<PAGE> 1
FORM 1O-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 2O549
-------------------------------------------
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
-------------------------------------------
For quarter ended February 29, 1996
Commission File Number 1-4304
COMMERCIAL METALS COMPANY
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 75-0725338
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
7800 Stemmons Freeway
P. O. Box 1046 Dallas, Texas 75221
------------------------------------------------------
( Address of principal executive offices )
( Zip Code )
(214) 689-4300
------------------------------------------------------
( Registrant's telephone number, including area code )
------------------------------------------------------
Former name, former address and former fiscal year,
if changed since 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
----- -----
As of February 29, 1996 there were 15,023,111 shares of the Company's common
stock issued and outstanding excluding 1,109,472 shares held in the Company's
treasury.
<PAGE> 2
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART I - Financial Statements:
Consolidated Balance Sheets -
February 29, 1996 and August 31, 1995 2 - 3
Consolidated Statements of Earnings -
Three months and six months ended
February 29, 1996 and February 28, 1995 4
Consolidated Statements of Cash Flows -
Six months ended February 29, 1996
and February 28, 1995 5
Consolidated Statement of Stockholders'
Equity - February 29, 1996 6
Notes to Consolidated Financial Statements 7
Management's Discussion and Analysis of the
Consolidated Financial Statements 8 - 12
PART II - Other Information and Signatures 13- 15
Exhibit 11 (a) - Calculation of Primary and
Fully Diluted Earnings per Share 16
</TABLE>
Page 1
<PAGE> 3
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
( In thousands except share data )
<TABLE>
<CAPTION>
February 29, August 31,
1996 1995
------------ ----------
<S> <C> <C>
CURRENT ASSETS:
Cash $10,978 $21,018
Accounts receivable (less allowance for
collection losses of $5,221 and $4,743) 294,108 268,657
Inventories 215,539 208,114
Other 31,866 36,316
-------- --------
TOTAL CURRENT ASSETS 552,491 534,105
OTHER ASSETS 4,878 4,259
PROPERTY, PLANT, AND EQUIPMENT, at cost:
Land 16,637 16,629
Buildings 42,206 40,178
Equipment 389,993 372,644
Leasehold improvements 17,821 16,972
Construction in process 17,334 10,282
-------- --------
483,991 456,705
Less accumulated depreciation
and amortization (265,974) (246,966)
-------- --------
218,017 209,739
-------- --------
$775,386 $748,103
</TABLE> ======== ========
See notes to consolidated financial statements.
Page 2
<PAGE> 4
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
( In thousands except share data )
<TABLE>
<CAPTION>
February 29, August 31,
1996 1995
------------ ----------
<S> <C> <C>
CURRENT LIABILITIES:
Commercial paper $30,000 $ --
Notes payable 30,142 5,189
Accounts payable 105,166 107,906
Other payables and accrued expenses 110,403 137,933
Income taxes payable 6,176 3,246
Current maturities of long-term debt 11,557 14,108
-------- --------
TOTAL CURRENT LIABILITIES 293,444 268,382
DEFERRED INCOME TAXES 21,393 18,553
LONG-TERM DEBT 148,676 158,004
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Capital stock:
Preferred stock -- --
Common stock, par value $5.00 a share;
authorized 40,000,000 shares; issued
16,132,583 shares, outstanding
15,023,111 and 15,369,592 shares 80,663 80,663
Additional paid-in capital 12,959 11,946
Retained earnings 241,205 223,994
-------- --------
334,827 316,603
Less treasury stock,
1,109,472 and 762,991 shares at cost (22,954) (13,439)
-------- --------
311,873 303,164
-------- --------
$775,386 $748,103
======== ========
</TABLE>
See notes to consolidated financial statements.
Page 3
<PAGE> 5
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
( In thousands except share data )
<TABLE>
<CAPTION>
Three months ended Six months ended
February February February February
29, 28, 29, 28,
--------------------- ----------------------
1996 1995 1996 1995
-------- -------- -------- ---------
<S> <C> <C> <C> <C>
REVENUES:
Net sales $514,855 $530,907 $1,103,093 $942,341
Other revenue 3,326 2,060 5,307 4,364
---------- ---------- ---------- ----------
518,181 532,967 1,108,400 946,705
COSTS AND EXPENSES:
Cost of goods sold 457,227 472,703 987,509 838,386
Selling, general and
administrative expenses 37,700 37,280 73,412 64,604
Interest expense 4,160 4,168 7,857 7,197
Employees' pension and
profit sharing plans 3,269 2,698 6,671 5,052
Litigation accrual -- -- -- 6,650
---------- ---------- ---------- ----------
502,356 516,849 1,075,449 921,889
EARNINGS BEFORE INCOME TAX 15,825 16,118 32,951 24,816
INCOME TAXES 5,815 5,841 12,109 8,167
---------- ---------- ---------- ----------
NET EARNINGS $10,010 $10,277 $20,842 $16,649
========== ========== ========== ==========
Net earnings per share $0.67 $0.67 $1.36 $1.11
Cash dividends per share $0.12 $0.12 $0.24 $0.24
Average shares outstanding 15,025,543 15,451,182 15,298,581 14,994,449
</TABLE>
See notes to consolidated financial statements.
Page 4
<PAGE> 6
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
(In thousands) Six months ended
Feb. 29, Feb. 28,
------------------------
1996 1995
- ----------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $20,842 $16,649
Adjustments to earnings not requiring cash:
Depreciation and amortization 21,056 19,045
Provision for losses on receivables 882 1,149
Other (156) (220)
------- -------
Cash flows from operations before changes in
operating assets and liabilities 42,624 36,623
Changes in operating assets and liabilities
(net of effect of Owen acquisition):
Decrease (increase) in receivables (27,482) (11,991)
Decrease (increase) in inventories (7,425) (23,024)
Decrease (increase) in other assets 3,831 (1,498)
Increase (decrease) in accounts payable,
accrued expenses and income taxes (28,580) (8,500)
------- -------
Net Cash Used by Operating Activities (17,032) (8,390)
- ----------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of Owen Steel, net of cash acquired (2,232) (24,994)
Temporary investments -- 19,174
Purchase of property, plant and equipment (20,849) (11,759)
Sales of property, plant and equipment 156 220
------- -------
Net Cash Used by Investing Activities (22,925) (17,359)
- ----------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Commercial paper - net change 30,000 (10,000)
Notes payable - net change 24,953 5,364
New long-term debt -- 60,000
Refinance long-term debt of acquisition -- (32,000)
Payments on long-term debt (11,879) (2,352)
Stock issued under stock option/bonus plans 3,939 1,580
Treasury stock acquired (13,465) --
Tax benefits related to stock option plan -- 1,451
Dividends paid (3,631) (3,536)
------- -------
Net Cash Provided by Financing Activities 29,917 20,507
- ----------------------------------------------------------------------------
Decrease in Cash and Cash Equivalents (10,040) (5,242)
Cash and Cash Equivalents at Beginning of Year 21,018 19,095
------- -------
Cash and Cash Equivalents at End of Period $10,978 $13,853
======= =======
</TABLE>
See notes to consolidated financial statements.
Page 5
<PAGE> 7
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
( In thousands except share data )
<TABLE>
<CAPTION>
Common Stock Treasury Stock
----------------------- Add'l ---------------------
Number of Paid-In Retained Number of
Shares Amount Capital Earnings Shares Amount
----------- --------- -------- ---------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Balance September 1, 1995 16,132,583 $80,663 $11,946 $223,994 (762,991) ($13,439)
Net earnings for six months
ended February 29, 1996 20,842
Cash dividends - $.24 a share (3,631)
Treasury stock acquired (557,600) (13,465)
Additonal treasury stock
issued for Owen acquisition 552 37,196 472
Stock issued under stock option,
purchase and bonus plans 461 173,923 3,478
---------- ------- ------- -------- --------- -------
Balance, February 29, 1996 16,132,583 $80,663 $12,959 $241,205 (1,109,472) ($22,954)
========== ======= ======= ======== ========= =======
</TABLE>
See notes to consolidated financial statements.
Page 6
<PAGE> 8
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A - LONG-TERM DEBT AND EQUITY (in thousands):
<TABLE>
<CAPTION>
Long-Term Current Amount
Debt Maturities Outstanding
--------- ---------- -----------
<S> <C> <C> <C>
7.20% notes due 2005 $100,000 $ -- $100,000
8.49% notes due 2001 35,715 7,143 42,858
8.75% note due 1999 12,856 4,286 17,142
Other 105 128 233
-------- -------- --------
$148,676 $11,557 $160,233
======== ======== ========
</TABLE>
NOTE B - TAXES ON INCOME:
Provision for taxes on income includes estimated United States taxes on
undistributed earnings of subsidiaries outside the United States.
NOTE C - QUARTERLY FINANCIAL DATA:
In the opinion of Management, the accompanying unaudited
consolidated financial statements contain all adjustments (consisting of only
normal recurring accruals) necessary to present fairly the financial
position as of February 29, 1996, the results of operations for the six
months then ended and cash flows for the same periods. The results of
operations for the six month periods are not necessarily indicative of the
results to be expected for a full year.
Page 7
<PAGE> 9
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED RESULTS OF OPERATIONS
<TABLE>
<CAPTION>
(in millions)
2ND QTR 2nd Qtr
FY 1996 FY 1995
------- -------
<S> <C> <C>
Revenues $ 518 $ 533
Net earnings 10.0 10.3
Cash flow 21.1 21.9
LIFO reserve 32.9 23.5
</TABLE>
<TABLE>
<CAPTION>
SIX MONTHS Six Months
FY 1996 FY 1995
---------- ----------
<S> <C> <C>
Revenues $ 1,108 $ 947
Net earnings 20.8 16.6
Cash flow 42.6 36.6
</TABLE>
SIGNIFICANT EVENTS AFFECTING THE COMPANY THIS QUARTER:
- - Earnings per share matched the prior year record second quarter resulting in
record first half net earnings
- - Steel Group attained record second quarter sales and profits despite weaker
markets and poor weather
- - Recycling segment had a respectable but lower quarter than the prior year
- - Marketing and trading operating profit up despite intense competition and
global oversupply
The LIFO method of inventory valuation increased net earnings for the quarter
$722 thousand (5 cents per share) compared to a decrease of $1.3 million (9
cents per share) last year.
Page 8
<PAGE> 10
For the six months net earnings were $868 thousand higher (6 cents per share)
compared to a decrease of $1.4 million (9 cents per share) last year.
SEGMENT OPERATING DATA
Revenues and operating profit by business segment are shown in the
following table:
<TABLE>
<CAPTION>
Three months ended Six months ended
Feb 29 Feb 28 Feb 29 Feb 28
1996 1995 1996 1995
-------- -------- ---------- --------
<S> <C> <C> <C> <C>
REVENUES:
Manufacturing $239,803 $243,396 $484,543 $405,134
Recycling 109,774 133,785 232,402 234,606
Marketing and
Trading 177,648 168,251 413,755 330,714
Corporate and
Eliminations (9,044) (12,465) (22,300) (23,749)
-------- -------- ---------- --------
$518,181 $532,967 $1,108,400 $946,705
OPERATING PROFIT:
Manufacturing $ 13,603 $ 11,247 $ 28,791 $ 25,069
Recycling 2,644 6,351 4,158 8,620
Marketing and
Trading 4,211 3,752 8,711 7,466
Corporate and
Eliminations (473) (1,064) (852) (9,142)
-------- -------- ---------- --------
$ 19,985 $ 20,286 $ 40,808 $ 32,013
</TABLE>
MANUFACTURING -
Led by record Steel Group sales and profits, the segment achieved a 21%
increase in operating profit above last year's comparable quarter. Tons melted
and rolled were down 8% and 13%, respectively, versus the second quarter last
year as three of the four mills were affected by adverse weather and steel
markets were seasonally weaker. Shipments by the four minimills totaled 386,000
tons or 4% higher, whereas average selling prices decreased 3%.
SMI-Texas, SMI-Birmingham, and SMI-Arkansas all had increased operating
profits compared to the prior year
Page 9
<PAGE> 11
quarter. SMI-Texas shipments were 4% above last year. Insurance claims for the
first quarter electrical fire are still pending. SMI-Birmingham tonnages were
consistent with last year despite losing almost a week of production due to
adverse weather. SMI-Arkansas shipments were lower. SMI- South Carolina
operated at a lower level of production; coupled with higher shipments than the
prior year, it was able to reduce inventories.
The steel fabrication businesses recorded significantly higher profits on
improved selling prices and shipments increased 6% to 154,000 tons for the
quarter. The SMI Owen companies are profitable for the year to date.
Copper Tube operating profits remained down compared with last year.
Shipments were flat but prices remained under pressure causing margins to
shrink.
RECYCLING -
Demand for scrap remains steady but with weaker prices, operating profits
for the segment were well below last year's outstanding second quarter. The
volume of scrap processed and shipped within the segment decreased 4% to
341,000 tons. Revenues were down 18% with average steel scrap prices
historically high but about $9 per ton below last year's very strong second
quarter. Margins were lower than last year, with virtually all product lines
showing declines especially aluminum.
MARKETING AND TRADING -
Operating income for the segment was 12% higher than last year on a revenue
increase of 6%. Demand for nonferrous semis, primary metals, secondary metals
and industrial raw materials remained good although excessive customer
inventories impacted sales and margins. Global steel sales were modestly higher
but margins were significantly lower because of intense competition and the
global oversupply. Regional trade picked up and marketing and distribution is
increasing. The Company is expanding its distribution capacity in Australia
which should come on line by fiscal year end.
Page 10
<PAGE> 12
OTHER REVENUES -
Other revenues increased primarily due to interest recovered on a loss in a
prior year.
ENVIRONMENTAL ACTIVITIES
The Company is subject to federal, state and local pollution control laws and
regulations in all locations where it has operating facilities. It anticipates
that compliance with these laws and regulations will involve continuing capital
expenditures and operating costs.
In the ordinary course of conducting its business, the Company becomes involved
in environmental litigation, administrative proceedings, and governmental
investigations. Certain of these environmental matters or other proceedings may
result in fines, penalties or judgments against the Company which may have a
material impact on earnings for a particular quarter. While the Company is
unable to estimate precisely the ultimate dollar amount of exposure to losses
in connection with such matters, it makes timely accruals as warranted. It is
the opinion of the Company's management that the outcome of such proceedings,
individually or in the aggregate, will not have a material adverse effect on
the business or consolidated financial position of the Company.
OUTLOOK
Shipments should accelerate in the second half with an increase in steel
prices. The direction of nonferrous markets is uncertain. The inventory
correction is running its course and the underlying end use markets are sound.
Conditions in the construction sector are mostly positive; private
nonresidential construction and housing sales are stronger while highway and
public building construction is firm. The Southwest and Southeast should
continue to outperform the nation. The manufacturing sector is sluggish both
here and abroad but industrial activity appears to be increasing again. The
steel market in Mexico is showing some recovery. Europe remains weak, but there
are signs of a modest improvement in Japan and activity in the Pacific Rim is
at a decent level.
Page 11
<PAGE> 13
LIQUIDITY
Cash flow from operations before changes in operating assets and
liabilities for the six months was $43 million compared to $37 million last
year. Depreciation expense increased from $19 million to $21 million due to the
SMI Owen acquisition and increases in capital assets in the Recycling segment.
Accounts receivable increased $27.5 million since August 31 due to increased
business activity. Accounts payable and accrued expenses have decreased $28.6
million with a consequent increase in short term borrowings. The Company
invested $20.8 million in capital expenditures as part of its anticipated $61
million annual capital program.
During the quarter the Company repurchased 30,000 shares of common stock
at an average cost of $23.52. This brought year to date repurchases to 557,600
shares at an average cost of $24.15. At February 29,1996 there were 15,023,111
shares issued and outstanding with 1,109,472 shares held in the Company's
treasury. Stockholders' equity was $312 million or $20.76 per share.
Net working capital was $259 million at February 29,1996 compared to $266
million at August 31,1995. The current ratio was 1.9 compared to 2.0 at August
31,1995. The Company's effective tax rate for the six months was 36.7%; the
rate for the comparable period last year was 32.9% due to a credit of $1
million to income tax expense from the favorable resolution of tax issues with
the Internal Revenue Service.
Long-term debt as a percent of total capitalization was 30.8% at February
29,1996 compared to 32.9% at August 31,1995. The ratio of total debt to total
capitalization plus short-term debt stood at 39.8%.
Page 12
<PAGE> 14
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Reference is made to the information incorporated by reference from
Item 3. Legal Proceedings in the Company's Annual Report on Form 10-K for the
year ending August 31, 1995 filed November 27, 1995, with the Securities and
Exchange Commission. With regard to the litigation described in that Form 10-K
involving CMC Oil Company, a wholly-owned subsidiary of the Company, the
November 3, 1995, Judgment of the United States Court of Appeals for the
Federal Circuit is a final, non-appealable order. CMC Oil Company did not
appeal the Judgment. CMC Oil does not have sufficient assets to satisfy the
judgment. No claim has been asserted against Commercial Metals Company in
connection with this litigation. Commercial Metals Company will vigorously
contest liability should any such claim be asserted.
ITEM 2. CHANGES IN SECURITIES
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the registrant's annual meeting of stockholders held January 25,
1996, a total of 13,599,057 shares of common stock or approximately 88% percent
of those outstanding and entitled to vote were present in person or by proxy.
There was no solicitation in opposition to management's nominees and all such
nominees were elected as set forth in the following tabulation:
<TABLE>
<CAPTION>
Nominee Votes For Votes Withheld
- ------- --------- --------------
<S> <C> <C>
Laurence E. Hirsch 13,517,580 81,477
A. Leo Howell 13,438,290 160,767
Dorothy G. Owen 13,445,670 153,387
</TABLE>
Page 13
<PAGE> 15
The stockholders approved the ratification of the appointment of
Deloitte & Touche as auditors of the registrant for the fiscal year ending
August 31, 1996, by the following vote:
<TABLE>
<CAPTION>
For Against Abstentions and Broker Non-Votes
--- ------- --------------------------------
<S> <C> <C>
13,558,915 20,974 19,168
</TABLE>
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibits required by Item 601 of Regulation S-K.
Exhibit No.
11. Computation of Per Share Earnings
(a) Calculation of Primary and Fully
Diluted Earnings Per Share
27. Financial Data Schedule
27.1 Restated Financial Data
Page 14
<PAGE> 16
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.
COMMERCIAL METALS COMPANY
April 12, 1996 /s/ LAWRENCE A. ENGELS
----------------------
Lawrence A. Engels
Vice President, Treasurer
& Chief Financial Officer
April 12, 1996 /s/ WILLIAM B. LARSON
---------------------
William B. Larson
Controller
Page 15
<PAGE> 17
INDEX TO EXHIBITS
-----------------
EXHIBIT
NO. DESCRIPTION
- ------- -----------
11 Computation of Per Share Earnings
(a) Calculation of Primary and Fully
Diluted Earnings Per Share
27 Financial Data Schedule
27.1 Restated Financial Data
<PAGE> 1
EXHIBIT 11 (a)
COMMERCIAL METALS COMPANY AND SUBSIDIARIES
CALCULATION OF PRIMARY AND FULLY DILUTED EARNINGS PER SHARE*
( In thousands except share data )
<TABLE>
<CAPTION>
Six Months ended
February 29,February 28,
------------------------
1996 1995
---------- ----------
<S> <C>
Net earnings $20,842 $16,649
Weighted average number
of shares outstanding 15,074,448 14,737,199
Dilutive effect of stock option and
purchase plans, after application
of treasury stock method 224,133 257,250
Shares used in calculating primary
net earnings per share 15,298,581 14,994,449
Earnings per share $1.36 $1.11
</TABLE>
*Fully diluted earnings per share are identical to primary earnings per share.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> AUG-31-1996
<PERIOD-START> SEP-01-1995
<PERIOD-END> FEB-29-1996
<CASH> 10,978
<SECURITIES> 0
<RECEIVABLES> 299,329
<ALLOWANCES> 5,221
<INVENTORY> 215,539
<CURRENT-ASSETS> 552,491
<PP&E> 483,991
<DEPRECIATION> 265,974
<TOTAL-ASSETS> 775,386
<CURRENT-LIABILITIES> 293,444
<BONDS> 148,676
<COMMON> 80,663
0
0
<OTHER-SE> 231,210
<TOTAL-LIABILITY-AND-EQUITY> 775,386
<SALES> 1,103,093
<TOTAL-REVENUES> 1,108,400
<CGS> 987,509
<TOTAL-COSTS> 987,509
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 882
<INTEREST-EXPENSE> 7,857
<INCOME-PRETAX> 32,951
<INCOME-TAX> 12,109
<INCOME-CONTINUING> 20,842
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 20,842
<EPS-PRIMARY> 1.36
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-1996
<PERIOD-START> SEP-01-1995
<PERIOD-END> NOV-30-1995
<CASH> 10,872
<SECURITIES> 0
<RECEIVABLES> 289,307
<ALLOWANCES> 4,965
<INVENTORY> 200,813
<CURRENT-ASSETS> 529,836
<PP&E> 474,144
<DEPRECIATION> 257,124
<TOTAL-ASSETS> 751,073
<CURRENT-LIABILITIES> 273,036
<BONDS> 155,840
<COMMON> 80,663
0
0
<OTHER-SE> 220,141
<TOTAL-LIABILITY-AND-EQUITY> 751,073
<SALES> 588,238
<TOTAL-REVENUES> 590,219
<CGS> 530,282
<TOTAL-COSTS> 530,282
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 256
<INTEREST-EXPENSE> 3,697
<INCOME-PRETAX> 17,126
<INCOME-TAX> 6,294
<INCOME-CONTINUING> 10,832
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,832
<EPS-PRIMARY> .70
<EPS-DILUTED> 0
</TABLE>