<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED COMMISSION FILE NUMBER
APRIL 27, 1997 1-3822
[LOGO]CAMPBELL SOUP COMPANY
New Jersey 21-0419870
STATE OF INCORPORATION I.R.S. EMPLOYER IDENTIFICATION NO.
CAMPBELL PLACE
CAMDEN, NEW JERSEY 08103-1799
PRINCIPAL EXECUTIVE OFFICES
TELEPHONE NUMBER: (609) 342-4800
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____.
THERE WERE 459,950,303 SHARES OF CAPITAL STOCK OUTSTANDING AS OF JUNE
2, 1997.
-1-
<PAGE> 2
PART I. FINANCIAL INFORMATION
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF EARNINGS
(unaudited)
(million dollars except per share amounts)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
----------------------- --------------------------
APRIL APRIL APRIL APRIL
27, 1997 28, 1996 27, 1997 28, 1996
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net sales $1,870 $1,831 $6,239 $6,038
-------- -------- -------- --------
Costs and expenses
Cost of products sold 1,030 1,061 3,369 3,449
Marketing and selling expenses 417 391 1,299 1,188
Administrative expenses 83 92 259 251
Research and development expenses 18 20 55 61
Other expense 40 21 107 66
Restructuring charges -- -- 216 --
-------- -------- -------- --------
Total costs and expenses 1,588 1,585 5,305 5,015
-------- -------- -------- --------
Earnings before interest and taxes 282 246 934 1,023
Interest, net 43 29 117 95
-------- -------- -------- --------
Earnings before taxes 239 217 817 928
Taxes on earnings 82 72 296 307
-------- -------- -------- --------
Net earnings $ 157 $ 145 $ 521 $ 621
======== ======== ======== ========
Per share
Net earnings $ .34 $ .29 $ 1.09 $ 1.25
======== ======== ======== ========
Dividends $ .193 $ .173 $ .558 $ .500
======== ======== ======== ========
Weighted average shares outstanding 464 498 476 498
======== ======== ======== ========
</TABLE>
See Notes To Financial Statements
-2-
<PAGE> 3
CAMPBELL SOUP COMPANY CONSOLIDATED
BALANCE SHEETS
(unaudited)
(million dollars)
<TABLE>
<CAPTION>
APRIL JULY
27, 1997 28, 1996
-------- --------
<S> <C> <C>
Current assets
Cash and cash equivalents $ 11 $ 34
Accounts receivable 746 618
Inventories 650 739
Other current assets 210 227
-------- --------
Total current assets 1,617 1,618
-------- --------
Plant assets, net of depreciation 2,634 2,681
Intangible assets, net of amortization 1,912 1,808
Other assets 536 525
-------- --------
Total assets $6,699 $6,632
======== ========
Current liabilities
Notes payable $1,755 $ 865
Payable to suppliers and others 460 568
Accrued liabilities 800 593
Dividend payable 89 86
Accrued income taxes 160 117
-------- --------
Total current liabilities 3,264 2,229
-------- --------
Long-term debt 934 744
Nonpension postretirement benefits 458 452
Other liabilities, including deferred
income taxes of $271 and $274 491 465
-------- --------
Total liabilities 5,147 3,890
-------- --------
Shareowners' equity
Preferred stock; authorized 40 shares;
none issued -- --
Capital stock, $.0375 par value; authorized
560 shares; issued 542 shares 20 20
Capital surplus 305 228
Earnings retained in the business 3,468 3,211
Capital stock in treasury, at cost (2,235) (779)
Cumulative translation adjustments (6) 62
-------- --------
Total shareowners' equity 1,552 2,742
----------- -----------
Total liabilities and shareowners' equity $6,699 $6,632
======== ========
</TABLE>
See Notes to Financial Statements
-3-
<PAGE> 4
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF CASH FLOWS
(unaudited)
(million dollars)
<TABLE>
<CAPTION>
Nine Months Ended
-----------------
APRIL APRIL
27, 1997 28, 1996
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 521 $ 621
Non-cash charges to net earnings
Restructuring charge 216 --
Depreciation and amortization 250 241
Deferred taxes (47) 5
Other, net 45 59
Changes in working capital
Accounts receivable (117) (45)
Inventories 112 20
Other current assets and liabilities (66) (73)
------- -----
Net cash provided by operating activities 914 828
------- -----
Cash flows from investing activities:
Purchases of plant assets (200) (266)
Sales of plant assets 30 29
Businesses acquired (227) (149)
Sales of businesses 73 45
Net change in other assets and liabilities (25) (80)
------- -----
Net cash used in investing activities (349) (421)
------- -----
Cash flows from financing activities:
Long-term borrowings 300 225
Repayments of long-term borrowings (7) (33)
Short-term borrowings 1,095 146
Repayments of short-term borrowings (309) (419)
Dividends paid (260) (241)
Treasury stock purchased (1,451) (139)
Treasury stock issued 60 53
------- -----
Net cash used in financing activities (572) (408)
------- -----
Effect of exchange rate changes on cash (14) 5
------- -----
Net change in cash and cash equivalents (21) 4
Cash and cash equivalents - beginning of period 32 53
------- -----
Cash and cash equivalents - end of period $ 11 $ 57
======= =====
</TABLE>
See Notes to Financial Statements
-4-
<PAGE> 5
CAMPBELL SOUP COMPANY CONSOLIDATED
STATEMENTS OF CHANGES IN SHAREOWNERS' EQUITY
(unaudited)
(million dollars)
<TABLE>
<CAPTION>
Earnings
Retained Capital Cumulative Total
Preferred Capital Capital in the Stock in Translation Shareowners'
Stock Stock Surplus Business Treasury Adjustments Equity
--------- ------- ------- --------- -------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at July 30, 1995 $ - $20 $165 $2,755 $(550) $78 $2,468
Net earnings 621 621
Cash dividends ($.50 per share) (249) (249)
Treasury stock purchased (139) (139)
Treasury stock issued under Management
incentive and Stock option plans 49 13 62
Translation adjustments (22) (22)
- ----------------------------------------------------------------------------------------------------------------------------
Balance at April 28, 1996 $ - $20 $214 $3,127 $(676) $56 $2,741
============================================================================================================================
BALANCE AT JULY 28, 1996 $ - $20 $228 $3,211 $(779) $62 $2,742
NET EARNINGS 521 521
CASH DIVIDENDS ($.558 PER SHARE) (264) (264)
TREASURY STOCK PURCHASED (1,451) (1,451)
TREASURY STOCK ISSUED UNDER MANAGEMENT
INCENTIVE AND STOCK OPTION PLANS 77 (5) 72
TRANSLATION ADJUSTMENTS (68) (68)
- ----------------------------------------------------------------------------------------------------------------------------
BALANCE AT APRIL 27, 1997 $ - $20 $305 $3,468 $(2,235) $(6) $1,552
============================================================================================================================
</TABLE>
CHANGES IN NUMBER OF SHARES (UNAUDITED)
(thousands of shares)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
Issued Outstanding In Treasury
-------- ------------ -----------
<S> <C> <C> <C>
Balance at July 30, 1995 542,491 498,462 44,028
Treasury stock purchased (4,898) 4,898
Treasury stock issued under Management 3,412 (3,412)
incentive and Stock option plans
- ----------------------------------------------------------------------------------------------
Balance at April 28, 1996 542,491 496,976 45,514
==============================================================================================
BALANCE AT JULY 28, 1996 542,491 494,456 48,034
TREASURY STOCK PURCHASED (35,598) 35,598
TREASURY STOCK ISSUED UNDER MANAGEMENT 2,846 (2,846)
INCENTIVE AND STOCK OPTION PLANS
- ----------------------------------------------------------------------------------------------
BALANCE AT APRIL 27, 1997 542,491 461,704 80,786
==============================================================================================
</TABLE>
See Notes To Financial Statements
-5-
<PAGE> 6
CAMPBELL SOUP COMPANY CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS
(unaudited)
(millions)
(a) The financial statements reflect all adjustments which are, in the
opinion of management, necessary for a fair presentation of the results
for the indicated periods. All such adjustments are of a normal recurring
nature.
(b) The number of shares of capital stock and per share amounts have been
adjusted to reflect the 2-for-1 stock split effective March 17, 1997.
(c) Net earnings per share are based on the weighted average shares
outstanding during the applicable periods. The potential dilution from
the exercise of stock options is not material.
(d) Inventories
<TABLE>
<CAPTION>
APRIL July
27, 1997 28, 1996
-------- --------
<S> <C> <C>
Raw materials, containers and supplies $261 $323
Finished products 433 461
- -------------------------------------------------------------------------------------------
694 784
Less - Adjustment of certain inventories to LIFO basis 44 45
- -------------------------------------------------------------------------------------------
$650 $739
===========================================================================================
</TABLE>
(e) Restructuring Program
A special charge of $216 million, $160 million after tax or $.33 per
share, was recorded in the first quarter of fiscal 1997 to cover the
costs of the restructuring program approved September 4, 1996 by the
company's Board of Directors. The restructuring program is designed to
provide funding for the company's strategic growth plan by reconfiguring
or closing various plants to improve operational efficiency, reducing
administrative and operational staff functions and divesting
non-strategic, under-performing businesses with sales of approximately
$275 million. The restructuring includes the elimination of approximately
2,100 administrative and operational positions from the company's
worldwide workforce.
Restructuring charges include approximately $113 million in cash charges
primarily related to severance and employee benefit costs, substantially
all of which will be paid by the first quarter of fiscal 1998. The
balance of the restructuring charge relates to non-cash charges for the
write down of plant assets and estimated losses on the disposition of
plant assets and business divestitures. The company plans to complete the
program in fiscal 1998. A summary of the original reserves and activity
through April 27, 1997 follows:
-6-
<PAGE> 7
<TABLE>
<CAPTION>
BALANCE
Original APRIL
Reserves Activity 27, 1997
-------- -------- --------
<S> <C> <C> <C>
Loss on asset dispositions and divestitures $108 $(25) $83
Severance and benefits 93 (16) 77
Other 15 (2) 13
- --------------------------------------------------------------------------------------------------------------------------
Total $216 ($43) $173
==========================================================================================================================
</TABLE>
-7-
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
CAMPBELL SOUP COMPANY
RESULTS OF OPERATIONS
OVERVIEW
Campbell achieved record sales and earnings for the third quarter ended April
27, 1997. Net sales for the quarter were $1.87 billion, up 2% from the
comparable period last year. Earnings per share increased 17% to a quarterly
record of $.34, up from $.29 in the third quarter last year. Net earnings rose
8% to $157 million from $145 million a year ago.
Sales for the nine months increased 3% to $6.24 billion, versus $6.04 billion
for the comparable period last year. Net earnings for the nine months of $521
million were down from $621 million last year and earnings per share declined to
$1.09 from $1.25 due to a special charge recorded in the first quarter to cover
the costs of a restructuring program. Before the special charge, net earnings
increased 10% and earnings per share increased 14% versus the prior year.
RESULTS BY DIVISION
THIRD QUARTER
U.S.A. - Excluding the effects of divestitures, U.S.A. sales for the quarter
increased 3% to $1.08 billion. The increase was primarily driven by 8% growth in
wet soup sales, comprised of 2% volume growth. Operating earnings rose 12% to
$227 million.
Wet soup volume was led by traditional Red & White icons, Chicken Noodle, Tomato
and Cream of Mushroom, the continued success of 98% fat-free cream soups,
Campbell's "Home Cookin'" soups and the new "Joseph A. Campbell" premium soup in
glass. Strong sales and volume performances were also achieved by
Franco-American's "Superiore" pasta and "Swanson" canned poultry. Prego's new
premium spaghetti sauce, "Primore", achieved excellent market acceptance.
Food Service reported strong sales growth behind the new frozen Campbell's
Restaurant Soups and "Pace" Mexican sauces.
The strong growth in core businesses was offset by lower sales of "Swanson"
frozen foods and "Vlasic" pickles.
BAKERY & CONFECTIONERY - Bakery & Confectionery sales increased 5% to $412
million from $392 million in the third quarter of last year. The sales increase
was driven by Pepperidge Farm cracker and cookie volume and Godiva Chocolatier
volume. Operating earnings rose 51% to $43 million versus $28 million last year
due in part to a one-time reporting change at Arnotts.
Pepperidge Farm's "Goldfish" crackers and "Milano" cookies experienced continued
strong volume growth while "Frozen Garlic" bread and new "Swirl" breads also
registered solid volume gains. Godiva, boosted by excellent Valentine's Day and
Easter sales, reported strong volume growth and increased profitability.
-8-
<PAGE> 9
INTERNATIONAL GROCERY - International Grocery reported sales of $403 million, an
11% increase from last year. The sales increase was primarily due to the first
quarter acquisition of Erasco, Germany's leading soup company. Operating
earnings increased 10% to $31 million from $28 million in the prior year.
Sales were strong in Canada and Mexico and increased marketing investment in
Japan and Asia continued to drive soup volume.
NINE MONTHS
U.S.A. - Excluding the effects of divestitures, U.S.A. sales for the nine months
increased 6% to $3.69 billion. The sales increase was primarily driven by 10%
growth in wet soup sales, comprised of 4% volume growth. Operating earnings
after the special charge were $780 million versus $811 million last year. Before
the charge, operating earnings grew 15% to $933 million.
Red & White condensed soup, led by icons Chicken Noodle, Tomato and Cream of
Mushroom, continued its strong volume growth. Other strong sales and volume
performers included "Swanson" canned poultry and broth, Franco-American's
"Superiore" pasta and Food Service's frozen Campbell's Restaurant Soups and
"Prego" lasagna.
BAKERY & CONFECTIONERY - Bakery & Confectionery sales grew 6% to $1.37 billion
from $1.29 billion in the first nine months. The sales increase was driven by
Pepperidge Farm and Godiva. Operating earnings after the special charge were
$117 million versus $148 million last year. Before the charge, operating
earnings increased 17% to $173 million.
Pepperidge Farm's "Goldfish" crackers and "Milano" cookies volume and Godiva's
Christmas, Valentine's Day and Easter record sales drove performance for the
first nine months.
INTERNATIONAL GROCERY - International Grocery reported sales of $1.25 billion in
the first nine months, an 8% increase over the prior year. The sales increase
was primarily due to the acquisition of Erasco. Operating earnings after the
special charge declined to $95 million from $107 million last year. Before the
charge, operating earnings were $102 million, down 4% from last year.
Wet soup volume outside the U.S. was up 29% led by Erasco, Asia, Canada, United
Kingdom and Japan. In addition, Mexico achieved double-digit sales and earnings
growth. Sales and earnings continued to be adversely impacted by the Argentine
operations, German grocery businesses and specialty distribution companies.
STATEMENTS OF EARNINGS
Net sales increased 2% for the third quarter and 3% for the nine months,
compared to the same periods last year. Sales of ongoing businesses were up 5%
for the quarter and 6% for the nine months. The gains were driven principally by
worldwide wet soup volume gains of 7% for the quarter and 6% for the first nine
months. Strong volume gains were achieved in U.S. soup, Asia, United Kingdom and
Japan.
Gross margins improved 2.9 percentage points to 44.9% in the third quarter and
3.1 percentage points to 46% for the nine month period. Improvements resulted
primarily from ongoing cost productivity programs and higher selling prices.
Marketing and selling expenses increased 7% for the third quarter and 9% for the
nine month period, over comparable periods a year ago. The increases were
attributable to spending behind the launch of 98% fat-free cream soups, Prego's
"Primore", "V8 Splash" and premium soup in glass in the U.S. and marketing
efforts at Pepperidge Farm. Overall, these expenses increased slightly to .9 and
1.1 percentage points for the quarter and nine months, respectively, as a
percentage of net sales versus last year.
-9-
<PAGE> 10
Administrative expenses were down 10% for the quarter and up 3% for the nine
month period versus last year. The decline for the quarter was primarily
attributable to favorable employee benefits experience and timing of incentive
compensation accruals. The year-to-date increase was due principally to accruals
for incentive compensation and external consulting services in connection with
the company's strategic growth plan. Other expense is up due to the effect of
the increase in Campbell's share price on the company's long-term incentive plan
obligations. The increase in interest expense is primarily due to financing
costs associated with the company's share repurchase program.
The effective tax rate for the first nine months was 36% compared to 33% last
year due to the timing of the restructuring charges. Before the special charge,
the company expects its effective tax rate for fiscal 1997 to approximate 34%.
SPECIAL CHARGE
On September 4, 1996, the company's Board of Directors approved a special charge
of $216 million ($160 million after-tax or $.33 per share) to cover the costs of
a restructuring program. The restructuring program is designed to provide
funding for the company's strategic growth plan by reconfiguring or closing
various plants to improve operational efficiency, reducing administrative and
operational staff functions and divesting non-strategic, under-performing
businesses with sales of approximately $275 million. The program includes the
elimination of approximately 2,100 administrative and operational positions from
the company's worldwide workforce.
Restructuring charges include approximately $113 million in cash charges
primarily related to severance and employee benefits, substantially all of which
is expected to be paid by the first quarter of fiscal 1998. The balance of the
charge relates to non-cash charges for the write down of plant assets and the
estimated losses on the disposition of assets and divestitures. The
restructuring program is expected to generate approximately $200 million in
savings over the next two years. These savings are from reductions in employee
salaries and benefits, plant overhead, depreciation and amortization. The
company plans to complete the program in fiscal 1998 and cash outflows will not
adversely affect the company's liquidity. See Note (e) of the Consolidated
Financial Statements for further discussion of the restructuring program.
LIQUIDITY AND CAPITAL RESOURCES
Cash provided by operating activities was up 10% to $914 million due to the
strong underlying operating earnings growth and continued tight management of
inventory levels.
Capital expenditures were $200 million, a decline of $66 million from the prior
year, due to the completion of the Arnotts Huntingwood manufacturing facility.
Capital expenditures are projected to approximate $350 million in fiscal 1997.
During the year, the company acquired Germany's leading soup company for
approximately $205 million. In addition, Arnotts acquired the assets of Kettle
Chip Company, a Sydney, Australia based potato chip concern.
During the first quarter, the company completed its "Dutch Auction" tender offer
by repurchasing 27 million shares at $40 per share. In addition, during the
first nine months, the company repurchased approximately 8.6 million shares in
the open market bringing the total shares repurchased to 35.6 million versus 4.9
million shares during the same period in fiscal 1996. The repurchases were
funded by short-term borrowings of approximately $1.2 billion and a long-term
debt issuance of $300 million at 6.9% due in fiscal 2007. The number of shares
of capital stock and per share amounts have been adjusted to reflect the 2-for-1
stock split effective March 17, 1997.
-10-
<PAGE> 11
RECENT DEVELOPMENTS
In fiscal 1996, the FASB issued FAS 123 -- "Accounting for Stock-Based
Compensation". The standard allows the option of recording an expense for the
fair market value of stock options and similar equity instruments issued to
employees or disclosing the "pro forma" impact on net earnings and earnings per
share. The company will adopt the disclosure requirements of FAS 123 in its
fiscal 1997 Annual Report and there will be no effect on reported net earnings
and earnings per share.
In fiscal 1997, the FASB issued FAS 128 -- "Earnings per Share". The standard
requires new earnings per share calculations and dual presentation of "basic"
and "diluted" earnings per share. The company will adopt FAS 128 in the second
quarter of fiscal 1998. Basic earnings per share will approximate earnings per
share as currently reported and diluted earnings per share will give effect to
the issuance of stock options. The adoption of FAS 128 is not expected to have a
material effect on the company's earnings per share.
-11-
<PAGE> 12
PART II
ITEM 1. LEGAL PROCEEDINGS
In management's opinion, there are no pending claims or litigation, the outcome
of which would have a material effect on the consolidated financial position of
the company. In October, 1995, the United States of America filed a complaint
against Campbell at the request of the Environmental Protection Agency in the
United States Court for the Eastern District of California relating to certain
air emission permits at the company's Sacramento, CA facility. The suit seeks
monetary and injunctive relief for alleged violations of the Clean Air Act
claiming that the Sacramento Metropolitan Air Quality Management District, the
responsible state agency, allowed plant modifications without the appropriate
permits and pollution control equipment. Campbell is disputing this alleged
violation.
Campbell has also received a complaint from the United States Environmental
Protection Agency relating to the waste water discharge from its new can
manufacturing line at its Sacramento, CA facility. Campbell has completed
corrective action and is proceeding administratively to resolve this alleged
violation.
The company has also been named as a potentially responsible party in a number
of proceedings brought under the Comprehensive Environmental Response,
Compensation and Liability Act, commonly known as Superfund. The ultimate impact
of these proceedings cannot be predicted at this time due to the large number of
other potentially responsible parties, and the speculative nature of clean-up
cost estimates, but it is not expected to be material either individually or in
the aggregate.
ITEM 5. OTHER INFORMATION
a. Cautionary Statement on Forward-Looking Statements
This report contains certain forward-looking statements which are
based on management's current views and assumptions regarding
future events and financial performance. These statements are
qualified by reference to the section "Cautionary Statement on
Forward-Looking Statements" in Item 1 of the company's Annual
Report on Form 10-K for the fiscal year ended July 28, 1996. See
Item 1 for a description of important factors that could impact
the company's strategic growth plan goals and cause actual results
to differ materially from those expressed or implied in the
forward-looking statements.
-12-
<PAGE> 13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
No.
4 There is no instrument with respect to long-term debt of the
company that involves indebtedness or securities authorized
thereunder exceeding 10 percent of the total assets of the
company and its subsidiaries on a consolidated basis. The
company agrees to file a copy of any instrument or agreement
defining the rights of holders of long-term debt of the company
upon request of the Securities and Exchange Commission.
27 Financial Data Schedule
b. Reports on Form 8-K
There were no reports on Form 8-K filed by Campbell during the
quarter for which this report is filed.
-13-
<PAGE> 14
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.
CAMPBELL SOUP COMPANY
Date: June 11, 1997 By:/s/JOHN M. COLEMAN
----------------------------------------------
John M. Coleman, Senior Vice President -
Law and Public Affairs
Date: June 11, 1997 By:/s/BASIL L. ANDERSON
----------------------------------------------
Basil L. Anderson, Senior Vice President -
Finance, Chief Financial Officer and Treasurer
-14-
<PAGE> 15
INDEX TO EXHIBITS
Exhibit Number
27 Financial Data Schedule
-15-
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-03-1997
<PERIOD-START> JUL-29-1996
<PERIOD-END> APR-27-1997
<CASH> 11
<SECURITIES> 0
<RECEIVABLES> 801
<ALLOWANCES> 55
<INVENTORY> 650
<CURRENT-ASSETS> 1,617
<PP&E> 4,510
<DEPRECIATION> 1,876
<TOTAL-ASSETS> 6,699
<CURRENT-LIABILITIES> 3,264
<BONDS> 934
0
0
<COMMON> 20
<OTHER-SE> 1,532
<TOTAL-LIABILITY-AND-EQUITY> 6,699
<SALES> 6,239
<TOTAL-REVENUES> 6,239
<CGS> 3,369
<TOTAL-COSTS> 3,369
<OTHER-EXPENSES> 1,354
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 123
<INCOME-PRETAX> 817
<INCOME-TAX> 296
<INCOME-CONTINUING> 521
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 521
<EPS-PRIMARY> $1.09
<EPS-DILUTED> $1.09
</TABLE>
