<PAGE>
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 . . . . . . . . . . . . . . . . .March 31, 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 number: . . . . . . . . . . . . . . . . . . . . . 001-12391
PANAVISION INC.
(Exact name of Registrant as specified in its charter)
Delaware 13-3593063
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6219 De Soto Avenue
Woodland Hills, California 91367
(Address of principal executive offices) (Zip code)
Registrant's telephone number including area code: (818) 316-1000
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 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 May 13, 1997, there were 18,155,000 shares of Panavision Inc. Common
Stock outstanding.
<PAGE>
PANAVISION INC.
INDEX TO QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 1997
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Statements of Income. . . . . . . . . . . . . . . . 3
Condensed Consolidated Balance Sheets. . . . . . . . . . . . . . . . . . . 4
Condensed Consolidated Statements of Cash Flows. . . . . . . . . . . . . . 5
Notes to Condensed Consolidated Financial Statements . . . . . . . . . . . 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations. . . . . . . . . . . . . . . . . . . . . . 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . . . . . 13
Item 2. Changes in Securities. . . . . . . . . . . . . . . . . . . . . . . 13
Item 3. Defaults Upon Senior Securities. . . . . . . . . . . . . . . . . . 13
Item 4. Submission of Matters to a Vote of Security Holders. . . . . . . . 13
Item 5. Other Information. . . . . . . . . . . . . . . . . . . . . . . . . 13
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . 13
PART I
ITEM 1. FINANCIAL STATEMENTS
The financial information herein, and management's discussion thereof,
include consolidated data for Panavision Inc. ("Registrant" or "Panavision")
and its subsidiaries. Registrant and its subsidiaries are sometimes herein
referred to collectively as the "Company".
2
<PAGE>
PANAVISION INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
-----------------------
QUARTER ENDED MARCH 31,
-----------------------
1997 1996
-------- ----------
Camera rental. . . . . . . . . . . . . . . . . . . $ 20,926 $ 20,072
Lighting rental. . . . . . . . . . . . . . . . . . 5,125 598
Sales and other. . . . . . . . . . . . . . . . . . 5,105 4,495
-------- ----------
Total rental revenue and sales . . . . . . . . . . 31,156 25,165
Cost of camera rental. . . . . . . . . . . . . . . 8,958 8,698
Cost of lighting rental. . . . . . . . . . . . . . 4,142 317
Cost of sales and other. . . . . . . . . . . . . . 2,729 2,581
-------- ----------
Gross margin . . . . . . . . . . . . . . . . . . . 15,327 13,569
Selling, general and administrative expenses . . . 8,126 6,713
Research and development expenses. . . . . . . . . 1,315 978
-------- ----------
Operating income . . . . . . . . . . . . . . . . . 5,886 5,878
Interest income. . . . . . . . . . . . . . . . . . 79 393
Interest expense . . . . . . . . . . . . . . . . . (956) (1,587)
Foreign exchange gain (loss) . . . . . . . . . . . (96) (73)
Other, net . . . . . . . . . . . . . . . . . . . . 260 91
-------- ----------
Income before non-controlling partners'
interest in PILP and income taxes . . . . . . . 5,173 4,702
Non-controlling partners' interest in PILP . . . . - (3,291)
-------- ----------
Income before income taxes . . . . . . . . . . . . 5,173 1,411
Income tax provision . . . . . . . . . . . . . . . (1,655) (215)
-------- ----------
Net income . . . . . . . . . . . . . . . . . . . . $ 3,518 $ 1,196
-------- ----------
-------- ----------
Net income per common share. . . . . . . . . . . . $ .18 $ .08
-------- ----------
-------- ----------
Shares used in computation . . . . . . . . . . . . 19,351 15,277
See accompanying notes.
3
<PAGE>
PANAVISION INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
-------------- -----------------
MARCH 31, 1997 DECEMBER 31, 1996
-------------- -----------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents. . . . . . . . . $ 1,687 $ 10,629
Accounts receivable
(net of allowance of $2,187 and $2,500). 18,010 20,124
Inventories. . . . . . . . . . . . . . . . 5,380 5,182
Prepaid expenses and other current assets. 2,096 2,596
-------------- -----------------
Total current assets. . . . . . . . . . . . . 27,173 38,531
Property, plant and equipment, net. . . . . . 136,696 130,441
Deferred income tax assets. . . . . . . . . . 3,742 3,742
Other . . . . . . . . . . . . . . . . . . . . 3,865 4,032
-------------- -----------------
Total assets. . . . . . . . . . . . . . . . . $171,476 $176,746
-------------- -----------------
-------------- -----------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable . . . . . . . . . . . . . $ 7,746 $ 6,168
Accrued liabilities. . . . . . . . . . . . 11,619 13,643
Current maturities of long-term debt . . . 6,250 5,000
Other current liabilities . . . . . . . . . 1,557 2,403
-------------- -----------------
Total current liabilities . . . . . . . . . . 27,172 27,214
Long-term debt. . . . . . . . . . . . . . . . 47,250 55,000
Deferred income tax liabilities . . . . . . . 520 549
Other liabilities . . . . . . . . . . . . . . 952 965
Commitments and Contingencies
Stockholders' equity:
Preferred stock, $.01 par value;
2,000 shares authorized;
no shares issued and outstanding. . . . . - -
Common stock, $.01 par value; 50,000
shares authorized; 18,155 shares issued
and outstanding . . . . . . . . . . . . . 181 181
Additional paid-in capital . . . . . . . . 76,109 76,109
Retained earnings. . . . . . . . . . . . . 18,493 14,975
Foreign currency translation adjustment. . 799 1,753
-------------- -----------------
Total stockholders' equity . . . . . . 95,582 93,018
-------------- -----------------
Total liabilities and stockholders'
equity. . . . . . . . . . . . . . . . . . . $171,476 $176,746
-------------- -----------------
-------------- -----------------
</TABLE>
See accompanying notes.
4
<PAGE>
PANAVISION INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
------------------------------
QUARTER ENDED MARCH 31,
-------------- -------------
1997 1996
-------------- -------------
OPERATING ACTIVITIES
Net income . . . . . . . . . . . . . . . $ 3,518 $ 1,196
Adjustments to derive net cash provided
by operating activities:
Depreciation and amortization. . . . 5,151 4,436
Deferred interest. . . . . . . . . . - (66)
(Gain) loss on sale of property and
equipment. . . . . . . . . . . . . (308) (209)
Non-controlling partners' interest
in PILP. . . . . . . . . . . . . . - 3,291
Changes in operating assets and
liabilities net of the effect of
acquisitions:
Accounts receivable. . . . . . . . 2,114 (87)
Inventories. . . . . . . . . . . . . (198) 42
Prepaid expenses and other current
assets . . . . . . . . . . . . . 500 (1,367)
Accounts payable . . . . . . . . . . 1,578 (4,102)
Accrued liabilities. . . . . . . . . (2,024) 2,454
Other, net . . . . . . . . . . . . . . (802) 13
-------------- -------------
Net cash provided by operating activities. 9,529 5,601
INVESTING ACTIVITIES
Capital expenditures . . . . . . . . . . . (12,227) (4,568)
Proceeds from dispositions of equipment . 367 282
-------------- -------------
Net cash used in investing activities. . . (11,860) (4,286)
FINANCING ACTIVITIES
Distributions to non-controlling partners
in PILP. . . . . . . . . . . . . . . . . - (799)
Repayments of notes payable. . . . . . . . (6,500) (1,069)
-------------- -------------
Net cash used in financing activities. . . (6,500) (1,868)
Effect of exchange rate changes on cash. . (111) (22)
-------------- -------------
Net increase (decrease) in cash and cash
equivalents . . . . . . . . . . . . . . (8,942) (575)
Cash and cash equivalents at beginning
of period . . . . . . . . . . . . . . . 10,629 31,685
-------------- -------------
Cash and cash equivalents at end
of period . . . . . . . . . . . . . . . $ 1,687 $ 31,110
-------------- -------------
-------------- -------------
SUPPLEMENTAL CASH FLOW INFORMATION
Interest paid during the period. . . . . . $ 1,089 $ 1,779
Income taxes paid during the period. . . . $ 234 $ 255
See accompanying notes.
5
<PAGE>
PANAVISION INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. BASIS OF PREPARATION
The accompanying condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions for Form 10-Q and
Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation have been included.
The results of operations for interim periods are not necessarily indicative
of the results that may be expected for the fiscal year.
The condensed consolidated financial statements include the accounts of
Panavision, Panavision International, L.P. (PILP) and PILP's majority-owned
subsidiaries. All significant intercompany amounts and transactions have been
eliminated.
For further information, refer to the consolidated financial statements and
accompanying notes included in the Company's Annual Report on Form 10-K for
the year ended December 31, 1996.
2. INVENTORIES
Inventories consist of the following (in thousands):
-------------- -----------------
MARCH 31, 1997 DECEMBER 31, 1996
-------------- -----------------
Finished goods. . . . . . . . . . . $ 2,051 $ 2,008
Work-in-process . . . . . . . . . . 175 99
Component parts . . . . . . . . . . 1,632 1,586
Supplies. . . . . . . . . . . . . . 1,522 1,489
-------------- -----------------
$ 5,380 $ 5,182
-------------- -----------------
-------------- -----------------
3. LONG-TERM DEBT
Long-Term debt consists of the following (in thousands):
-------------- -----------------
MARCH 31, 1997 DECEMBER 31, 1996
-------------- -----------------
Current maturities of long-term debt. $ 6,250 $ 5,000
Long-term debt. . . . . . . . . . . . 47,250 55,000
-------------- -----------------
$ 53,500 $ 60,000
-------------- -----------------
-------------- -----------------
6
<PAGE>
PANAVISION INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
3. LONG-TERM DEBT (continued)
Long-term debt above represents borrowings under the Company's Amended Credit
Agreement. Principal repayments under the Amended Credit Agreement are
payable quarterly beginning December 1997 through December 2002. The
interest rate under the Amended Credit Agreement was 6.56% and 6.54% at March
31, 1997 and December 31, 1996, respectively. The Company believes the
carrying value of its amounts payable under the Amended Credit Agreement
approximate fair value based upon current yields for debt issues of similar
quality and terms.
The Company's obligations under the Amended Credit Agreement are secured by
substantially all of the Company's assets. The Amended Credit Agreement
requires that the Company meet certain financial tests and contains other
restrictive covenants including maintaining certain total debt ratio and
interest coverage ratio levels. The Company was in compliance with all such
covenants as of March 31, 1997.
4. USE OF ESTIMATES AND OTHER UNCERTAINTIES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying
notes. Actual results could differ from such estimates.
The Company's future results could be adversely affected by a number of
factors, including without limitation, (a) a significant reduction in the
number of feature films produced; (b) competitive pressures arising from
changes in technology, customer requirements and industry standards; (c) an
increase in expenses related to new product initiatives and product
development efforts; and (d) unfavorable foreign currency fluctuations.
5. EARNINGS PER SHARE
In February 1997, the Financial Accounting Standards Board issued Statement No.
128 (SFAS 128), EARNINGS PER SHARE, which is required to be adopted on December
31, 1997. At that time the Company will be required to change the method
currently used to compute earnings per share and to restate all prior periods.
Under the new requirements, primary and fully diluted earnings per share will be
replaced with basic and diluted earnings per share. Basic earnings per share
excludes the dilutive effect of stock options and will therefore be higher
7
<PAGE>
PANAVISION INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
than primary earnings per share. Basic earnings per share for the three
months ended March 31, 1997 and 1996 was $0.19 and $0.08, respectively. The
impact of SFAS 128 on the calculation of fully diluted earnings per share for
these quarters is not expected to be material.
8
<PAGE>
PANAVISION INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Camera rental revenue increased $0.8 million, or 4.0%, to $20.9 million for
the quarter ended March 31, 1997 from $20.1 million for the quarter ended
March 31, 1996. This increase resulted primarily from the rental of newly
manufactured specialty lenses and accessories to supply the increased demand
in the North American and U.K. feature film and commercial markets as well as
the North American episodic television market. Revenue also increased as a
result of a small increase in rental rates.
Lighting rental revenue increased $4.5 million to $5.1 million for the
quarter ended March 31, 1997 from $0.6 million for the quarter ended March
31, 1996. This increase was primarily due to the acquisition of Lee Lighting
in July 1996.
Sales and other revenue increased $0.6 million, or 13.3%, to $5.1 million for
the quarter ended March 31, 1997 from $4.5 million for the quarter ended
March 31, 1996. This increase was primarily due to the acquisition of Lee
Lighting in July 1996, which resulted in increased sales revenue of $0.4
million. The remaining increase was due to increased sales revenue for Lee
Filters.
Cost of camera rental increased $0.3 million, or 3.4%, to $9.0 million for
the quarter ended March 31, 1997 from $8.7 million for the quarter ended
March 31, 1996. This increase was primarily due to the increased rental
asset depreciation. The increase in cost of camera rental due to the
increase in maintenance and service costs required to service additional
camera rental customers was offset by a small decrease in the third-party
agent commissions.
Cost of lighting rental increased $3.8 million to $4.1 million for the
quarter ended March 31, 1997 from $0.3 million for the quarter ended March
31, 1996. This increase was primarily due to the acquisition of Lee Lighting
in July 1996, which resulted in an increased cost of lighting rental of $3.7
million.
Cost of sales and other increased $0.1 million, or 3.8%, to $2.7 million for
the quarter ended March 31, 1997 from $2.6 million for the quarter ended
March 31, 1996. This increase was primarily due to the acquisition of Lee
Lighting in July 1996, which resulted in an increase in cost of sales and
other of $0.2 million, offset by lower cost of sales associated with Lee
Filters' sales.
9
<PAGE>
PANAVISION INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (continued)
Selling, general and administrative expenses increased $1.4 million, or
20.9%, to $8.1 million for the quarter ended March 31, 1997 from $6.7 million
for the quarter ended March 31, 1996. This increase was primarily due to the
acquisition of Lee Lighting in July 1996, which resulted in an increase in
selling, general and administrative costs of $0.7 million. The remaining
increase was due to small increases in operating and personnel costs
throughout the Company.
Research and development expenses increased $0.3 million, or 30%, to $1.3
million for the quarter ended March 31, 1997 from $1.0 million for the
quarter ended March 31, 1996. This increase was primarily due to an increase
in research and development staff and increased consulting costs related to
the Company's ongoing development projects.
Net interest expense decreased $0.3 million, or 25%, to $0.9 million for the
quarter ended March 31, 1997 from $1.2 million for the quarter ended March
31, 1996. The decrease was due to the repayment of debt subsequent to the
November 1996 initial public offering.
Net other income increased $0.2 million to $0.2 million for the quarter ended
March 31, 1997 due to gains from disposals of fixed assets of $0.2 million.
Income before income taxes increased $3.8 million, or 271%, to $5.2 million
for the quarter ended March 31, 1997 from $1.4 million for the quarter ended
March 31, 1996. The increase was primarily due to the factors discussed
above, as well as the elimination of the charge for the non-controlling
partners' interest for the quarter ended March 31, 1997 from $3.3 million for
the quarter ended March 31, 1996, due to the recapitalization of May 1996
which eliminated the non-controlling partners' interest.
The effective tax rates for the quarters ended March 31, 1997 and March 31,
1996 were 32.0% and 15.2%, respectively. The increase in the effective tax
rate for the quarter ended March 31, 1997 was primarily due to the reduction
in the valuation allowance for deferred tax assets and a higher effective tax
rate relating to income from foreign operations.
Net income increased $2.3 million, or 192%, to $3.5 million for the quarter
ended March 31, 1997 from $1.2 million for the quarter ended March 31, 1996.
10
<PAGE>
PANAVISION INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (continued)
LIQUIDITY AND CAPITAL RESOURCES
The following table sets forth certain information from the Company's
Condensed Consolidated Statements of Cash Flows for the periods indicated:
-----------------------------
THREE MONTHS ENDED MARCH 31,
-----------------------------
1997 1996
-----------------------------
(IN THOUSANDS)
Net cash provided by (used in):
Operating activities. . . . . . . . . 9,529 5,601
Investing activities. . . . . . . . . (11,860) (4,286)
Financing activities. . . . . . . . . (6,500) (1,868)
The Company relies primarily upon cash provided by operations to finance its
operations, repay long-term indebtedness and fund capital expenditures
primarily for manufacturing camera systems, lenses and accessories and
purchasing other rental equipment.
For the quarter ended March 31, 1997, cash provided by operating activities
was $9.5 million. Net income of $3.5 million, adjusted for depreciation and
amortization of $5.2 million, provided $8.7 million, which was increased by a
source of $1.1 million, resulting from the net change in non-cash working
capital items, and miscellaneous non-cash items of ($0.3) million. Total
investing activities of $11.9 million were comprised of capital expenditures
of $12.2 million, offset by $0.3 million of proceeds received from the
disposition of certain equipment. The majority of the capital expenditures
were used to manufacture camera rental systems and to purchase other rental
equipment. Cash used in financing activities of $6.5 million was used as a
reduction of outstanding borrowings.
For the quarter ended March 31, 1996, cash provided by operating activities
was $5.6 million. Net income of $1.2 million, adjusted for depreciation and
amortization of $4.4 million and the non-controlling partners' interest of
$3.3 million, provided $8.9 million, which was partially offset by a use of
$3.0 million, resulting from the net change in non-cash working capital
items, and miscellaneous non-cash items of ($0.3) million. Total investing
activities of $4.3 million were comprised of capital expenditures of $4.6
million, offset by $0.3 million of proceeds received from the disposition of
certain equipment. The majority of the capital expenditures were used to
manufacture camera rental systems and to purchase other rental equipment.
11
<PAGE>
PANAVISION INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (continued)
Cash used in financing activities of $1.9 million was comprised of $1.1
million in repayments of borrowings and $0.8 million of distributions to
taxing authorities on behalf of the partners in PILP.
Additional cash flow provided by operating activities will be used to repay
debt outstanding under the Amended Credit Agreement. The Company believes
that its existing working capital together with borrowings under the Amended
Credit Agreement and anticipated cash flow from operating activities will be
sufficient to meet its expected operating and capital spending requirements
for at least the next year.
Panavision Inc. is a leading designer and manufacturer of high-precision film
camera systems, comprising cameras, lenses and accessories for the motion
picture and television industries. Panavision systems are rented through its
domestic and international owned and operated facilities and agent network.
12
<PAGE>
PANAVISION INC.
PART II
ITEM 1. LEGAL PROCEEDINGS
No material legal proceedings are pending.
ITEM 2. CHANGES IN SECURITIES
There were no modifications made to the rights of stockholders of any
class of securities during the quarter ended March 31, 1997.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
There were no events of default upon senior securities during the
quarter ended March 31, 1997.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of the Company's stockholders
during the quarter ended March 31, 1997.
ITEM 5. OTHER INFORMATION
No additional information need be presented.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
11. Computation of Earnings Per Share
27. Financial Data Schedule
(b) No reports on Form 8-K were filed for the quarter ended
March 31, 1997.
13
<PAGE>
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.
PANAVISION INC.
Date: May 14, 1997 By: /s/ WILLIAM C. SCOTT
------------- -----------------------------
William C. Scott
Chairman of the Board
and Chief Executive Officer
Date: May 14, 1997 By: /s/ JEFFREY J. MARCKETTA
------------- -----------------------------
Jeffrey J. Marcketta
Executive Vice President
Finance/Administration and
Chief Financial Officer
<PAGE>
EXHIBIT 11
PANAVISION INC.
COMPUTATION OF EARNINGS PER SHARE
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
-----------------------
QUARTER ENDED MARCH 31,
-----------------------
1997 1996
---------- ----------
WEIGHTED AVERAGE SHARES OUTSTANDING. . . . . . . . 18,155 13,706
SHARES AND OPTIONS CONSIDERED OUTSTANDING FOR
ALL PERIODS UNDER SAB 55, USING THE TREASURY
STOCK METHOD. . . . . . . . . . . . . . . . . . 1,196 1,571
---------- ----------
TOTAL . . . . . . . . . . . . . . . . . . . . 19,351 15,277
---------- ----------
---------- ----------
NET INCOME . . . . . . . . . . . . . . . . . . . . $ 3,518 $ 1,196
---------- ----------
---------- ----------
NET INCOME PER COMMON SHARE. . . . . . . . . . . . $ .18 $ .08
---------- ----------
---------- ----------
- ----------
NOTE: Primary and fully diluted net income per share are the same.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1996
<PERIOD-START> JAN-01-1997 JAN-01-1996
<PERIOD-END> MAR-31-1997 MAR-31-1996
<CASH> 1,687 10,629
<SECURITIES> 0 0
<RECEIVABLES> 20,197 22,624
<ALLOWANCES> 2,187 2,500
<INVENTORY> 5,380 5,182
<CURRENT-ASSETS> 27,173 38,531
<PP&E> 254,474 243,723
<DEPRECIATION> 117,778 113,282
<TOTAL-ASSETS> 171,476 176,746
<CURRENT-LIABILITIES> 27,172 27,214
<BONDS> 0 0
0 0
0 0
<COMMON> 181 181
<OTHER-SE> 95,401 92,837
<TOTAL-LIABILITY-AND-EQUITY> 171,476 176,746
<SALES> 5,105 4,495
<TOTAL-REVENUES> 31,156 25,165
<CGS> 2,729 2,581
<TOTAL-COSTS> 15,829 11,596
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 43 80
<INTEREST-EXPENSE> 956 1,587
<INCOME-PRETAX> 5,173 1,411
<INCOME-TAX> 1,655 215
<INCOME-CONTINUING> 3,518 1,196
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 3,518 1,196
<EPS-PRIMARY> .18 .08
<EPS-DILUTED> .18 .08
</TABLE>
