<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1997
Commission file number 1-1969
CERIDIAN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 52-0278528
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
8100 34th Avenue South, Minneapolis, Minnesota 55425
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612)853-8100
(Former name, former address and former fiscal year if changed from last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES X NO
The number of shares of registrant's Common Stock, par value $.50 per share,
outstanding as of March 31, 1997, was 80,365,580.
<PAGE>
CERIDIAN CORPORATION AND SUBSIDIARIES
FORM 10-Q
INDEX
Pages
Part I. Financial Information
Item 1. Financial Statements
Consolidated Statements of Operations
for the three month periods ended
March 31, 1997 and 1996 ................................. 3
Consolidated Balance Sheets as of
March 31, 1997 and December 31, 1996 .................... 4
Consolidated Statements of Cash Flows for the three
month periods ended March 31, 1997 and 1996 ............. 5
Notes to Consolidated Financial Statements .............. 6
In the opinion of the Company, the unaudited consolidated
financial statements reflect all adjustments (consisting only of
normal recurring accruals, except as set forth in the notes to
consolidated financial statements) necessary to present fairly
the financial position as of March 31, 1997, and results of
operations and cash flows for the three month periods ended
March 31, 1997 and 1996.
The results of operations for the three month period ended
March 31, 1997, are not necessarily indicative of the results to
be expected for the full year.
The consolidated financial statements should be read in
conjunction with the notes to consolidated financial statements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations ................. 10-12
Part II. Other Information
Item 1. Legal Proceedings ................................... 13
Item 6. Exhibits and Reports on Form 8-K .................... 14
Signature ......................................................... 15
Exhibit 11. Statement re computation of earnings per share ........ 16
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<PAGE>
FORM 10-Q
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF OPERATIONS Ceridian Corporation
(Unaudited) and Subsidiaries
For Periods Ended
March 31,
(Dollars in millions, except per share data) Three Months
1997 1996
Revenue
Product sales $ 169.0 $ 146.3
Services 245.5 222.7
Total 414.5 369.0
Cost of revenue
Product sales 124.9 107.7
Services 120.4 108.1
Total 245.3 215.8
Gross profit 169.2 153.2
Operating expenses
Selling, general and
administrative 88.2 83.2
Research and development 19.4 16.5
Other expense (income) 14.0 0.8
Earnings before interest and taxes 47.6 52.7
Interest income 1.5 1.9
Interest expense (2.3) (3.1)
Earnings before income taxes 46.8 51.5
Income tax provision 3.0 4.1
Net earnings $ 43.8 $ 47.4
Earnings per share
Primary $ 0.54 $ 0.63
Fully diluted $ 0.54 $ 0.59
Weighted average common shares
and equivalents outstanding (000's)
Primary 81,015 70,122
Fully diluted 81,015 80,506
See notes to consolidated financial statements.
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<PAGE>
FORM 10-Q
CONSOLIDATED Ceridian Corporation
BALANCE SHEETS (Unaudited) and Subsidiaries
- --------------------------------------------------------------------------------
March 31, December 31,
Assets 1997 1996
(In Millions)
Cash and equivalents $ 145.7 $ 169.2
Trade and other receivables, net 425.7 382.0
Inventories 40.9 47.6
Other current assets 17.9 14.8
Total current assets 630.2 613.6
Investments and advances 17.9 13.7
Property, plant and equipment, net 128.9 129.0
Goodwill and other intangibles, net 276.1 282.6
Software and development costs, net 115.6 110.4
Prepaid pension cost 101.8 99.5
Other noncurrent assets 2.4 2.3
Total assets $ 1,272.9 $ 1,251.1
Liabilities And Stockholders' Equity
Short-term debt and current
portion of long-term obligations $ 1.4 $ 2.0
Accounts payable 65.2 52.8
Drafts and settlements payable 130.3 138.4
Customer advances 99.5 99.4
Deferred income 80.1 74.3
Accrued taxes 71.8 75.8
Employee compensation and benefits 57.9 73.5
Restructure reserves, current portion 21.2 14.9
Other accrued expenses 101.8 93.7
Total current liabilities 629.2 624.8
Long-term obligations, less current portion 122.0 142.1
Deferred income taxes 8.1 7.7
Restructure reserves, less current portion 31.6 42.0
Employee benefit plans 73.7 73.3
Deferred income and other
noncurrent liabilities 16.3 14.9
Stockholders' equity 392.0 346.3
Total liabilities and
stockholders' equity $ 1,272.9 $ 1,251.1
- --------------------------------------------------------------------------------
See notes to consolidated financial statements.
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<PAGE>
FORM 10-Q
CONSOLIDATED Ceridian Corporation
STATEMENT OF CASH FLOWS (Unaudited) and Subsidiaries
For Periods Ended March 31,
Three Months
1997 1996
(In millions)
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings $ 43.8 $ 47.4
Adjustments to reconcile net earnings
to net cash provided by (used for)
operating activities:
Depreciation and amortization 19.5 16.6
Restructure reserves utilized (4.1) (4.0)
Other 4.3 (5.8)
Net change in working capital items:
Trade and other receivables (45.7) (31.3)
Other current assets 3.5 (3.3)
Drafts and settlements payable (8.1) 6.8
Customer advances and deferred income 6.4 -
Other current liabilities 1.4 (10.2)
Net cash provided by (used for)
operating activities 21.0 16.2
CASH FLOWS FROM INVESTING ACTIVITIES
Expended for property, plant
and equipment (13.2) (10.9)
Expended for software and development costs (7.9) (12.8)
Expended for investments in and advances
to businesses, less cash acquired (4.4) (4.9)
Proceeds from sales of businesses and assets 0.2 0.1
Net cash provided by (used for)
investing activities (25.3) (28.5)
CASH FLOWS FROM FINANCING ACTIVITIES
Revolving credit and overdrafts, net (19.2) (34.3)
Borrowings of other debt - -
Repayment of other debt (1.5) (3.2)
Preferred stock dividends - (3.2)
Exercise of stock options and other 1.6 7.4
Net cash provided by (used for)
financing activities (19.1) (33.3)
Effect of exchange rate changes on cash (0.1) (0.2)
NET CASH PROVIDED (USED) (23.5) (45.8)
Cash and equivalents at beginning of period 169.2 151.7
Cash and equivalents at end of period $ 145.7 $ 105.9
See notes to consolidated financial statements.
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<PAGE>
FORM 10-Q
CERIDIAN CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1997
(Dollars in millions)
(Unaudited)
Capital Assets
March 31, December 31,
1997 1996
Property, Plant and Equipment
Land $ 2.8 $ 2.6
Machinery and equipment 279.9 271.2
Buildings and improvements 78.4 77.7
Construction in progress 0.4 0.5
361.5 352.0
Accumulated depreciation (232.6) (223.0)
Property, plant and equipment, net $ 128.9 $ 129.0
Goodwill and Other Intangibles
Goodwill $ 249.6 $ 250.0
Accumulated amortization (43.5) (40.1)
Goodwill, net 206.1 209.9
Other intangible assets 83.6 85.0
Accumulated amortization (13.6) (12.3)
Other intangibles, net 70.0 72.7
Goodwill and other intangibles, net $ 276.1 $ 282.6
Software and Development Costs
Purchased software $ 44.9 $ 40.8
CII development cost 89.9 83.6
Other software development cost 22.6 22.1
157.4 146.5
Accumulated amortization (41.8) (36.1)
Software and development costs, net $ 115.6 $ 110.4
For Periods Ended March 31,
Three Months
Depreciation and Amortization 1997 1996
Depreciation and amortization of
property, plant and equipment $ 12.0 $ 10.6
Amortization of goodwill 3.4 3.0
Amortization of other intangibles 1.8 1.2
Amortization of software and
development costs 3.1 2.5
Other amortization (0.8) (0.7)
Total $ 19.5 $ 16.6
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<PAGE>
FORM 10-Q
CERIDIAN CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1997
(Dollars in millions)
(Unaudited)
STOCKHOLDERS' EQUITY
March 31, December 31,
1997 1996
Common Stock
Par value - $.50
Shares authorized - 200,000,000
Shares issued - 80,404,768 and 79,789,627 $ 40.2 $ 39.9
Shares outstanding - 80,365,580 and 79,768,431
Additional paid-in capital 1,121.7 1,123.4
Accumulated deficit (754.4) (798.7)
Foreign currency translation adjustments (0.4) 0.4
Restricted stock awards (7.8) (12.0)
Pension liability adjustment (6.3) (6.3)
Treasury stock, at cost (39,188 and
21,196 common shares) (1.0) (0.4)
Total stockholders' equity $ 392.0 $ 346.3
OTHER EXPENSE (INCOME)
For Periods Ended March 31,
Three Months
1997 1996
Foreign currency translation expense (income) $ 1.0 $ (0.1)
Loss (Gain) on sale of assets 0.2 0.1
Other expense (income) (1.0) (0.2)
Age Discrimination Settlement 13.0 0.0
Minority interest and equity in operations
of affiliates 0.8 1.0
Total $ 14.0 $ 0.8
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<PAGE>
FORM 10-Q
CERIDIAN CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1997
(Dollars in millions)
(Unaudited)
RECEIVABLES
March 31, December 31,
1997 1996
Trade and Other Receivables, Net:
Trade, less allowance of $12.7 and $11.4 $ 296.4 $ 259.5
Unbilled 116.4 111.5
Other 12.9 11.0
-------- ---------
Total $ 425.7 $ 382.0
RESTRUCTURE RESERVES
Bal Bal
Dec 31, Mar 31,
1996 Adds Paid Other 1997
Severance and Related Costs $ 4.7 $ -- $ 1.1 $ -- $ 3.6
Vacant Space 10.8 -- 2.0 -- 8.8
Costs to Dispose of Businesses 1.8 -- -- -- 1.8
Legal Costs 10.9 -- 0.7 -- 10.2
Environmental Costs 11.3 -- 0.2 -- 11.1
Duplicate Processing/Support 0.3 -- -- -- 0.3
Other 17.1 -- 0.1 -- 17.0
Total $ 56.9 $ -- $ 4.1 $ -- $ 52.8
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<PAGE>
FORM 10-Q
CERIDIAN CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1997
(Dollars in millions)
(Unaudited)
INVESTING ACTIVITY
In February 1997, Ceridian acquired FLX Corporation, a developer of
human resources management and benefits software which had revenue of $3.7
million in 1996 and is associated with the Human Resources Group. The
acquisition was accounted for by the pooling-of-interests method.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THE STATEMENTS REGARDING CERIDIAN CORPORATION ("CERIDIAN" OR "THE COMPANY")
CONTAINED IN THIS REPORT THAT ARE NOT HISTORICAL IN NATURE, PARTICULARLY THOSE
THAT UTILIZE TERMINOLOGY SUCH AS "EXPECTS," "ANTICIPATES," "BELIEVES" OR
"PLANS," ARE FORWARD-LOOKING STATEMENTS BASED ON CURRENT EXPECTATIONS AND
ASSUMPTIONS, AND ENTAIL VARIOUS RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL
RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN SUCH FORWARD-LOOKING
STATEMENTS. IMPORTANT FACTORS KNOWN TO CERIDIAN THAT COULD CAUSE SUCH MATERIAL
DIFFERENCES ARE DISCUSSED UNDER THE CAPTION "1997 FINANCIAL OUTLOOK" ON PAGES 24
AND 25 OF CERIDIAN'S 1996 ANNUAL REPORT TO STOCKHOLDERS, WHICH IS INCORPORATED
BY REFERENCE INTO PART II, ITEM 7 OF CERIDIAN'S ANNUAL REPORT ON FORM 10-K FOR
THE YEAR ENDED DECEMBER 31, 1996, WHICH DISCUSSION IS ALSO INCORPORATED HEREIN
BY REFERENCE.
RESULTS OF OPERATIONS
Included in the Company's first quarter 1997 results is a charge of $13.0
million ($12.1 million after tax) recorded as the result of the March 1997
settlement of certain age discrimination litigation involving the Company (see
Part II, Item 1 of this report). Absent the charge related to this settlement,
the Company would have reported first quarter 1997 net earnings of $55.9
million, or $0.69 per fully diluted common share.
REVENUE. The following table sets forth revenue for the Company, its two
industry segments, and the businesses that comprise those segments for the
periods shown:
Quarter ended March 31,
(DOLLARS IN MILLIONS) 1997 1996
change
Information Services Segment
Arbitron $36.6 1.5% $36.1
Human Resources Group 149.4 18.1% 126.6
Comdata 77.9 9.0% 71.5
------ -----
Total 263.9 12.7% 234.2
Defense Electronics Segment
Computing Devices International 150.6 11.8% 134.8
------ -----
Total Revenue $414.5 12.3% 369.0
------ -----
------ -----
About 30% of Information Services' revenue growth was attributable to
acquisitions. Also affecting Information Services' revenue comparison was a
first quarter 1996 change in the revenue recognition policy of Arbitron's
Scarborough Research Partnership ("SRP") which had the effect of increasing
Arbitron's first quarter 1996 revenue by $3.4 million. Adjusting for these
factors, Information Services' revenue increased 10% in the quarterly
comparison.
Slightly more than one-fourth of the revenue growth in HRG was due to
acquisitions. Adjusted for acquisitions, HRG's revenue growth largely
reflected increases in the seasonal volume of W-2 processing, in consulting
and installation services, and in investment income from tax filing deposits,
as well as increased demand for Resumix's skills management software and
related services. Approximately half of Comdata's revenue growth was due to
acquisitions. Adjusted for acquisitions, Comdata's revenue growth reflected
a significant increase in the number of ATM cash advance transactions in its
gaming business and, in its transportation business, increased demand for
telecommunications services and for Trendar systems to
- 10 -
<PAGE>
improve automation at truck stop fuel desks. Partially offsetting these revenue
gains were a decrease in revenue from credit card cash advances in the gaming
business, reflecting both a decrease in transactions and an increase by a major
credit card association in the merchant discount rate on such transactions
(which is netted against revenue), and a decrease in revenue recognized by
Comdata as the result of unreconciled transactions. Adjusting for the impact of
the SRP revenue recognition change, Arbitron's revenue increased 12%, as it
experienced an increase in revenue from sales of radio audience measurement
services and analytical software and an accelerated pace of order renewals for
the Scarborough Report.
Computing Devices' revenue increase was due primarily to contracts in its
U.S. operations for the production of avionics, data storage and intelligence
systems that are nearing completion, the 1996 increase in orders for avionics
products from its United Kingdom operations, and the Iris contract.
GROSS MARGIN. The Company's gross margin decreased in the quarterly
comparison from 41.5% to 40.8%, reflecting a decrease in Computing Devices from
22.9% to 20.9% of revenue. The decrease in Computing Devices' gross margin was
due primarily to inventory write-downs in its U.S. operations related to the
wearable computer and contract manufacturing operations.
Information Services' gross margin was unchanged in the quarterly
comparison at 52.2%, with margin improvements in Arbitron effectively negated by
a margin decrease in Comdata. The gross margin increase in Arbitron was due in
part to additional costs in the first quarter 1996 resulting from the change in
SRP's revenue recognition policy, but also to the revenue growth from radio
ratings and software applications and cost reduction efforts in connection with
a proprietary marketing analysis system that Arbitron acquired several years
ago. The gross margin decrease in Comdata was primarily due to increased agent
commissions paid to gaming locations, to the increased merchant discount rate,
and to revenue mix.
OPERATING EXPENSES. The increase in the Company's operating expenses from
27.2% of revenue in the first quarter of 1996 to 29.3% of revenue in the first
quarter of 1997 was due to the $13.0 million of other expense related to the
previously mentioned litigation settlement. Apart from that expense, operating
expenses decreased to 26.2% of revenue in the first quarter 1997. This decrease
was primarily due to a Company-wide decrease in selling, general and
administrative ("SG&A") expenses from 22.5% to 21.3% of revenue in the quarterly
comparison. About half of this improvement was due to higher compensation
expense during the first quarter 1996 associated with the Company's performance
restricted stock plan. Also contributing to the improvement was decreased
selling expense in Computing Devices' U.S. operations.
EARNINGS BEFORE INTEREST AND TAXES. The Company's earnings before interest
and taxes ("EBIT") decreased $5.0 million, or 9.6%, from the first quarter 1996
to the first quarter 1997. Apart from the impact of the litigation settlement,
the Company's EBIT increased $8.0 million, or 15.1%. Information Services' EBIT
increased $6.7 million, or 15.8%, in the quarterly comparison, and increased
from 18.1% of revenue in the first quarter 1996 to 18.6% of revenue in the first
quarter 1997. Computing Devices' EBIT increased $1.3 million, or 12.5%, in the
quarterly comparison, and increased as a percentage of revenue from 7.5% to
7.6%.
INTEREST INCOME AND EXPENSE AND TAXES. The decrease in interest expense in
the quarterly comparison reflected lower levels of debt. The provisions for
income taxes for the first quarters of 1996 and 1997 reflect effective tax rates
of 8.0% and 6.4%, respectively. The provisions primarily relate to state and
foreign taxes, and the decrease in the effective rate reflects an increased
portion of the Company's consolidated earnings being derived from the U.S.
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<PAGE>
FINANCIAL CONDITION
Of the Company's cash and equivalents at March 31, 1997, $82.8 million were
the U.S. dollar equivalent of unhedged Canadian dollar cash and equivalents held
by the Company's Canadian subsidiary, and $14.5 million was required to service
Comdata's ATM machines. In early April 1997, the Company also paid $24.0
million in settlement of the previously described litigation.
Reflected in the cash utilized in the first quarter 1997 in connection with
working capital items was a $45.7 million increase in trade and other
receivables, primarily reflecting increases in Comdata's gaming receivables
relating to the first quarter ending on a Monday. Cash and receivables balances
can be significantly affected by the particular day of the week on which the
applicable accounting period ends, primarily because of the large volume of
weekend transactions in Comdata's gaming business. Investing activities
utilized somewhat less cash during the first quarter 1997 compared to the first
quarter 1996 because of lower expenditures for capitalized software, as HRG was
in the process of assessing and scheduling additional development efforts
required in connection with the CII software development project. Financing
activities also utilized less cash during the first quarter 1997 as compared to
the first quarter 1996, with the difference primarily reflecting a decrease in
the amount of debt repaid and the elimination of the dividend on the Company's
5 1/2% preferred stock following its conversion into common stock in December
1996.
At March 31, 1997, $115.0 million in revolving loans and $1.4 million in
standby letters of credit were outstanding under the Company's revolving credit
facility. The Company was in compliance with all covenants contained in the
credit facility on that date, and would have been entitled to avail itself of an
additional $367 million of borrowing under the permitted debt covenant in the
credit facility.
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<PAGE>
CERIDIAN CORPORATION AND SUBSIDIARIES
FORM 10-Q
March 31, 1997
Part II. Other Information
Item 1. Legal Proceedings
Age Discrimination Litigation. On March 5, 1997, Ceridian announced that
it had agreed to settle lawsuits brought by 313 former employees who were
terminated during the period 1987-1990, and who had filed suit against Ceridian
in U.S. District Court in Minnesota in 1990 alleging violations of the Age
Discrimination in Employment Act. Under an agreement in which Ceridian denied
any wrongdoing, plaintiffs and their attorneys were paid $28.5 million on April
1, 1997, with $24.0 million paid by Ceridian and $4.5 million paid by Control
Data Systems, Inc. Ceridian will seek to recover the portion of its share of
the settlement attributable to employees of its former Imprimis Technology
Incorporated subsidiary from Seagate Technology, Inc., the purchaser of that
subsidiary. Of the $24 million cost of the settlement to Ceridian, $11 million
was covered by reserves that had been established in June 1994 and the $13
million balance was recorded in the first quarter 1997.
Retirement Plan Litigation. On May 5, 1997, the U.S. District Court in
Minnesota ruled on a motion by Ceridian and its U.S. defined benefit pension
plans (collectively, the "Plan") for summary judgment in connection with
class action litigation involving 12,000 former employees seeking increased
lump sum pension benefit payments. Although the court granted the
defendants' motion for summary judgment as to three of the four counts in the
complaint, in the course of the opinion and order denying summary judgment on
the fourth count, the court expressed the view that the Plan unambiguously
specified a discount rate that would have provided larger lump sum pension
benefits than had been paid by the Plan. Ceridian believes that the court's
actions in connection with the remaining count are in error, will seek
reconsideration, and will appeal any adverse judgment. Any such judgment
would result in an increase in Plan liabilities that is not currently
determinable.
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<PAGE>
CERIDIAN CORPORATION AND SUBSIDIARIES
FORM 10-Q
March 31, 1997
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
Exhibit Description
11 Statement re computation of earnings per share
27 Financial Data Schedule
27.1 Financial Data Schedule - 1993 Restated
27.2 Financial Data Schedule - 1994 Restated
27.3 Financial Data Schedule - 1995 Restated
(b) Reports on Form 8-K.
The Company filed a Form 8-K on January 23, 1997, reporting under
Item 5 thereof important factors known to the Company that could cause
the Company's actual results in 1997 to differ materially from
forward-looking statements made in Company filings with the Securities
and Exchange Commission and in press releases and other Company
publications, and made orally by Company management. This filing was
made for purposes of the safe harbor provided for forward-looking
statements by Section 21E of the Securities Exchange Act of 1934, as
amended.
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Quarterly Report on Form 10-Q for the period
ended March 31, 1997, to be signed on its behalf by the undersigned thereunto
duly authorized.
CERIDIAN CORPORATION
Registrant
Date: May 8, 1997 /s/ L. D. Gross
L. D. Gross
Vice President and
Corporate Controller
(Principal Accounting Officer)
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<PAGE>
Exhibit 11
CERIDIAN CORPORATION AND SUBSIDIARIES
STATEMENT RE COMPUTATION OF EARNINGS PER SHARE
(Amounts in millions, except per share data)
For Periods Ended March 31,
Three Months
1997 1996
Net earnings for common
stockholders - primary $ 43.8 $ 44.2
Restore dividends on
convertible preferred
stock 0.0 3.2
Net earnings for fully
diluted earnings
per share $ 43.8 $ 47.4
Weighted average common
shares outstanding 79,599 66,941
Common share equivalents
from stock options and
restricted stock awards 1,416 3,181
Weighted average common
shares and equivalents
outstanding - primary 81,015 70,122
Shares issuable assuming
conversion of preferred
stock 0 10,384
Weighted average common
shares and equivalents
outstanding - adjusted
for full dilution 81,015 80,506
Net earnings for common
stockholders - primary $ 43.8 $ 44.2
Weighted average common
shares and equivalents
outstanding - primary 81,015 70,122
Primary earnings per share $ 0.54 $ 0.63
Net earnings for fully
diluted earnings
per share $ 43.8 $ 47.4
Weighted average common
shares and equivalents
outstanding - adjusted
for full dilution 81,015 80,506
Fully diluted earnings
per share $ 0.54 $ 0.59
- 16 -
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 145,700
<SECURITIES> 0
<RECEIVABLES> 425,700
<ALLOWANCES> 12,700
<INVENTORY> 40,900
<CURRENT-ASSETS> 630,200
<PP&E> 361,500
<DEPRECIATION> 232,600
<TOTAL-ASSETS> 1,272,900
<CURRENT-LIABILITIES> 629,200
<BONDS> 122,000
0
0
<COMMON> 40,200
<OTHER-SE> 351,000
<TOTAL-LIABILITY-AND-EQUITY> 1,272,900
<SALES> 169,000
<TOTAL-REVENUES> 414,500
<CGS> 124,900
<TOTAL-COSTS> 245,300
<OTHER-EXPENSES> 14,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,300
<INCOME-PRETAX> 46,800
<INCOME-TAX> 3,000
<INCOME-CONTINUING> 43,800
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 43,800
<EPS-PRIMARY> 0.54
<EPS-DILUTED> 0.54
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1993
<PERIOD-END> DEC-31-1993
<CASH> 129,800
<SECURITIES> 103,400
<RECEIVABLES> 254,800
<ALLOWANCES> 11,800
<INVENTORY> 31,600
<CURRENT-ASSETS> 517,400
<PP&E> 274,000
<DEPRECIATION> 173,900
<TOTAL-ASSETS> 850,800
<CURRENT-LIABILITIES> 441,000
<BONDS> 246,700
0
4,700
<COMMON> 32,700
<OTHER-SE> (46,300)
<TOTAL-LIABILITY-AND-EQUITY> 850,800
<SALES> 450,200
<TOTAL-REVENUES> 1,109,800
<CGS> 358,800
<TOTAL-COSTS> 731,500
<OTHER-EXPENSES> (3,500)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 46,800
<INCOME-PRETAX> (239,700)
<INCOME-TAX> 4,000
<INCOME-CONTINUING> (243,700)
<DISCONTINUED> 0
<EXTRAORDINARY> 8,400
<CHANGES> 0
<NET-INCOME> (252,100)
<EPS-PRIMARY> (3.92)
<EPS-DILUTED> (3.92)
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS 9-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1994 DEC-31-1994 DEC-31-1994 DEC-31-1994
<PERIOD-END> MAR-31-1994 JUN-30-1994 SEP-30-1994 DEC-31-1994
<CASH> 136,600 146,200 162,200 137,800
<SECURITIES> 78,800 63,700 50,500 54,600
<RECEIVABLES> 269,900 280,900 284,200 307,500
<ALLOWANCES> 11,900 12,000 12,200 12,200
<INVENTORY> 26,800 27,600 21,900 26,500
<CURRENT-ASSETS> 508,500 514,800 514,700 523,600
<PP&E> 278,200 280,800 290,700 293,500
<DEPRECIATION> 176,100 176,900 182,200 181,700
<TOTAL-ASSETS> 846,900 938,000 953,800 977,500
<CURRENT-LIABILITIES> 425,900 462,300 481,500 480,600
<BONDS> 246,100 255,100 228,000 230,200
0 0 0 0
4,700 4,700 4,700 4,700
<COMMON> 32,900 33,000 33,200 33,400
<OTHER-SE> (22,900) (2,300) 27,700 48,800
<TOTAL-LIABILITY-AND-EQUITY> 846,900 938,000 953,800 977,500
<SALES> 114,100 242,100 393,600 528,000
<TOTAL-REVENUES> 281,500 565,800 876,500 1,177,800
<CGS> 91,700 192,200 308,800 406,100
<TOTAL-COSTS> 172,900 351,700 548,100 729,700
<OTHER-EXPENSES> 400 500 (700) (3,200)
<LOSS-PROVISION> 0 0 0 0
<INTEREST-EXPENSE> 8,100 16,200 24,200 32,200
<INCOME-PRETAX> 28,000 54,000 84,000 115,200
<INCOME-TAX> 3,600 6,700 9,500 17,500
<INCOME-CONTINUING> 24,400 47,300 74,500 97,700
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 24,400 47,300 74,500 97,700
<EPS-PRIMARY> 0.31 0.61 0.96 1.25
<EPS-DILUTED> 0.31 0.61 0.96 1.25
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS 9-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1995 DEC-31-1995 DEC-31-1995 DEC-31-1995
<PERIOD-END> MAR-31-1995 JUN-30-1995 SEP-30-1995 DEC-31-1995
<CASH> 117,300 128,500 192,300 151,700
<SECURITIES> 55,700 84,500 23,600 0
<RECEIVABLES> 313,100 319,600 350,300 385,200
<ALLOWANCES> 11,200 11,500 11,700 12,400
<INVENTORY> 27,900 29,200 33,600 30,400
<CURRENT-ASSETS> 517,900 576,900 616,200 570,800
<PP&E> 301,200 311,100 319,500 323,300
<DEPRECIATION> 187,100 193,500 198,000 202,400
<TOTAL-ASSETS> 995,000 1,058,000 1,119,000 1,126,100
<CURRENT-LIABILITIES> 467,200 500,100 541,700 605,600
<BONDS> 230,000 237,400 225,200 205,300
0 0 0 0
4,700 4,700 4,700 4,700
<COMMON> 33,500 33,500 33,500 33,700
<OTHER-SE> 84,500 114,800 150,400 111,600
<TOTAL-LIABILITY-AND-EQUITY> 995,000 1,058,000 1,119,000 1,126,100
<SALES> 141,400 279,900 408,700 562,800
<TOTAL-REVENUES> 326,200 653,600 971,500 1,333,000
<CGS> 108,100 209,200 300,700 411,000
<TOTAL-COSTS> 195,600 394,000 583,400 800,300
<OTHER-EXPENSES> (500) 200 800 33,600
<LOSS-PROVISION> 0 0 0 0
<INTEREST-EXPENSE> 7,700 15,600 23,300 30,600
<INCOME-PRETAX> 39,700 74,500 114,000 116,200
<INCOME-TAX> 4,300 9,800 15,700 18,700
<INCOME-CONTINUING> 35,400 64,700 98,300 97,500
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 38,900
<CHANGES> 0 0 0 0
<NET-INCOME> 35,400 64,700 98,300 58,600
<EPS-PRIMARY> 0.47 0.85 1.28 0.66
<EPS-DILUTED> 0.45 0.82 1.23 0.66
</TABLE>
