FORM 10-K/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 1 TO
{X} ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
{ } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-27508
SUPERIOR SERVICES, INC.
(Exact name of registrant as specified in its charter)
Wisconsin 39-1733405
(State or other jurisdiction of (I.R.S. Employer
Identification No.) or organization)
10150 West National Avenue, Suite 350
Milwaukee, Wisconsin 53227
(Address of principal executive offices)
(Zip Code)
414-328-2800
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g)
of the Act: Common Stock, $.01 par value; Common Stock Purchase
Rights
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 oegistrant r 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
Indicate by checkmark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendments to this Form 10-K. [X]
Aggregate market value of voting stock held by nonaffiliates of the
registrant as of February 19, 1998: $569,518,895. As of February 19,
1998 there were 24,113,958 shares of Common Stock, $.01 par value, of the
registrant outstanding.(1)
DOCUMENTS INCORPORATED BY REFERENCE
Proxy Statement for 1998 annual meeting of shareholders (incorporated by
reference into Part III, to the extent indicated therein).
(1) Excludes only shares held by directors and officers of the
registrant.
<PAGE>
The undersigned registrant hereby amends the second paragraph under
the section entitled "Year 2000 Initiative" under Item 7 of its Annual
Report on Form 10-K for the year ended December 31, 1997 to provide in its
entirety as follows:
The Company's comprehensive Year 2000 initiative is being
managed by a team of internal staff. The team's activities are
designed to ensure that there is no adverse effect on the
Company's core business operations and that transactions with
customers, suppliers and financial institutions are fully
supported. While the Company believes its planning efforts are
adequate to address its Year 2000 concerns, there can be no
guarantee that the systems of other companies on which the
Company's systems and operations rely will be converted on a
timely basis and will not have a material effect on the Company.
The Company currently estimates that it will cost approximately
$250,000 and will take approximately 18 months for the Company
to fully execute its Year 2000 initiative. Based on the
Company's initial assessments, the cost of Year 2000 initiatives
is not expected to be material to the Company's results of
operations or financial position.
The undersigned registrant hereby amends and restates Item 14 of its
Annual Report on Form 10-K for the year ended December 31, 1997 to provide
in its entirety as follows:
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a)(1) Financial Statements:
The consolidated financial statements of the Company as of December
31, 1997 and 1996 and for each of the three years in the period ending
December 31, 1997, together with the report thereon of Ernst & Young LLP,
Deloitte & Touche LLP, dated February 5, 1998, appear on pages 26 through
42 of the Company's 1997 Annual Report to Shareholders, and are
incorporated herein by reference.
(a)(2) Financial Statement Schedules:
Schedule II - Valuation and Qualifying Accounts
Schedules not included have been omitted because they are not
applicable.
(b) Reports on Form 8-K:
The Company did not file any reports on Form 8-K during the fourth
quarter of fiscal 1997.
(c) Exhibits:
The Exhibits filed or incorporated by reference herewith are as
specified in the Exhibit Index.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the registrant has duly caused this amendment to be
signed on its behalf by the undersigned, thereunto duly authorized.
SUPERIOR SERVICES, INC.
Registrant
May 7, 1998 By: /s/ George K. Farr
George K. Farr
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
SUPERIOR SERVICES, INC.
ANNUAL REPORT ON FORM 10-K
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997
3.0 Restated Articles of Incorporation.
[Incorporated by reference to Exhibit 3.0
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
3.1 Restated By-Laws. [Incorporated by
reference to Exhibit 3.1 filed with the
Company's Form S-1 Registration Statement
No. 333-240, dated January 9, 1996, as
amended.]
4.1* Amended and Restated Revolving Credit
Agreement, dated as of March 26, 1997,
between the Company and its subsidiaries
and The First National Bank of Boston,
LaSalle National Bank and Bank One,
Wisconsin and Bank of America Illinois.
[Incorporated by reference to Exhibit 4.5
filed with the Company's Form 10-Q for the
period ended March 31, 1997, dated January
9, 1996, as amended.]
4.2* First Amendment to the Revolving Credit
Agreement, dated as of April 21, 1997,
between the Company Amended and Restated,
and The First National Bank of Boston,
LaSalle National Bank and Bank One and its
subsidiaries (previously filed).
4.3* Second Amendment to the Amended and Restated
Revolving Credit Agreement, dated as of May
30, 1997, between the Company and The First
National Bank of Boston, LaSalle National
Bank and Bank One Wisconsin (previously
filed).
4.4 Rights Agreement dated February 21, 1997,
between the Company and LaSalle National
Bank, Chicago, Illinois. [Incorporated by
reference to Exhibit 4.1 to the Company's
Current Report on Form 8-K, dated February
28, 1997.]
10.0** Stock Option Agreement, dated as of February
25, 1993, and as amended on May 5, 1995 and
August 15, 1995, and November 29, 1995,
between George K. Farr and the Company.
[Incorporated by reference to Exhibit 10.1
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.1** Stock Option Agreement, dated as of February
14, 1995, and as amended on May 16, 1995,
August 15, 1995 and November 29, 1995,
between G. William Dietrich and the Company.
[Incorporated by reference to Exhibit 10.2
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.2** Amendment to Restated Option Agreement dated
November 26, 1996 between G. William
Dietrich and the Company. [Incorporated by
reference to Exhibit 10.2 to the Company's
Form 10-K Annual Report for the year ended
December 31, 1996].
10.3** Employment Agreement, dated as of September
1, 1993 and as amended August 15, 1995,
between Peter J. Ruud and the Company.
[Incorporated by reference to Exhibit 10.3
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.4** Noncompetition Agreement, dated February 14,
1995, between G. William Dietrich and the
Company. [Incorporated by reference to
Exhibit 10.4 filed with the Company's Form
S-1 Registration Statement No. 333-240,
dated January 9, 1996, as amended.]
10.5** Key Executive Employment and Severance
Agreement, dated August 15, 1995, between G.
William Dietrich and the Company.
[Incorporated by reference to Exhibit 10.5
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.6** Key Executive Employment and Severance
Agreement, dated August 15, 1995, between
George K. Farr and the Company.
[Incorporated by reference to Exhibit 10.6
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.7** Key Executive Employment and Severance
Agreement, dated August 15, 1995, between
Peter J. Ruud and the Company.
[Incorporated by reference to Exhibit 10.7
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.8** 1993 Incentive Stock Option Plan.
[Incorporated by reference to Exhibit 10.8
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.9** Form of Stock Option Agreement under 1993
Stock Option Plan. [Incorporated by
reference to Exhibit 10.9 filed with the
Company's Form S-1 Registration Statement
No. 333-240, dated January 9, 1996, as
amended.]
10.10** 1996 Equity Incentive Plan. [Incorporated
by reference to Exhibit 10.10 filed with the
Company's Form S-1 Registration Statement
No. 333-240, dated January 9, 1996, as
amended.]
10.11** Form of Non-Employee Director Non-Qualified
Stock Option Agreement under 1996 Equity
Incentive Plan. [Incorporated by reference
to Exhibit 10.11 filed with the Company's
Form S-1 Registration Statement No. 333-240,
dated January 9, 1996, as amended.]
10.12** Form of Key Employee Non-Qualified Stock
Option Agreement under 1996 Equity Incentive
Plan. [Incorporated by reference to Exhibit
10.12 filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.13** Form of Key Employee Incentive Stock Option
Agreement under 1996 Equity Incentive Plan.
[Incorporated by reference to Exhibit 10.13
filed with the Company's Form S-1
Registration Statement No. 333-240, dated
January 9, 1996, as amended.]
10.14** Employment Agreement between the Company and
Scott S. Cramer dated as of July 1, 1997
(previously filed).
10.15** Employment Agreement between the Company and
Gary Blacktopp dated as of January 1, 1997,
and amended as of August 26, 1997
(previously filed).
10.16** Form of Amendment of Key Executive
Employment and Severance Agreements entered
into by each of G. William Dietrich, George
K. Farr, and Peter J. Ruud.
21 List of subsidiaries as of December 31, 1997
(previously filed).
23 Consent of Ernst & Young LLP (previously filed).
27.1 Financial Data Schedule for the year ended
December 31, 1997 (previously filed).
27.2 Restated Financial Data Schedule for the
nine months ended September 30, 1997.
27.3 Restated Financial Data Schedule for the six
months ended June 30, 1997.
27.4 Restated Financial Data Schedule for the
three months ended March 31, 1997.
27.5 Restated Financial Data Schedule for the
year ended December 31, 1996.
27.6 Restated Financial Data Schedule for the
nine months ended September 30, 1996.
27.7 Restated Financial Data Schedule for the six
months ended June 30, 1996.
27.8 Restated Financial Data Schedule for the three
months ended March 31, 1996.
____________________
* The exhibits, schedules and ancillary documents to the listed
agreement are not being filed herewith because the Company believes
that the information contained in such exhibits, schedules and
ancillary documents should not be considered material to an
investment decision in the Company. The listed agreement includes a
list briefly identifying the contents of all omitted exhibits,
schedules and ancillary documents. The Company agrees to furnish
supplementally to the Commission (but not to file) a copy of any such
exhibit, schedule or ancillary document upon request.
** This exhibit is a management contract or compensatory plan or
arrangement required to be filed as an exhibit to the Form 10-K
pursuant to Item 14 of Form 10-K.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 55,124
<SECURITIES> 0
<RECEIVABLES> 36,532
<ALLOWANCES> (1,285)
<INVENTORY> 1,191
<CURRENT-ASSETS> 94,537
<PP&E> 240,713
<DEPRECIATION> (68,138)
<TOTAL-ASSETS> 335,898
<CURRENT-LIABILITIES> 32,498
<BONDS> 3,853
0
0
<COMMON> 233
<OTHER-SE> 232,653
<TOTAL-LIABILITY-AND-EQUITY> 335,898
<SALES> 0
<TOTAL-REVENUES> 127,552
<CGS> 0
<TOTAL-COSTS> 87,227
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 150
<INTEREST-EXPENSE> 1,030
<INCOME-PRETAX> 20,335
<INCOME-TAX> 8,529
<INCOME-CONTINUING> 11,806
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,806
<EPS-PRIMARY> .60<F1>
<EPS-DILUTED> .60<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 5,064
<SECURITIES> 0
<RECEIVABLES> 28,831
<ALLOWANCES> (1,136)
<INVENTORY> 1,162
<CURRENT-ASSETS> 36,850
<PP&E> 226,532
<DEPRECIATION> (62,352)
<TOTAL-ASSETS> 273,020
<CURRENT-LIABILITIES> 28,447
<BONDS> 60,565
0
0
<COMMON> 193
<OTHER-SE> 120,772
<TOTAL-LIABILITY-AND-EQUITY> 273,020
<SALES> 0
<TOTAL-REVENUES> 75,974
<CGS> 0
<TOTAL-COSTS> 51,531
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 364
<INTEREST-EXPENSE> 559
<INCOME-PRETAX> 11,021
<INCOME-TAX> 4,687
<INCOME-CONTINUING> 6,334
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,334
<EPS-PRIMARY> .33<F1>
<EPS-DILUTED> .33<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 19,972
<SECURITIES> 0
<RECEIVABLES> 17,809
<ALLOWANCES> (959)
<INVENTORY> 911
<CURRENT-ASSETS> 40,171
<PP&E> 173,236
<DEPRECIATION> (57,226)
<TOTAL-ASSETS> 193,768
<CURRENT-LIABILITIES> 32,763
<BONDS> 1,100
0
0
<COMMON> 192
<OTHER-SE> 115,513
<TOTAL-LIABILITY-AND-EQUITY> 193,768
<SALES> 0
<TOTAL-REVENUES> 30,683
<CGS> 0
<TOTAL-COSTS> 21,007
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 208
<INTEREST-EXPENSE> 193
<INCOME-PRETAX> 4,146
<INCOME-TAX> 1,710
<INCOME-CONTINUING> 2,436
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,436
<EPS-PRIMARY> .13<F1>
<EPS-DILUTED> .13<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1996 AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 16,579
<SECURITIES> 0
<RECEIVABLES> 19,869
<ALLOWANCES> (643)
<INVENTORY> 800
<CURRENT-ASSETS> 38,622
<PP&E> 169,042
<DEPRECIATION> (53,351)
<TOTAL-ASSETS> 190,026
<CURRENT-LIABILITIES> 22,797
<BONDS> 4,907
0
0
<COMMON> 187
<OTHER-SE> 106,858
<TOTAL-LIABILITY-AND-EQUITY> 190,026
<SALES> 0
<TOTAL-REVENUES> 117,121
<CGS> 0
<TOTAL-COSTS> 77,360
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1,029
<INTEREST-EXPENSE> 859
<INCOME-PRETAX> 20,703
<INCOME-TAX> 8,540
<INCOME-CONTINUING> 12,163
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 12,163
<EPS-PRIMARY> .68<F1>
<EPS-DILUTED> .67<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE NINE MONTHS ENDED DECEMBER 31, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 17,749
<SECURITIES> 0
<RECEIVABLES> 19,658
<ALLOWANCES> (666)
<INVENTORY> 782
<CURRENT-ASSETS> 39,743
<PP&E> 159,512
<DEPRECIATION> (49,215)
<TOTAL-ASSETS> 178,284
<CURRENT-LIABILITIES> 22,597
<BONDS> 2,001
0
0
<COMMON> 185
<OTHER-SE> 100,027
<TOTAL-LIABILITY-AND-EQUITY> 178,284
<SALES> 0
<TOTAL-REVENUES> 83,563
<CGS> 0
<TOTAL-COSTS> 54,993
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 767
<INTEREST-EXPENSE> 643
<INCOME-PRETAX> 15,117
<INCOME-TAX> 6,236
<INCOME-CONTINUING> 8,881
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,881
<EPS-PRIMARY> .50<F1>
<EPS-DILUTED> .49<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 22,064
<SECURITIES> 0
<RECEIVABLES> 17,858
<ALLOWANCES> (746)
<INVENTORY> 770
<CURRENT-ASSETS> 42,566
<PP&E> 134,002
<DEPRECIATION> (45,927)
<TOTAL-ASSETS> 156,930
<CURRENT-LIABILITIES> 12,907
<BONDS> 1,662
0
0
<COMMON> 184
<OTHER-SE> 95,981
<TOTAL-LIABILITY-AND-EQUITY> 156,930
<SALES> 0
<TOTAL-REVENUES> 52,085
<CGS> 0
<TOTAL-COSTS> 35,240
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 487
<INTEREST-EXPENSE> 543
<INCOME-PRETAX> 8,286
<INCOME-TAX> 3,418
<INCOME-CONTINUING> 4,868
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,868
<EPS-PRIMARY> .28<F1>
<EPS-DILUTED> .28<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF SUPERIOR SERVICES, INC. AS
OF AND FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 19,567
<SECURITIES> 0
<RECEIVABLES> 15,572
<ALLOWANCES> (717)
<INVENTORY> 718
<CURRENT-ASSETS> 38,371
<PP&E> 130,564
<DEPRECIATION> (42,411)
<TOTAL-ASSETS> 149,848
<CURRENT-LIABILITIES> 12,351
<BONDS> 1,952
0
0
<COMMON> 184
<OTHER-SE> 92,403
<TOTAL-LIABILITY-AND-EQUITY> 149,848
<SALES> 0
<TOTAL-REVENUES> 23,375
<CGS> 0
<TOTAL-COSTS> 16,423
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 164
<INTEREST-EXPENSE> 397
<INCOME-PRETAX> 2,654
<INCOME-TAX> 1,095
<INCOME-CONTINUING> 1,559
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,559
<EPS-PRIMARY> .10<F1>
<EPS-DILUTED> .10<F1>
<FN>
<F1> EPS IS RESTATED TO REFLECT THE ADOPTION OF FAS 128, "EARNINGS PER
SHARE" AND TO REFLECT A TRANSACTION ACCOUNTED FOR AS A POOLING OF
INTERESTS IN JUNE, 1997.
</FN>
</TABLE>
