COMPUTER SCIENCES CORP
10-Q, 1994-08-11
COMPUTER INTEGRATED SYSTEMS DESIGN
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                                 Form 10-Q




                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549




                Quarterly Report Under Section 13 or 15(d)
                  of the Securities Exchange Act of 1934



                        QUARTER ENDED JULY 1, 1994

                        Commission File No. 1-4850





                       COMPUTER SCIENCES CORPORATION




                    Incorporated in the State of Nevada

                  Employer Identification No. 95-2043126



                          2100 East Grand Avenue
                       El Segundo, California 90245

                         Telephone (310) 615-0311


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 [ ]

50,747,071 shares of Common Stock, $1.00 par value, were
outstanding on July 1, 1994. 





<PAGE>
                       COMPUTER SCIENCES CORPORATION

                            Index to Form 10-Q


                                                         Page Number
                                                           

Part I.   Financial Information

      Consolidated Condensed Balance Sheets -
         July 1, 1994 and April 1, 1994                        3

      Consolidated Condensed Statements of Income -
         First quarter ended July 1, 1994 and July 2, 1993     4

      Consolidated Condensed Statements of Cash Flows - 
         First quarter ended July 1, 1994 and July 2, 1993     5

      Notes to Consolidated Condensed Financial Statements     6

      Management's Discussion and Analysis of Results of
         Operations and Financial Condition                    8


Part II.  Other Information

      Item 6 - Exhibits and Reports on Form 8-K               11

      Exhibit 11 - Calculation of Earnings Per Share          12

      Exhibit 28 - Additional Information - Revenues
                  by Market Sector                            13


Signatures                                                    14


















                                    
                                    -2-



<PAGE>
<TABLE>
                       PART I. FINANCIAL INFORMATION
                          COMPUTER SCIENCES CORPORATION
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                                ($ in thousands)
<CAPTION>
                                    ASSETS              July 1,      April 1,
                                                         1994          1994
                                                      (unaudited)
                                                     ------------  ------------
<S>                                                  <C>           <C>
CURRENT ASSETS:
  Cash and cash equivalents                          $    39,170   $   126,820
  Receivables                                            725,885       665,253
  Prepaid expenses and other assets                       76,410        65,046
                                                     ------------  ------------
      Total current assets                               841,465       857,119
                                                     ------------  ------------
PROPERTY AND EQUIPMENT, at cost                          722,974       695,796
  Less accumulated depreciation and amortization         320,053       302,760
                                                     ------------  ------------
      Property and equipment, net                        402,921       393,036
                                                     ------------  ------------
EXCESS OF COST OF BUSINESSES ACQUIRED
      OVER RELATED NET ASSETS, NET                       340,468       324,145
OTHER ASSETS                                             241,646       232,080
                                                     ------------  ------------
                                                     $ 1,826,500   $ 1,806,380
                                                     ============  ============
</TABLE>
<TABLE>
<CAPTION>
                    LIABILITIES AND STOCKHOLDERS' EQUITY
<S>                                                  <C>           <C>
CURRENT LIABILITIES:
  Notes payable                                      $    44,093   $    17,772
  Current maturities of long-term debt                    32,962        32,685
  Accounts payable                                       126,210       228,674
  Accrued payroll and related costs                      135,954       128,478
  Other accrued expenses                                 181,228       175,005
  Advance contract payments                               31,038        24,454
  Income taxes payable                                    62,536        54,176
                                                     ------------  ------------
      Total current liabilities                          614,021       661,244
LONG-TERM DEBT,NET (Note A)                              305,745       273,344
OTHER LONG-TERM LIABILITIES                               72,935        66,112
                                                     ------------  ------------
STOCKHOLDERS' EQUITY (Note B):
  Common stock issued, par value $1.00 per share          50,953        50,807
  Other stockholders' equity                             782,846       754,873
                                                     ------------  ------------
      Total stockholders' equity                         833,799       805,680
                                                     ------------  ------------
                                                     $ 1,826,500   $ 1,806,380
                                                     ============  ============
<FN>
See accompanying notes.               -3-

</TABLE>
<PAGE>
<TABLE>
                              COMPUTER SCIENCES CORPORATION

                  CONSOLIDATED CONDENSED STATEMENTS OF INCOME (unaudited)
                        ($ in thousands except earnings per share)
<CAPTION>

                                                          Three Months Ended
                                                     __________________________

                                                        July 1,       July 2,
                                                         1994          1993
                                                     ____________  ____________
<S>                                                  <C>           <C>
Revenues                                             $   738,145   $   608,096
                                                     ____________  ____________

Costs of services                                        583,661       492,811
Selling, general and admin.                               75,962        52,712
Depreciation and amortization                             37,904        30,067
Interest, net  (Note C)                                    5,422         2,609
                                                     ____________  ____________

Total costs and expenses                                 702,949       578,199
                                                     ____________  ____________

Income before taxes                                       35,196        29,897

Taxes on income                                           13,374        11,735
                                                     ____________  ____________
Net earnings before
 cumulative effect of
 accounting change                                        21,822        18,162

Cumulative effect of
 accounting change
 for income taxes (Note D)                                               4,900
                                                     ____________  ____________

Net earnings                                         $    21,822   $    23,062
                                                     ============  ============

Earnings per common share
 before cumulative effect
 of accounting change                                      $0.42         $0.36

Cumulative effect of
 accounting change
 for income taxes (Note D)                                                0.09
                                                     ____________  ____________
Earnings per common share
  (Notes B and E)                                          $0.42         $0.45
                                                     ============  ============


<FN>
See accompanying notes.
                                      -4-
</TABLE>
<PAGE>
<TABLE>
                              COMPUTER SCIENCES CORPORATION

                  CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (unaudited)
                                     ($ in thousands)
<CAPTION>
                                                         Three Months Ended
                                                     __________________________
                                                        July 1,       July 2,
                                                         1994          1993
                                                     ____________  ____________
<S>                                                  <C>           <C>
Cash flows from operating activities:
  Net earnings                                       $    21,822   $    23,062
  Adjustments to reconcile net earnings to net
    cash provided by operating activities:
      Depreciation and amortization                       37,904        30,067
      Provision for losses on accounts receivable          3,983         2,573
      Changes in assets and liabilities, net of effects
       of acquisitions:
          Increase in assets                             (76,911)       (4,377)
          Increase in liabilities                         33,713        14,460
                                                     ____________  ____________

  Net cash provided by operating activities               20,511        65,785
                                                     ____________  ____________
Investing activities:
  Short-term investments                                               (42,274)
  Purchases of property, plant and equipment             (37,726)      (22,803)
  Purchased and internally developed software             (5,001)
  Acquisitions, net of cash acquired                      (9,228)         (500)
  Other investing cash flows                              (9,275)       (4,235)
                                                     ____________  ____________

  Net cash used in investing activities                  (61,230)      (69,812)
                                                     ____________  ____________
Financing activities:
  Paydown of commercial paper, net                      (113,474)
  Borrowings (paydowns) under lines of credit, net        25,651        (2,021)
  Proceeds from term debt issuance                       150,000
  Payment of outsourcing financing                      (114,403)
  Proceeds from exercise of stock options                  2,793         2,060
  Other financing cash flows                               2,502        (1,048)
                                                     ____________  ____________

  Net cash used in financing activities                  (46,931)       (1,009)
                                                     ____________  ____________

Net decrease in cash and cash equivalents                (87,650)       (5,036)

Cash and cash equivalents at beginning of year           126,820       111,477
                                                     ____________  ____________

Cash and cash equivalents at end of period           $    39,170   $   106,441
                                                     ============  ============
<FN>
See accompanying notes.
                                      -5-
                       
<PAGE>
                       COMPUTER SCIENCES CORPORATION

           NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                 ($ in thousands except per share amounts)

(A) During April, 1994 the Company issued a 144A private
    placement of $150 million of fixed rate, term debt through
    its affiliate, CSC Enterprises, and paid down approximately
    $150 million of CSC Enterprises' commercial paper.  The
    commercial paper program remains in use, supported by $250
    million of standby credit agreements entered into by CSC
    Enterprises and guaranteed by the Company.

(B) On December 6, 1993, the Company's Board of Directors
    declared a three-for-one stock split in the form of a 200
    percent stock dividend on the Company's common stock, with
    no change in par value.  The dividend was distributed
    January 13, 1994 to shareholders of record as of December
    22, 1993.  All per share amounts contained in the statements
    of income and the accompanying notes are based on the new
    number of shares.  No other dividends were paid or declared
    during the periods presented.  There were 50,952,702 shares
    at July 1, 1994 and 50,807,452 shares at April 1, 1994 of
    $1.00 par value common stock issued with 205,631 and 201,752
    shares, respectively, of treasury stock.

(C) Interest, net consists of the following:

                          1st Quarter Ended
                        -----------------------
                         July 1,        July 2,  
                          1994           1993
                        --------       --------
    Interest income     $  (812)       $(1,705)
    Interest expense      6,234          4,314
                        --------       --------
    Total               $ 5,422        $ 2,609
                        ========       ======== 

(D) The Company adopted Statement of Financial Accounting
    Standards (SFAS) No. 109, "Accounting for Income Taxes,"
    effective April 3, 1993.  The cumulative financial statement
    effect of adopting SFAS No. 109 was to increase the
    Company's net earnings by $4.9 million, or $0.09 per share
    for the quarter ended July 2, 1993, adjusted for the stock
    split described in Note B.










                                    -6-


<PAGE>
(E) Primary earnings per common share are based on the weighted
    average number of common stock and common stock equivalent
    shares (dilutive stock options) outstanding of 52,192,000 and
    50,733,000 respectively, for the quarters ended July 1, 1994,
    and July 2, 1993 (see Part II - Exhibit 11).  These share
    amounts reflect the stock split described in Note B above.

(F) Cash payments for interest on indebtedness were $2,185 and
    $5,025, respectively, for the quarters ended July 1, 1994,
    and July 2, 1993.  Cash payments for taxes on income were
    $9,131 and $13,247, respectively, for the quarters ended
    July 1, 1994, and July 2, 1993.

(G) The financial information reported, which is not necessarily
    indicative of the results for a full year, is unaudited but
    includes all adjustments which the Company considers
    necessary for a fair presentation.  All such adjustments are
    normal recurring adjustments.






































                                    -7-


<PAGE>
                   MANAGEMENT'S  DISCUSSION AND ANALYSIS
             OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
     First Quarter of Fiscal 1995 Versus First Quarter of Fiscal 1994


Revenues

During the quarter ended July 1, 1994, the Company's total
revenues of $738.1 million increased 21.4%, or $130 million, over
the same period last year.  Federal revenue totaled $328.4
million, up 10.1% from last year's $298.3 million due principally
to the acquisition during December, 1993 of Atlantic Research
Corporation's Professional Services Group (PSG).  Commercial
revenue of $264.9 million from domestic operations rose 6.9% from
$247.7 million last year, reflecting continued growth in the
Company's consulting and systems integration services.
International revenue increased 133% to $144.8 million reflecting
the commencement of the Company's major outsourcing contract with
British Aerospace (BAe), the acquisition of Computer Sciences
Australia (CSA) during November, 1993 and other revenue growth.  

The Company has been awarded approximately $1.2 billion of
federal business during the first quarter of the current fiscal
year, including an 8-year, $1.045 billion contract from NASA.

Costs and Expenses

As a percentage of revenue, costs of services were 79.1% for the
quarter ended July 1, 1994, improving on the 80.9% for the same
quarter last year.  The improvement is mainly the result of
improvements in domestic outsourcing and European operations, as
well as a continuing change in the Company's business "mix," with
a larger portion of the Company's business coming from
outsourcing activities, where costs of services by this measure
are lower than the Company's overall average.

Selling, general and administrative expenses increased to $76
million for the quarter ended July 1, 1994, up from $52.7 million
for the same period last year.  Of the increase, over half
relates to the Company's international consulting and outsourcing
business, where revenues more than doubled.  The remainder of the
increase relates to the Company's U.S. commercial consulting and
outsourcing activities.  The Company's depreciation and
amortization expense increased to $37.9 million for the current
quarter, up from $30.1 million last year.  The increase is
primarily the result of the BAe contract and CSA acquisition.

Net interest expense increased to $5.4 million for the current
quarter from $2.6 million for the same quarter last year. The
increase is due to both decreased interest income and increased
interest expense as  cash on hand and increased borrowings were
used to supplement cash flows from operations to fund the
purchase of outsourcing assets for BAe and to acquire CSA and PSG
since the first quarter of fiscal 1994.


                                    -8-


<PAGE>
Income Before Taxes

Income before taxes was $35.2 million, up $5.3 million or 17.7%
over last year's first quarter, reflecting the revenue growth
achieved, offset somewhat by the increase in selling, general and
administrative expenses, as described above.

Net Earnings

Net earnings were $21.8 million for the quarter ended July 1,
1994, up $3.7 million or 20.2% over the same quarter last year,
before the cumulative effect of an accounting change for income
taxes.  The effective tax rate was 38.0%, versus 39.25% for the
same quarter last year. The lower tax rate reflects the reduction
of European tax losses which the Company was unable to offset
against taxable income elsewhere as compared to the same period last
year.  During the third quarter of fiscal 1994, CSC's Board of
Directors declared a three-for-one stock split in the form of a
200 percent stock dividend, and the additional shares were
distributed January 13, 1994.  This year's first quarter earnings
per share were 42 cents compared to 36 cents for last year's
first quarter before the cumulative effect of the accounting
change, on a greater number of shares outstanding.

During the first quarter of fiscal 1994, the Company adopted
Statement of Financial Accounting Standards No. 109, "Accounting
for Income Taxes," and recognized a resulting gain of $4.9
million, or 9 cents per share adjusted for the split.

Cash Flows

Cash flows from operating activities were $20.5 million for the
quarter ended July 1, 1994, compared to $65.8 million during the
same period last year.  The lower operating cash flow is mainly
the result of higher accounts receivable on the Company's federal
business and the BAe contract initiated during the quarter,
partially offset by higher income taxes payable and other
factors.

The Company's cash outflows for investing activities were $61.2
million for the current quarter versus $69.8 million during the
first quarter of last year.  The slightly lower outflow reflects
higher property, acquisition and other investments, offset by an
absence of short-term investment purchases.

Cash used in financing activities was $46.9 million for the
quarter versus $1 million during the same period last year. 
Current quarter activity includes the payment of $114 million of
BAe outsourcing financing.  Additionally, a $150 million 144A
private placement of fixed-rate, term debt was issued by CSC
Enterprises, an affiliate of the Company and was used largely to
repay commercial paper borrowings.




                                    -9-


<PAGE>
Financial Condition

The Company's leverage increased during the first quarter of
fiscal 1995, as reflected by a debt-to-total-capitalization ratio
of 31% at July 1, 1994, versus 29% at the prior fiscal year-end. 
The increase in leverage reflects the Company's use of additional 
debt to partially finance the purchase of outsourcing assets for 
BAe and the acquisitions of CSA and PSG.


The overall level of cash and short-term investments decreased
from $127 million to $39 million.  As explained under "Cash
Flows" above, this decrease is primarily the result of the
payment of $114 million of BAe outsourcing financing.

In all other respects, the Company's financial condition has not
changed significantly since the fiscal year-end.  It is
management's opinion that the Company will be able to fund its
cash needs from operating activities and from short-term
borrowings.  It is also management's opinion that any major
additional requirements can be financed by the use of unused
borrowing capacity or by the issuance of new CSC securities.


































                                   -10-


<PAGE>
Part II.  Other Information


Item 6. Exhibits and Reports on Form 8-K

a.  Exhibits

    Exhibit No. 11 - Calculation of Earnings Per Share

    Exhibit No. 28 - Additional Exhibits
         (i) Revenues by Market Sector

b.  Reports on Form 8-K:

    There were no Form 8-K reports filed for the first quarter of
    fiscal 1995.  








































                                   -11-


<PAGE>
</TABLE>
<PAGE>
<TABLE>
                                                                    EXHIBIT 11
                              COMPUTER SCIENCES CORPORATION

                            CALCULATION OF EARNINGS PER SHARE
                        (In thousands except earnings per share)
<CAPTION>
                                                          Three Months Ended
                                                    ___________________________

                                                        July 1        July 2
                                                         1994          1993
                                                    _____________   ___________
<S>                                                 <C>             <C>
Net earnings before cumulative
  effect of accounting change                       $     21,822  $     18,192
Cumulative effect of accounting
  change for income taxes                                                4,900
                                                    _____________ _____________

Net earnings                                        $    $21,822  $    $23,092
                                                    ============= =============
Shares *:
 Weighted average shares
   outstanding                                            50,700        50,458
 Common stock equivalents                                  1,492           275
                                                      ___________   ___________
   Total for primary and fully
   diluted calculation                                    52,192        50,733
                                                      ===========   ===========
Earnings Per Share *:
 Earnings per common share
   before cumulative effect
   of accounting change                                    $0.42         $0.36
 Cumulative effect of accounting
   change for income taxes                                                0.09
                                                      ___________   ___________

   Primary and fully diluted**                             $0.42         $0.45
                                                      ===========   ===========


<FN>
*  All share and per share amounts include the effect of the stock split
   described in Note B of the accompanying financial statements.

** The fully diluted calculation is submitted in accordance with Regulation
   S-K item 601 (b) (11) although not required by footnote 2 to paragraph 14
   of APB Opinion No. 15 because it results in dilution of less than 3%.






                                      -12-
</TABLE>
<PAGE>
<TABLE>
                                                                    EXHIBIT 28
                              COMPUTER SCIENCES CORPORATION

                                REVENUES BY MARKET SECTOR
                                     ($ in millions)
<CAPTION>
                                 Fiscal Period Ended          % of Total
                            ___________ ___________   ___________   ___________

                               July 1      July 2       July 1        July 2
                                1994        1993         1994          1993
                            ___________ ___________   ___________   ___________
<S>                         <C>         <C>           <C>           <C>
First Quarter

U.S. Federal Government:
     Department of Defense  $    189.9  $    174.1            26 %          29 %
     NASA                         60.7        53.1             8             9
     Civil agencies               77.8        71.1            10            11
                            ___________ ___________   ____________  ____________

          Total                  328.4       298.3            44            49
                            ___________ ___________   ____________  ____________
Commercial:
     Domestic                    264.9       247.7            36            41
     International               144.8        62.1            20            10
                            ___________ ___________   ____________  ____________

          Total                  409.7       309.8            56            51
                            ___________ ___________   ____________  ____________

Total revenues              $    738.1  $    608.1           100 %         100 %
                            =========== ===========   ============  ============























                                      -13-
</TABLE>
<PAGE>                          
                                Signatures



Pursuant to the requirements of Section 13 or 15(d) 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.



                             COMPUTER SCIENCES CORPORATION

                             Registrant



Date:   August 10, 1995      By:/s/Denis M. Crane     
                                   Denis M. Crane
                            Vice President and Controller
                              Chief Accounting Officer
































                                   -14-


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