<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
OR
[X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED COMMISSION FILE NUMBER
MARCH 31, 2000 2-54754
---------------------------
GATX RAIL CORPORATION
INCORPORATED IN THE IRS EMPLOYER IDENTIFICATION NO.
STATE OF NEW YORK 36-2827991
500 WEST MONROE STREET
CHICAGO, IL 60661-3676
(312) 621-6200
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
--- ---
REGISTRANT HAD 1,000 SHARES OF COMMON STOCK OUTSTANDING (ALL OWNED BY GATX
CORPORATION) AS OF APRIL 28, 2000.
================================================================================
<PAGE> 2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GATX RAIL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(IN MILLIONS)
Three Months Ended
March 31
-----------------------------------
2000 1999
---------------- --------------
GROSS INCOME
Lease and financing services $140.2 $137.6
Distribution services 75.7 71.8
Other income 6.6 6.5
---------------- --------------
REVENUES 222.5 215.9
Share of affiliates' earnings 3.1 6.7
---------------- --------------
TOTAL GROSS INCOME 225.6 222.6
OWNERSHIP COSTS
Depreciation and amortization 39.7 35.6
Interest 30.0 26.3
Operating lease expense 32.2 28.6
---------------- --------------
TOTAL OWNERSHIP COSTS 101.9 90.5
OTHER COSTS AND EXPENSES
Operating expenses 56.2 66.5
Selling, general and administrative 24.2 17.6
---------------- --------------
INCOME BEFORE INCOME TAXES 43.3 48.0
INCOME TAXES 15.7 18.7
---------------- --------------
NET INCOME $ 27.6 $ 29.3
================ ==============
Note - The consolidated balance sheet at December 31, 1999 has been derived from
the audited financial statements at that date. All other consolidated financial
statements are unaudited but include all adjustments, consisting only of normal
recurring items, which management considers necessary for a fair statement of
the consolidated results of operations and financial position for the respective
periods. Operating results for the three months ended March 31, 2000 are not
necessarily indicative of the results that may be achieved for the entire year
ending December 31, 2000. Certain amounts in 1999 have been reclassified to
conform to the current presentation.
1
<PAGE> 3
GATX RAIL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN MILLIONS)
<TABLE>
<CAPTION>
March 31 December 31
2000 1999
----------------- ------------------
ASSETS (Unaudited)
<S> <C> <C>
CASH AND CASH EQUIVALENTS $ 61.7 $ 52.3
TRADE RECEIVABLES - NET 80.0 82.2
OPERATING LEASE ASSETS AND FACILITIES
Railcars and service facilities 2,820.0 2,698.7
Tank storage terminals and pipelines 1,496.6 1,221.7
----------------- ------------------
4,316.6 3,920.4
Less - Allowance for depreciation (1,919.4) (1,775.2)
----------------- ------------------
2,397.2 2,145.2
DUE FROM GATX CORPORATION 463.5 418.5
INVESTMENTS IN AFFILIATED COMPANIES 202.4 287.2
OTHER ASSETS 137.5 135.3
----------------- ------------------
$ 3,342.3 $ 3,120.7
================= ==================
LIABILITIES, DEFERRED ITEMS AND SHAREHOLDER'S EQUITY
ACCOUNTS PAYABLE $ 140.8 $ 164.3
ACCRUED EXPENSES 59.2 60.2
DEBT
Short-term debt 469.3 248.0
Long-term debt:
Recourse 1,157.6 1,159.5
Nonrecourse 66.0 66.0
Capital lease obligations 75.5 81.9
----------------- ------------------
1,768.4 1,555.4
DEFERRED INCOME TAXES 390.7 360.9
OTHER DEFERRED ITEMS 222.4 223.7
----------------- ------------------
TOTAL LIABILITIES AND DEFERRED ITEMS 2,581.5 2,364.5
SHAREHOLDER'S EQUITY
Common stock - par value $1 per share, 1,000 shares authorized,
issued and outstanding (owned by GATX Corporation) - -
Additional capital 335.0 335.0
Reinvested earnings 462.3 447.0
Accumulated other comprehensive loss (36.5) (25.8)
----------------- ------------------
TOTAL SHAREHOLDER'S EQUITY 760.8 756.2
----------------- ------------------
$ 3,342.3 $ 3,120.7
================= ==================
</TABLE>
2
<PAGE> 4
GATX RAIL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN MILLIONS)
Three Months Ended
March 31
--------------------
2000 1999
-------- --------
OPERATING ACTIVITIES
Net income $ 27.6 $ 29.3
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 39.7 35.6
Deferred income taxes 8.6 10.9
Other, including working capital (16.9) (26.0)
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 59.0 49.8
INVESTING ACTIVITIES
Additions to operating lease assets and facilities:
Railcars and service facilities (130.0) (90.5)
Tank storage terminals and pipelines (63.9) (6.4)
Investments in affiliated companies (1.4) (26.6)
-------- --------
Capital additions (195.3) (123.5)
Proceeds from other asset sales 18.0 43.6
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (177.3) (79.9)
FINANCING ACTIVITIES
Repayment of long-term debt (1.9) (60.7)
Net increase in short-term debt 194.2 119.9
Repayment of capital lease obligations (6.4) (5.8)
Cash dividends paid to GATX Corporation (12.2) (12.7)
Net increase in amount due from GATX Corporation (46.0) (8.4)
-------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES 127.7 32.3
-------- --------
NET INCREASE IN CASH AND CASH EQUIVALENTS $ 9.4 $ 2.2
======== ========
3
<PAGE> 5
GATX RAIL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(IN MILLIONS)
Three Months Ended
March 31
------------------
2000 1999
------- -------
Net income $ 27.6 $ 29.3
Other comprehensive loss, net of tax:
Foreign currency translation adjustment (10.7) (1.7)
------- -------
COMPREHENSIVE INCOME $ 16.9 $ 27.6
======= =======
4
<PAGE> 6
GATX RAIL CORPORATION AND SUBSIDIARIES
FINANCIAL DATA OF BUSINESS SEGMENTS (UNAUDITED)
(IN MILLIONS)
<TABLE>
<CAPTION>
TERMINALS
AND
GATX RAIL PIPELINES
(RAIL) (TERMINALS) OTHER TOTAL
---------- ----------- -------- ----------
<S> <C> <C> <C> <C>
THREE MONTHS ENDED MARCH 31, 2000
- ---------------------------------
PROFITABILITY
Revenues $ 140.2 $ 75.7 $ 6.6 $ 222.5
Share of affiliates' earnings 1.1 2.0 - 3.1
---------- ---------- -------- ----------
Gross income 141.3 77.7 6.6 225.6
Interest expense 14.7 13.7 1.6 30.0
Depreciation and amortization 25.8 13.9 - 39.7
Income before taxes 29.3 9.0 5.0 43.3
Net income 18.5 5.8 3.3 27.6
FINANCIAL POSITION
Investments in affiliated companies 92.3 110.1 - 202.4
Identifiable assets 1,788.8 1,082.8 470.7 3,342.3
ITEMS AFFECTING CASH FLOW
Net cash provided by operating
activities 53.3 1.3 4.4 59.0
Capital additions 131.4 63.9 - 195.3
THREE MONTHS ENDED MARCH 31, 1999
- ---------------------------------
PROFITABILITY
Revenues $ 137.6 $ 71.8 $ 6.5 $ 215.9
Share of affiliates' earnings .9 5.8 - 6.7
---------- ---------- -------- ----------
Gross income 138.5 77.6 6.5 222.6
Interest expense 12.4 12.7 1.2 26.3
Depreciation and amortization 24.4 11.2 - 35.6
Income before taxes 27.9 15.0 5.1 48.0
Net income 17.5 8.5 3.3 29.3
FINANCIAL POSITION AT DECEMBER 31, 1999
Investments in affiliated companies 91.2 196.0 - 287.2
Identifiable assets 1,693.8 997.9 429.0 3,120.7
ITEMS AFFECTING CASH FLOW
Net cash provided by operating
activities 42.1 (.3) 8.0 49.8
Capital additions 102.2 21.3 - 123.5
</TABLE>
5
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
COMPARISON OF FIRST THREE MONTHS OF 2000
TO FIRST THREE MONTHS OF 1999
GATX Rail Corporation's (GRC) net income for the first quarter of 2000 was $28
million compared to $29 million for the first of quarter 1999. Gross income of
$226 million increased by $3 million from the prior year quarter. Rail benefited
from an increase in active railcars. Results at Terminals decreased by $3
million from the prior year period as continued strong customer demand across
most regions was offset by last year's nonrecurring gain on the sale of rights
along the Central Florida Pipeline as well as the absence of revenues from
locations that were closed or sold in 1999. The current year also includes the
consolidated operations of two international terminal facilities purchased in
the first quarter.
Net cash provided by operating activities for the first quarter of 2000 was $59
million, a $9 million increase from last year's quarter, due to higher
depreciation taken in the current year quarter by Rail and Terminals as well as
the timing of working capital requirements at both entities.
Total debt of $1.8 billion increased $213 million from December 31, 1999, as a
result of a $221 million increase in short-term debt offset by a decrease in
long-term debt. The increase in short-term debt primarily represents commercial
paper and money market funds. Subsequent to March 31, 2000, GRC completed a
leveraged lease transaction and used proceeds of $169 million to pay down
short-term debt.
Capital additions for the quarter totaled $195 million, an increase of $72
million from the first quarter of 1999. Rail invested $131 million, or $29
million more than the first quarter 1999, in its railcar fleet, facilities, and
international operations including affiliates. Terminals' investment of $64
million increased $43 million over the prior year quarter primarily due to the
purchase of the remaining interest in two international terminal facilities that
had previously been 50/50 joint ventures with Koninklijke Vopak N.V. Full year
capital spending is expected to be approximately $550 million. This projection
may change significantly depending on market conditions and opportunities to
acquire desirable assets. Internally generated cash flow and GRC's external
financing sources will fund capital additions.
GRC had unused committed lines of credit of $146 million at March 31, 2000.
Additional financing needs were met by cash flow from operations and short-term
debt. GRC has a $650 million shelf registration for debt securities and
pass-through certificates of which $220 million of notes and $106 million of
pass-through certificates have been issued through March 31, 2000.
OTHER MATTERS
The Financial Accounting Standards Board issued Statement No. 133 - Accounting
for Derivative Instruments and Hedging Activities (SFAS No. 133). This new
accounting standard will require that all derivatives be recorded on the balance
sheet at fair value. If the derivative is a hedge, depending
6
<PAGE> 8
on the nature of the hedge, changes in the fair value of derivatives will either
be offset against the change in the fair value of the hedged assets,
liabilities, or firm commitments through earnings or recognized in other
comprehensive income until the hedged item is recognized in earnings. The
ineffective portion of a derivative's change in fair value will be immediately
recognized in earnings. GRC utilizes fundamental derivatives to hedge changes in
interest rates and foreign currencies. In July 1999, Statement No. 137 was
issued which deferred the effective date of SFAS No. 133 for one year. SFAS No.
133 is now required to be adopted in years beginning after June 15, 2000.
Management is currently assessing the impact that the adoption of SFAS No. 133
will have on the company's financial position, results of operations, and cash
flows. GRC expects to adopt SFAS No. 133 effective January 1, 2001.
Management's discussion includes statements that may constitute forward-looking
statements made pursuant to the safe harbor provision of the Private Securities
Litigation Reform Act of 1995. This information may involve risks and
uncertainties that could cause actual results to differ materially from the
forward-looking statements. Although GRC believes that the expectations
reflected in such forward-looking statements are based on reasonable
assumptions, such statements are subject to risks and uncertainties that could
cause actual results to differ materially from those projected. These risks and
uncertainties include, but are not limited to, unanticipated changes in the
markets served by GRC such as the petroleum, chemical and rail industries.
RESULTS OF OPERATIONS
Following is a discussion of the operating results of GRC's business segments:
GATX RAIL (Rail)
- --------------------------------------------------------------------------------
Rail's gross income for the first three months of 2000 increased 2% from the
comparable prior year period due to a larger active fleet. Average rental rates
on the total fleet were comparable to last year's levels. Approximately 85,000
tank and freight cars were on lease throughout North America at March 31, 2000,
compared to 82,000 railcars a year ago. With a total North American fleet of
90,400 railcars, utilization at the end of the period was 94%, down from 95% a
year ago.
Net income increased 6% from the first quarter of 1999 and approximated 13% of
gross income, which was comparable to the prior year. A larger active fleet and
lower operating costs offset by an increase in asset ownership costs
(depreciation, interest, and operating lease expense) contributed to the growth
in net income.
TERMINALS AND PIPELINES (Terminals)
- --------------------------------------------------------------------------------
Terminals' gross income of $78 million is comparable to the prior year quarter.
Strong demand and throughput at ongoing domestic operations and the full
consolidation of two international facilities were offset by a nonrecurring gain
on last year's sale of rights along the Central Florida Pipeline as well as the
absence of revenues from locations that were closed or sold in 1999. Gross
income from ongoing operations increased 7% over the prior year period.
Effective January 1, 2000, Terminals purchased the remaining 50% ownership
interests of two international facilities that had previously been 50/50 joint
ventures with Koninklijke Vopak N.V. Throughput of petroleum and chemical
products was 156 million barrels for ongoing operations during the first quarter
of 2000, up from 127 million barrels for the same quarter last year. Domestic
capacity utilization was 94% at the end of
7
<PAGE> 9
the first quarter, which was comparable to the prior year period.
Current year results were negatively impacted by lower results at Olympic
Pipeline Company (Olympic), which is 25% owned by GATX Terminals Corporation. In
June 1999, a rupture and explosion occurred on a pipeline owned by Olympic.
Several lawsuits have been filed against Olympic, and the affected section of
the pipeline has not resumed operations. Management is continuing to evaluate
other potential impacts, if any, of this incident on GATX Terminals Corporation.
Net income of $6 million decreased $3 million from the prior year quarter
primarily due to the nonrecurring gain on last year's sale of rights along the
Central Florida Pipeline, the absence of earnings from locations that were
closed or sold in 1999, and higher costs related to the newly acquired
international terminals.
OTHER
- --------------------------------------------------------------------------------
All financing activities considered non-operational to GRC have been isolated in
the Other segment. Net income of $3 million is comparable to the prior year
quarter.
8
<PAGE> 10
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
GATX Rail Corporation (GRC) and GATX Terminals Corporation (Terminals) are two
of the nine defendants named in In re New Orleans Tank Car Leakage Fire
Litigation, Civil Action No. 87-16374, Civil District Court for the Parish of
Orleans, State of Louisiana (the Tank Car Litigation). The litigation arises
from the September 1987 leak of butadiene from a tank car owned by GRC and the
subsequent fire. The butadiene was loaded into the tank car at a facility owned
and operated by Terminals. Discovery taken to date has shown the leak and fire
did not cause any deaths or serious personal injuries, but did result in an
approximate thirty-six hour evacuation of persons in the affected area.
The Tank Car Litigation was certified as a class action in 1993. A trial of the
compensatory damage claim of twenty selected plaintiffs and of the punitive
damage claims of the class was conducted in 1997. In September 1997, the jury
awarded approximately $1,900,000 plus interest as compensatory damages to the
twenty plaintiffs and $3,400,000,000 as punitive damages in favor of the class
including $190,000,000 against Terminals. GRC is not liable for punitive
damages. In July 1999, the Court conducted a trial on the compensatory claims of
an additional twenty plaintiffs; the jury awarded a total of $344,300 in
compensatory damages.
In October 1999, GRC, Terminals, three other defendants and the Plaintiffs'
Management Committee acting on behalf of the Class executed a settlement
agreement (the Preliminary Settlement Agreement) which provides for the release
of any and all claims against the five defendants, including GRC and Terminals.
A sixth defendant subsequently entered into a separate settlement agreement with
the class. The settling defendants hereinafter are collectively referred to as
the Settling Defendants.
In November 1999, the Court gave preliminary approval to the settlement and
directed that notice of the proposed settlement be given to all class members
and other interested persons. The Court also ordered that a final hearing on the
settlement be conducted on March 22, 2000 (the Fairness Hearing).
At the Fairness Hearing, the Court considered objections to the settlement and
concluded that the objections were not meritorious, and further determined that
the proposed settlement was fair, reasonable and adequate to the class. Based on
the foregoing, the Court entered a Final Order and Judgment (a) approving the
Preliminary Settlement Agreement, and (b) ordering that (i) on the Final
Settlement Date (viz., the date on which the period for appeal expires or final
affirmation of the Final Order and Judgment on appeal or final dismissal or
denial of all such appeals occur) all judgements in the litigation as to the
Settling Defendants are fully satisfied, and (ii) all persons except those who
had properly and timely opted out of the Class are barred from bringing any
cause of action related to the tank car incident. The Court retained
jurisdiction over the litigation for purposes of any proposed disbursement of
settlement proceeds (and the process with respect thereto) and further
proceedings in the matter including the litigation against the non-settling
defendants. The Court also certified the Final Order and Judgment as a final
appealable judgement. The appeal period will expire on May 30, 2000.
9
<PAGE> 11
GRC and Terminals believe that the required amounts to be paid pursuant to the
Final Order and Judgment will not be material to the consolidated financial
position or results of operations. Should the matter be appealed and in such
case the settlement be set aside, GRC and Terminals will aggressively defend any
future trials and pursue post-judgment review of the compensatory and punitive
awards and, if necessary, appeal of any final judgment.
GRC and its subsidiaries are engaged in various matters of litigation, including
but not limited to those matters described above and have a number of unresolved
claims pending, including proceedings under governmental laws and regulations
related to environmental matters. While the amounts claimed are substantial and
the ultimate liability with respect to such litigation and claims cannot be
determined at this time, management believes that damages, if any, required to
be paid by GRC and its subsidiaries in the discharge of such liability are not
likely to be material to GRC's consolidated results of operations or financial
position.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K PAGE
(a) 12 Statement regarding computation of earnings to fixed charges 12
27 Financial Data Schedule for GRC for the quarter ended March
31, 2000. Submitted to the SEC along with the electronic
submission of this Quarterly Report on Form 10-Q.
Any instrument defining the rights of security holders with
respect to nonregistered long-term debt not being filed on the
basis that the amount of securities authorized does not exceed
10 percent of the total assets of the company and subsidiaries
on a consolidated basis will be furnished to the Commission
upon request.
(b) Form 8-K filed on April 13, 2000, reporting the filing of GATX Rail
Corporation Series 2000-1 Pass Through Certificates with the SEC.
10
<PAGE> 12
SIGNATURE
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.
GATX RAIL CORPORATION
(Registrant)
/s/ Donald J. Schaffer
-----------------------------------
Donald J. Schaffer
Vice President, Finance
and Chief Financial Officer
Date: May 10, 2000
11
<PAGE> 1
EXHIBIT 12
GATX RAIL CORPORATION AND SUBSIDIARIES
COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES
(IN MILLIONS, EXCEPT FOR RATIOS)
<TABLE>
<CAPTION>
Three Months Ended
March 31 Year Ended
------------------ December 31
2000 1999 1999
------- ------- -----------
(Unaudited)
<S> <C> <C> <C>
Earnings available for fixed charges:
Net income $ 27.6 $ 29.3 $ 112.3
Add (deduct):
Income taxes 15.7 18.7 70.9
Share of affiliates' earnings, net of
distributions received (3.1) (6.4) (20.4)
Interest on indebtedness and amortization
of debt discount and expense 30.0 26.3 108.8
Amortization of capitalized interest 0.3 0.4 1.4
Portion of rents representative of interest
factor (deemed to be one-third) 10.7 9.5 39.0
------- ------- --------
Total earnings available for fixed charges $ 81.2 $ 77.8 $ 312.0
======= ======= ========
Fixed Charges:
Interest on indebtedness and amortization
of debt discount and expense $ 30.0 $ 26.3 $ 108.8
Capitalized interest 0.2 0.2 0.8
Portion of rents representative of interest
factor (deemed to be one-third) 10.7 9.5 39.0
------- ------- --------
Total fixed charges $ 40.9 $ 36.0 $ 148.6
======= ======= ========
Ratio of earnings to fixed charges (a) 1.99x 2.16x 2.10x
</TABLE>
(a) The ratio of earnings to fixed charges represents the number of times
"fixed charges" are covered by "earnings." "Fixed charges" consist of
interest on outstanding debt and amortization of debt discount and expense,
adjusted for capitalized interest and one-third (the proportion deemed
representative of the interest factor) of operating lease expense.
"Earnings" consist of consolidated net income before income taxes and fixed
charges, less share of affiliates' earnings, net of distributions received.
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AND CONSOLIDATED INCOME STATEMENT OF GRC AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 62
<SECURITIES> 0
<RECEIVABLES> 85
<ALLOWANCES> 5
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 4,316
<DEPRECIATION> 1,919
<TOTAL-ASSETS> 3,342
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 1,299<F2>
0
0
<COMMON> 0
<OTHER-SE> 761
<TOTAL-LIABILITY-AND-EQUITY> 3,342
<SALES> 0
<TOTAL-REVENUES> 226
<CGS> 0
<TOTAL-COSTS> 56<F3>
<OTHER-EXPENSES> 40<F4>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 30
<INCOME-PRETAX> 43<F5>
<INCOME-TAX> 15
<INCOME-CONTINUING> 28
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 28
<EPS-BASIC> 0
<EPS-DILUTED> 0
<FN>
<F1>Not applicable because GRC has an unclassified balance sheet.
<F2>This value consists of three components: Recourse Long-term debt of 1,158
million, Nonrecourse Long-term Debt of 66 million, and Capital Lease
Obligations of 75 million. Short-term Debt is not include in this calculation.
<F3>This value represents Operating Expenses on the Consolidated Income Statement.
<F4>This value consists of the Provision for Depreciation and Amortization on the
Consolidated Income Statement.
<F5>This value represents Income Before Income Taxes.
</FN>
</TABLE>
