of only normal
recurring accruals) necessary to present fairly the financial position as of
March 31, 1995, and the results of operations and cash flows for the nine
months then ended. The results of operations for the nine-month period and
three-month period ended March 31, 1995 are not necessarily indicative of the
results to be expected for the full fiscal year.
NOTE 2
Borrowings under the Credit Agreement which was amended and restated as of
March 9, 1992 to form the Second Amended and Restated Credit Agreement were
repaid as of March 31, 1994. In addition, the Second Amended and Restated
Credit Agreement provides a revolving credit facility under which the Company
may borrow from time to time an amount referenced to the Company's "borrowing
base," but not to exceed $10,000,000. The borrowing base is generally
determined by the value of the Company's oil and gas properties. As of March
31, 1995, there was no outstanding term loan and there were no borrowings
outstanding with respect to the revolving credit facility. Effective May 9,
1995, the Company entered into a Second Amendment to the Second Amended and
Restated Credit Agreement. The Amendment extends the Company's ability to
borrow funds under the revolving credit facility until June 30, 1997 and
reduces the "borrowing base" to $3,000,000.
NOTE 3
Effective July 1, 1993, the Company adopted the provisions of Statement of
Financial Accounting Standards No. 109 (FAS 109), "Accounting for Income
Taxes," which requires a change from the deferred method under APB Opinion 11
to the asset and liability method of accounting for income taxes. Under the
asset and liability method of FAS 109, deferred income taxes 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 FAS
109, the effect on deferred taxes of a change in tax rates is recognized in
income in the period that includes the enactment date.
The adoption of FAS 109 has reduced the net deferred tax liability by
approximately $4,250,000 and this amount has been reported separately as the
cumulative effect of the change in the method of accounting for income taxes in
the statement of income for the nine-month period ended March 31, 1994.
7
SAGE ENERGY COMPANY
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1995
Total income tax expense attributable to earnings before the cumulative effect
of change in accounting for the nine-month period ended March 31, 1995 was
$835,000 of which $2,036,000 was attributable to current income tax expense and
$1,201,000 was attributable to deferred income tax benefit.
NOTE 4
On March 28, 1994, the Company entered into the Commodity Floor Transaction
(the "Floor Agreement") with Chemical Bank. The Agreement commenced on April
1, 1994 and ended on December 31, 1994. The Company effectively received a
price associated with the New York Mercantile Exchange price of no lower than
$13.00 per barrel with respect to 40,000 barrels of production per month. The
Company paid $72,000 for the Agreement which was amortized over the life of the
Agreement.
NOTE 5
During the nine-month period ended March 31, 1995, the Company sold nine of its
drilling rigs for an aggregate consideration of approximately $1,760,000. This
sale resulted in a gain of approximately $1,059,000 before income tax effect.
NOTE 6
The Company declared bonuses to four of its officers and directors of
approximately $400,000 in December 1994. Bonuses of approximately $480,000
were paid in December 1993. The Company declared dividends of approximately
$320,000 in December 1994 and 1993.
NOTE 7
The Company is involved in various claims and legal actions arising in the
ordinary course of business. Management believes the ultimate disposition of
these matters will have no material adverse effect on the financial condition
of the Company.
NOTE 8
Subsequent to March 31, 995, the Company purchased a 50% interest in certain
oil and gas properties, two drilling rigs, two vehicles and pipe inventory from
Blanco Oil Company for approximately $3,050,000. Jesse Minor, Rex Amini, Ron
Amini and Michael Amini purchased the remaining 50% interest in certain oil and
gas properties as well as two other drilling rigs for $2,450,000. The owner of
Blanco Oil Company, K. K. Amini, is the father of Rex, Ron and Michael Amini
and the father-in-law of Jesse Minor, managing directors of the Company. The
Company has received appraisals from third parties indicating that the purchase
price for the Blanco Oil Company assets (such appraisals did not include the
pipe inventory and vehicles) was at least at the fair market value thereof.
8
Management's Discussion and Analysis of Financial Condition and
Results of Operations
Financial Position
March 31, 1995 and June 30, 1994
The Company's current ratio was 2.27 to 1 at March 31, 1995 as
compared to the fiscal year ended June 30, 1994 current ratio of 2.05 to 1.
Cash on hand was $6,428,000 at March 31, 1995 and was $5,192,000 at the end of
fiscal 1994.
During the quarter ended March 31, 1995, the Company used cash from
operations to, among other things, drill and rework wells, acquire leases and
related properties for drilling, to pay a dividend to its sole shareholder and
bonuses to certain officers and directors. Specifically, the Company utilized
approximately $1,751,000 for capital expenditures as described below.
The Company's net fixed assets decreased during the third quarter of
fiscal 1995 primarily as a result of the write off of various nonproductive
exploration and property abandonment costs of $1,007,000 and from the sale of
several of the Company's drilling rigs as well as depreciation and depletion
charges of $1,949,000. This decrease was partially offset by additions to the
Company's producing oil and gas properties which resulted from drilling and
recompletion work, and from acquisitions of leases. These additions amounted
to approximately $1,694,000 (See discussion under the heading "Liquidity and
Capital Resources"). Only one of the Company's drilling rigs was readily
available for service during the third quarter of fiscal 1995; however, it was
not active during the quarter. The Company sold several of its drilling rigs
in the third quarter as described in Results of Operations below.
Statement of Financial Accounting Standards No. 109 (FAS 109),
"Accounting for Income Taxes", requires a change from the deferred method under
APB Opinion 11 to the asset and liability method of accounting for income
taxes. Under the asset and liability method of FAS 109, deferred income taxes
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 FAS 109, the effect on deferred taxes of a change
in tax rates is recognized in income in the period that includes the enactment
date. The Company has applied the provisions of FAS 109 in fiscal 1994 without
restating prior years' financial statements. The adoption of FAS 109 in fiscal
1994 reduced the net deferred tax liability by approximately $4,250,000; this
amount was reported separately as the cumulative effect of the change in the
method of accounting for income taxes in the statement of operations for the
quarter ending September 30, 1993.
The Company does not provide post retirement benefits to its employees
and as a result, Statement of Accounting Standards No. 106, "Employers
Accounting for Post Retirement Benefits Other Than Pensions" and Statement of
Financial Accounting Standards No. 112, "Employer's Accounting for Post
Retirement Benefits" are not applicable to the Company and will not affect the
financial statements of the Company.
Results of Operations
Three Months Ended March 31, 1995 and March 31, 1994
The Company's oil and gas revenues were lower in the third quarter of
fiscal 1995 than the prior comparable quarter primarily as a result of lower
oil production and lower gas prices. As compared to the prior comparable
quarter, lower oil production had a negative effect on revenue by approximately
$1,039,000, lower gas prices approximately $836,000. However, average oil
prices were higher than the prior comparable quarter a year ago, $17.36 vs
$13.55, which amounts to an approximate $1,112,000 offset to the above
decreases. The Company sold one of its drilling rigs for $251,625 in February
1995 reflecting a gain of $158,428 (before income tax effect) which has been
included in interest and other income. Additionally, in March 1995 the Company
sold by auction seven other of its drilling rigs for approximately $1,224,000
generating a gain before income tax of $703,600. Such gains have been included
in interest and other
7
9
income.
Production costs were less than the prior comparable period primarily
due to lower production. Nonproductive exploration and property abandonment
costs increased as compared to the same quarter a year ago due primarily to the
increased write-offs of nonproductive exploration, property abandonment costs
and expired leases.
Interest expense decreased by approximately $44,000 as compared to the
prior comparable quarter due primarily to decreased debt. The Company made a
final payment on March 31, 1994 of $1,382,703 on its bank debt thereby
eliminating its debt at such time. The Company also reacquired and cancelled
$1,234,000 in principal amount of Debentures in fiscal 1994 thus decreasing the
annual interest expense attributable to the Debentures by $104,890. The
Company may incur additional indebtedness under its revolving line of credit
described below.
The Company will incur ongoing interest expense related to its
outstanding indebtedness presently comprised of its outstanding 8 1/2%
subordinated debentures. Should the Company incur additional bank indebtedness
to finance its exploration, development, and possible property acquisition
activities, interest expense will further increase during the periods in which
such indebtedness is incurred and outstanding.
Expenses related to depreciation, depletion, and amortization costs
decreased from the prior comparable quarter as a result of, among other things,
lower production and a lower depletable base along with increased reserves.
Geological and geophysical costs increased due to the Company's increased
exploration activities and 3-D seismic activities.
The Company completed three (3) new producing wells as operator in the
third quarter of fiscal 1995 and reentered, recompleted, reworked or
participated in a number of others. Substantially all of the Company's
revenues and cash derived from operations came from oil and gas sales. The
Company's profitability depends in large part on its ability to find or
purchase and efficiently produce oil and gas reserves. In addition,
profitability is heavily affected by oil and gas prices.
Results of Operations
Nine Months Ended March 31, 1995 and March 31, 1994
A comparison of the Company's operations from the nine-month periods
ended March 31, 1995 and March 31, 1994 can generally be made on the same basis
as the comparison of the three-month periods discussed above. The reasons for
the operating income and the factors affecting profitability are generally the
same, except that the Company sold one of its drilling rigs in October 1994 for
$285,000 reflecting a gain of $197,000 before income tax effect. In September
1993, the cumulative effect of change in accounting principle of $4,250,000
relating to the adoption of FAS 109 was reported. No such item occurred in the
current nine- month period. (See prior discussion under "Financial Position").
Liquidity and Capital Resources
The Company's long-term debt at March 31, 1995 consists of its
convertible debenture issue, which bears interest at 8-1/2%, is due in 2005
(the "Debentures") and presently has an outstanding balance of $18,580,000.
To date, the Company has reacquired $11,420,000 of the original $30,000,000
face amount of Debentures. The Debentures are convertible into cash at the
rate of $260 per every $1,000 in principal amount of Debentures.
The term facility provided under the Company's loan agreement
(referred to herein as the "Credit Agreement") with Texas Commerce Bank
National Association (the "Bank") was fully repaid in March 1994. The Credit
Agreement also provided for a revolving credit facility pursuant to which the
Company could borrow from time to time an amount determined by reference to the
Company's "borrowing base", but in no event more than $10,000,000. Effective
May 9, 1995, the Company entered into a Second Amendment to Second Amended and
Restated Credit Agreement (the "Amendment"). The Amendment generally provides
an extension of the Company's ability to borrow funds under the revolving
credit facility (until June 30, 1997) (the "Termination Date"). The
8
10
Amendment also decreases the amount that the Company may borrow down to
$3,000,000 under the revolving credit facility. On the Termination Date
(subject to acceleration for certain events), any outstanding balance under the
Credit Agreement is scheduled to be fully paid. However, such repayment may be
accelerated by the Company based upon availability of cash or other appropriate
uses of cash, and other factors in its discretion. As of May 12, 1995, the
Company had not drawn funds under the Credit Agreement.
The Company entered into the Amendment for the primary purpose of
providing the Company with available funds following the acquisition of certain
properties and assets from Blanco Oil Company which occurred subsequent to
March 31, 1995. In the Blanco Oil transaction, the Company purchased a 50%
interest in certain west Texas oil and gas properties for $1,750,000 and two
drilling rigs for approximately $1,149,000. The Company also obtained two
vehicles and pipe inventory in the transaction for an approximate aggregate of
$151,000. In the same transaction, Messrs. Rex Amini, Ronald Amini, Michael
Amini and Jesse Minor purchased the remaining 50% of the oil and gas properties
from Blanco Oil Company for the same purchase price and two other drilling rigs
for $700,000. Blanco Oil Company is owned by K.K. Amini, the father of Rex,
Michael, and Ron Amini and Sue Amini Minor (the wife of Jesse Minor). The
Company has received appraisals from third parties indicating that the purchase
price for the Blanco Oil assets was at least at the fair market value thereof.
Such appraisals excluded the pipe inventory and vehicles.
The Company consummated the acquisition of oil and gas properties from
Blanco to generally increase the portfolio for longer life reserves. Although
management of the Company continues to deem it important to acquire additional
properties with longer life reserves at suitable prices, the Company may also
consider further sales of properties. The proceeds from any such sales could
be used for a variety of purposes, including property acquisitions,
acquisitions of outstanding debentures, and repayment of bank debt.
In March 1995, the Company sold, by auction, seven of its drilling
rigs for approximately $1,224,000. The Company had previously sold two of its
drilling rigs in the second and third quarter of fiscal 1995. The two rigs
acquired from Blanco are generally of higher quality than those sold by the
Company. The Company also recently announced that it has terminated its
program to use up to $2 million to repurchase certain of its outstanding
Debentures in the open market or in privately negotiated transactions. There
were no other purchases by the Company of its Debentures under this program.
For approximately the last three fiscal years, the Company has
aggressively pursued exploration and development activities (particularly
horizontal drilling activities) and incurred expenditures attendant thereto.
At the time such expanded activities are undertaken, they may result in a
short-term negative impact on capital resources and liquidity even if they are
ultimately successful.
Revenues can be expected to decline due to the decrease in prices as
well as from a decrease in production resulting from decreased drilling
activities and the natural decline in the Austin Chalk Trend area where a
majority of the Company's horizontal drilling takes place. Wells in the Austin
Chalk Trend area have traditionally exhibited significant initial production
followed by a more rapid decline than other areas. In addition, reservoir
characteristics make extrapolating future production and revenues from wells in
this area difficult. Production costs may also decline as a result of decreased
production.
The Company intends to continue on a modified basis its exploration
and development activities in the Austin Chalk and in other areas. Such
activity will in large part be based upon availability of capital and economic
prospects and with consideration for continued volatility in oil and gas
prices. The Company will also continue to seek undeveloped leasehold acreage
and to consider various proposals for the acquisition of producing properties
within such parameters. Further, the Company will expend funds to implement
various enhanced recovery techniques within such parameters and continue its
horizontal drilling activities with industry partners and on its own. The
Company has also begun to pursue exploration opportunities which it has
identified through the use of computer technology and 3-D seismic.
Specifically, the Company has undertaken significant exploration activities in
North Dakota. The Company anticipates that its increased exploration
activities will continue to have a negative impact on
9
11
its liquidity. The Company anticipates utilizing internally generated funds
and, if necessary and available, funds under the Restated Credit Agreement to
continue such activities.
The Company is required to make estimated payments of Federal income
taxes for the fiscal year ending June 30, 1995 and has paid $2,005,000 during
the first three quarters of fiscal 1995.
On December 6, 1994 the Company declared a cash dividend to its sole
shareholder of $228.73 per share (or an aggregate of $320,000). The Company's
sole shareholder is owned by and controlled by Michael Amini, Rex Amini, Ronald
Amini, and Jesse Minor. The Company may consider the payment of cash dividends
(in accordance with applicable law and the provisions of the Restated Credit
Agreement as the same may be modified or amended from time to time) in the
future. The payment of such dividends will be determined by the Company as
general business conditions, the development of the Company's business, the
financial condition of the Company, and other factors may warrant. Any such
payment of dividends would adversely affect capital resources and liquidity.
In December 1994, the Company also determined to pay bonuses to four of its
officers and directors aggregating $400,000.
In addition, the Company elected not to make a sinking fund payment
(which would ordinarily have been due at least one business day before October
15, 1994) for the purpose of setting aside funds to retire its outstanding
Debentures. The Company is not required to make such payment, which would
ordinarily be a sum in cash sufficient to retire by redemption $1,500,000
principal amount of the Debentures, because it reacquired and cancelled a
sufficient number of Debentures to eliminate the sinking fund payment required
on such date. The Company has reacquired and cancelled Debentures in the face
amount of $11,420,000, which could, if the Company so elects, result in the
deferral of sinking fund payments until 1997. The Company reacquired and
cancelled an aggregate of $1,234,000 in principal amount of Debentures in
fiscal 1994 for an aggregate purchase price of $999,540 which resulted in an
extraordinary gain of approximately $141,000, net of tax effect. The reacquired
Debentures were cancelled.
The Company maintains an internal compliance program to monitor its
compliance with environmental laws and employs an independent consulting firm
to inspect its wellsites to determine whether the Company has any clean-up
obligations.
Liquidity is heavily affected by oil and gas prices. Oil prices
generally evidenced substantial declines during the prior fiscal year.
Additionally, natural gas prices are at low levels. The Company cannot predict
with accuracy the volatility or parameters of future oil or gas prices.
Further, should the value of the Company's assets decrease (as a result of
declines in oil and gas prices or other factors), any future bank borrowings
may be subject to mandatory prepayment.
Although certain of the transactions described herein may have
adversely affected liquidity and capital resources, management of the Company
currently believes that (based on present pricing scenarios) its liquidity and
capital resources are generally adequate. However, as a result of the
exploration and development activities and the possible acquisition of
properties with long-life reserves, it is possible that the Company will
utilize other borrowings under the revolving credit facility to finance its
activities.
10
12
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(i) Exhibit 10.1 Second Amendment to the Second Amended and
Restated Credit Agreement dated as of May 9, 1995 among
Sage Energy Company and Texas Commerce Bank National
Association.
Exhibit 27.1 Financial Data Schedule
11
13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has only caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Sage Energy Company
-------------------
(Registrant)
Date: May 15, 1995 By: /s/ Jesse Minor
-------------------------------
Jesse Minor
President
Date: May 15, 1995 By:/s/ Stanley A. Paris, Jr.
-------------------------------
Stanley A. Paris, Jr.
Vice President-Finance
Principal Accounting Officer
12
14
INDEX TO EXHIBITS
Exhibit
Number
10.1 Exhibit 10.1 Second Amendment to Second Amended and Restated
Credit Agreement dated as of May 9, 1995 among Sage Energy
Company and Texas Commerce Bank National Association.
27.1 Exhibit 27.1 Financial Data Schedule for Nine months Ended
March 31, 1995. (Pursuant to Item 601(c)(iv) of Regulation S-X,
the Financial Data Schedule is not deemed to be "filed" for
purposes of Section 11 of the Securities Act of 1933, as amended,
or Section 18 of the Securities Exchange Act of 1934, as
amended.)
13