UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIESEXCHANGE ACT OF 1934
For the quarterly period ended July 31, 1998
Commission file number 1-11421
DOLLAR GENERAL CORPORATION
(Exact name of registrant as specified in its charter)
TENNESSEE
(State or other jurisdiction of incorporation or organization)
61-0502302
(I.R.S. employer identification no.)
104 Woodmont Blvd.
Suite 500
Nashville, Tennessee 37205
(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (615) 783-2000
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No____.
The number of shares of common stock outstanding at August 25, 1998
was 168,713,108.
Dollar General Corporation
Form 10-Q
For the Quarter Ended July 31, 1998
Index
Part I. Financial Information
Item 1. Financial Statements (unaudited):
Consolidated Balance Sheets as of July 31,
1998, January 30, 1998 (derived from the
audited financial statements) and
August 1, 1997.
Consolidated Statements of Income for the
three months and six months ended
July 31, 1998 and August 1, 1997.
Consolidated Statements of Cash Flows
for the six months ended July 31, 1998
and August 1, 1997.
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations.
Part II. Other Information
Item 4. Submission of Matters to a Vote of
Security Holders
Item 6. Exhibits and Reports on Form 8-K
Signatures
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DOLLAR GENERAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
July 31, Jan. 30, Aug. 1,
1998 1998 1997
(Unaudited) * (Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 33,158 $ 7,128 $ 24,923
Merchandise inventories 797,277 631,954 589,660
Deferred income taxes 6,192 5,743 3,762
Other current assets 37,553 21,884 20,028
Total current assets 874,180 666,709 638,373
Property and equipment, at cost 445,362 391,911 351,773
Less: accumulated depreciation 174,886 150,466 130,913
270,476 241,445 220,860
Other assets 6,546 6,684 5,385
Total assets $1,151,202 $ 914,838 $ 864,618
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 704 $ 1,450 $ 1,749
Short-term borrowings 160,856 21,933 57,850
Accounts payable 214,496 179,958 163,074
Accrued expenses 109,416 92,027 72,060
Income taxes 0 12,343 3,480
Total current liabilities 485,472 307,711 298,213
Long-term debt 223 1,294 1,580
Deferred income taxes 21,665 21,937 5,326
Shareholders' equity:
Preferred stock 858 858 858
Common stock 105,211 83,526 67,679
Additional paid-in capital 406,079 379,954 368,929
Retained earnings 332,221 320,085 322,560
844,369 784,423 760,026
Less treasury stock 200,527 200,527 200,527
Total shareholders' equity 643,842 583,896 559,499
Total liabilities and shareholders'
equity $1,151,202 $ 914,838 $ 864,618
* Derived from the January 30, 1998 audited financial statements
The accompanying notes are an integral part of these consolidated
financial statements.
<TABLE>
<CAPTION>
DOLLAR GENERAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands except per share amounts)
(Unaudited)
Three Months Ended Six Months Ended
July 31, Aug. 1, July 31, Aug. 1,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Net Sales $741,355 $596,820 $1,446,615 $1,116,834
Cost of goods sold 535,874 436,664 1,050,802 814,823
Gross profit 205,481 160,156 395,813 302,011
Selling, general and
administrative expense 150,401 116,699 291,340 227,034
Operating profit 55,080 43,457 104,473 74,977
Interest expense 2,031 540 2,970 1,066
Income before taxes on income 53,049 42,917 101,503 73,911
Provision for taxes on income 19,761 16,201 37,810 27,901
Net income $ 33,288 $ 26,716 $ 63,693 $ 46,010
Diluted earnings per share $ 0.16 $ 0.12 $ 0.30 $ 0.21
Weighted average diluted shares 214,633 215,145 214,809 214,035
Basic earnings per share $ 0.18 $ 0.15 $ 0.35 $ 0.25
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
<TABLE>
<CAPTION>
DOLLAR GENERAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months Ended
July 31, Aug 1,
1998 1997
<S> <C> <C>
Operating activities:
Net income $ 63,693 $ 46,010
Adjustments to reconcile net income to net
cash (used in) provided by operating activities:
Depreciation and amortization 25,312 17,752
Deferred income taxes (721) (318)
Change in operating assets and liabilities:
Merchandise inventories (165,323) (113,557)
Accounts payable 34,538 59,551
Accrued expenses 17,389 1,619
Income taxes (28,444) (6,522)
Other 1,601 (1,261)
Net cash (used in) provided by operating activities (51,955) 3,274
Investing activities:
Purchase of property and equipment (58,210) (64,784)
Proceeds from sale of property and equipment 2,836 33,811
Net cash (used in) investing activities (55,374) (30,973)
Financing activities:
Issuance of short-term borrowings 184,603 83,558
Repayments of short-term borrowings (45,680) (64,177)
Issuance of long-term debt 0 190
Repayments of long-term debt (1,817) (1,473)
Payments of cash dividend (14,873) (12,059)
Proceeds from exercise of stock options 23,062 23,900
Repurchase of common stock (37,183) 0
Tax benefit of stock options exercised 25,247 16,120
Net cash provided by (used in) financing activities 133,359 46,059
Net increase in cash and cash equivalents 26,030 18,360
Cash and cash equivalents, beginning of period 7,128 6,563
Cash and cash equivalents, end of period $ 33,158 $ 24,923
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The accompanying consolidated financial statements are presented in
accordance with the requirements of Form 10-Q and consequently do
not include all of the disclosures normally required by generally
accepted accounting principles or those normally made in the
Company's Annual Report on Form 10-K. Accordingly, the reader of
the quarterly report on Form 10-Q should refer to the Company's
Annual Report on Form 10-K for the year ended January 30, 1998 for
additional information.
The accompanying consolidated financial statements have been
prepared in accordance with the Company's customary accounting
practices and have not been audited. In management's opinion, all
adjustments (which are of a normal recurring nature) necessary for
a fair presentation of the consolidated results of operations for
the three-month and six-month periods ended July 31, 1998 and
August 1, 1997, respectively, have been made.
Interim cost of goods sold is determined using estimates of
inventory shrinkage, inflation, and markdowns which are adjusted to
reflect actual results at year end. Because of the seasonal nature
of the Company's business, the results for interim periods are not
necessarily indicative of the results to be expected for the entire
year.
2. Shareholders' Equity
Changes in shareholders' equity for the six months ended July 31,
1998 and August 1, 1997 were as follows (dollars in thousands except
per share amounts):
<TABLE>
<CAPTION>
Additional
Preferred Common Paid-In Retained Treasury
Stock Stock Capital Earnings Stock Total
<S> <C> <C> <C> <C> <C> <C>
Balances, January 31, 1997 $ 858 $53,105 $329,948 $302,145 $200,527 $485,529
Net income 46,010 46,010
5-for-4 stock split,
September 22, 1997 13,536 (13,536)
Cash dividend, $.09 per
common share, as declared (10,467) (10,467)
Cash dividend, $.93 per
preferred share (1,592) (1,592)
Issuance of common
stock under employee stock
incentive plans 1,038 22,862 23,900
Tax benefit of stock options
exercised 16,119 16,119
Balances, August 1, 1997 $ 858 $67,679 $368,929 $322,560 $200,527 $559,499
Balances, January 30, 1998 $ 858 $83,526 $379,954 $320,085 $200,527 $583,896
Net Income 63,693 63,693
5-for-4 stock split,
September 21, 1998 21,042 (21,042)
Cash dividend, $.07 per
common share, as declared (12,779) (12,779)
Cash dividend, $1.22 per
preferred share (2,094) (2,094)
Issuance of common stock
under employee stock
incentive plans 1,142 21,920 23,062
Stock repurchase (499) (36,684) (37,183)
Tax benefit of stock options
exercised 25,247 25,247
Balances, July 31, 1998 $ 858 $105,211 $406,079 $332,221 $200,527 $643,842
</TABLE>
3. Earnings Per Share
Amounts are in thousands except per-share data and shares have been adjusted for
the September 21, 1998 and March 23, 1998, five-for-four common stock splits.
Six months ended July 31, 1998
Per-Share
Income Shares Amount
Net Income $63,693
Less: preferred stock dividends 2,094
Basic Earnings per Share
Income available to common shareholders $61,599 176,554 $0.35
Stock options outstanding 5,530
Convertible preferred stock 2,094 32,725
Diluted Earnings per Share
Income available to common shareholders
plus assumed conversions $63,693 214,809 $0.30
Six months ended August 1, 1997
Per-Share
Income Shares Amount
Net Income $46,010
Less: preferred stock dividends 1,592
Basic Earnings per Share
Income available to common shareholders $44,418 176,551 $0.25
Stock options outstanding 4,759
Convertible preferred stock 1,592 32,725
Diluted Earnings per Share
Income available to common shareholders
plus assumed conversions $46,010 214,035 $0.21
Three months ended July 31, 1998
Per-Share
Income Shares Amount
Net Income $33,289
Less: preferred stock dividends 1,047
Basic Earnings per Share
Income available to common shareholders $32,242 176,804 $0.18
Stock options outstanding 5,104
Convertible preferred stock 1,047 32,725
Diluted Earnings per Share
Income available to common shareholders
plus assumed conversions $33,289 214,633 $0.16
Three months ended August 1, 1997
Per-Share
Income Shares Amount
Net Income $26,716
Less: preferred stock dividends 838
Basic Earnings per Share
Income available to common shareholders $25,878 177,818 $0.15
Stock options outstanding 4,602
Convertible preferred stock 838 32,725
Diluted Earnings per Share
Income available to common shareholders
plus assumed conversions $26,716 215,145 $0.12
4. Subsequent Event
On August 25, 1998 the Company's Board of Directors authorized a
five-for-four common stock split for shareholders of record on
September 7, 1998, which will be distributed on September 21, 1998.
All references to the number of common shares and per share
amounts have been restated as appropriate to reflect the effect of
the split for all periods presented.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
This discussion and analysis contains both historical and forward-
looking information. The forward-looking statements are made
pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Although the Company believes the
assumptions underlying the forward-looking statements contained
herein are reasonable, any of the assumptions could be inaccurate,
and therefore, there can be no assurance that the forward-looking
statements included herein will prove to be accurate. Forward-
looking statements may be significantly impacted by certain risks
and uncertainties, including, but not limited to: general
transportation and distribution delays or interruptions;
interruptions in suppliers' operations; inventory risks due to
shifts in market demand; changes in product mix; costs and delays
associated with building, opening and operating new distribution
centers; and the risk factors listed in the Annual Report on Form
10-K for the year ended January 30, 1998. The Company undertakes
no obligation to publicly release any revisions to any forward-
looking statements contained herein to reflect events or
circumstances occurring after the date hereof or to reflect the
occurrence of interruptions in suppliers' operations or
unanticipated events.
The following text contains references to years 1998, 1997, 1996
and 1995 which represent fiscal years ending or ended January 29,
1999, January 30, 1998, and January 31, 1997 and 1996,
respectively. This discussion and analysis should be read in
conjunction with, and is qualified in its entirety by, the
consolidated financial statements, including the notes thereto.
RESULTS OF OPERATIONS
The nature of the Company's business is seasonal. Historically,
sales in the fourth quarter have been significantly higher than
sales achieved in each of the first three quarters of the fiscal
year. Thus, expenses, and to a greater extent operating income,
vary by quarter. Results of a period shorter than a full year may
not be indicative of results expected for the entire year.
Furthermore, comparing any period to a period other than the same
period of the previous year will reflect the seasonal nature of the
Company's business.
SIX MONTHS ENDED JULY 31, 1998 AND AUGUST 1, 1997
NET SALES. Net sales for the first six months of fiscal 1998
increased $329.8 million, or 29.5%, to $1,446.6 million, from
$1,116.8 million for the comparable period of fiscal 1997. The
increase resulted from the operation of 457 net additional stores
being in operation as of July 31, 1998 as compared with August 1,
1997 and an increase of 14.1% in same-store sales. Same store sales
growth was a 4.1% increase for the same period last year.
The Company defines same-stores as those stores opened prior to the
beginning of the previous fiscal year which have remained open
through the current period. Sales were negatively affected during
the first and second quarters of fiscal 1997 as the Company
refurbished more than 2,400 stores to a new prototype.
GROSS PROFIT. Gross profit for the first six months was $395.8
million, or 27.4% of net sales, compared with $302.0 million, or
27.0% of net sales, in the same period last year. This increase
was driven by higher margin on current purchases and lower shrink
reserves as a percent of sales.
For the third quarter, management expects gross margin, as a
percent of sales, to decline primarily because of increased food
and apparel sales. For fiscal 1998, management expects gross margin
to decline slightly, as a percent of sales.
SELLING, GENERAL AND ADMINISTRATIVE (SG&A) EXPENSE. SG&A expense
for the first six months totaled $291.3 million, or 20.1% of net
sales, compared with $227.0 million, or 20.3% of net sales during
the comparable period last year. Total SG&A expense increased 28.3%
primarily as a result of the operation of 457 net additional stores
as compared with the six month period last year. For the third
quarter management expects SG&A to decline, as a percentage of
sales, primarily as a result of lower advertising expense related
to the 1997 television advertising to communicate the new
assortment. Management also expects advertising expense to be lower
in the fourth quarter as a result of the elimination of the
December circular. For fiscal 1998 management expects SG&A to
decrease slightly as a percentage of sales.
INTEREST EXPENSE. Interest expense increased to $3.0 million, or
0.21% of sales, compared with $1.1 million or 0.10% of sales, in
the comparable period last year. This increase was a result of
higher average borrowings to support higher company inventory
levels and the repurchase of the Company's common stock. The
increase in inventory levels was primarily a result of operating
two additional distribution centers (in Indianola, Mississippi and
in Villa Rica, Georgia), slightly higher inventory in existing
stores and additional inventory required to operate 457 more
stores. During the first half of fiscal 1998 the Company
repurchased 1,246,250 shares of common stock at an average cost of
$29.43 per share, split adjusted for the September 21, 1998 five-
for-four split. For the second half of fiscal 1998, management
expects interest expense, as percent of sales, to be consistent
with last year.
PROVISIONS FOR TAXES ON INCOME. The effective income tax rate for
the three and six month periods ended July 31, 1998 was 37.3%
compared with 37.8% in the comparable periods last year.
THREE MONTHS ENDED JULY 31, 1998 AND AUGUST 1, 1997
NET SALES. Net sales for the quarter increased $144.6 million, or
24.2%, to $741.4 million from $596.8 million for the comparable
period of fiscal 1997. The increase resulted from the operation of
457 net additional stores as compared with the comparable period
last year, and an increase of 9.2% in same store sales as compared
with a 6.4% increase for the same period last year.
GROSS PROFIT. Gross profit for the quarter was $205.5 million, or
27.7% of net sales, compared to $160.2 million, or 26.8% of net
sales, in the same period last year. This increase was driven by
decreases in transportation costs, higher margin on current
purchases, and markdowns, all as a percent of sales.
SELLING, GENERAL AND ADMINISTRATIVE (SG&A) EXPENSE. SG&A expense
for the quarter totaled $150.4 million, or 20.3% of net sales,
compared with $116.7 million, or 19.6% of net sales last year.
This increase, as a percentage of sales, is primarily a result of
higher depreciation for fixed assets as a result of the conversion
of stores to the new prototype. Total SG&A expense increased 28.9%
primarily as a result of adding 457 net new stores since the
comparable period last year.
INTEREST EXPENSE. Interest expense increased to $2.0 million, or
0.27% of sales, compared with $0.5 million or 0.09% of sales, in
the comparable period last year. This increase was primarily a
result of the same factors listed above for the six-month period.
LIQUIDITY AND CAPITAL RESOURCES
Cash flows from operating activities - Net cash used by operating
activities totaled $52.0 million during the first six months of
fiscal 1998 compared with $3.3 million cash provided by operating
activities in the comparable period last year. This increase in
use of cash was primarily the result of increased inventories.
Cash flows from investing activities - Net cash used by investing
activities totaled $55.4 million during the first six months of
fiscal 1998 compared with $31.0 million in the comparable period
last year. The increase in cash used by investing activities was
primarily the result of the $33.8 million received in 1997 from the
sale/leaseback of the South Boston, Virginia distribution center.
Cash used during the current six month period resulted primarily
from $58.2 million in expenditures primarily from opening 310 new
stores during the first six months of fiscal 1998.
Cash flows from financing activities - Total debt (including
current maturities and short-term borrowings) at July 31, 1998 was
$161.8 million compared to $61.2 million at August 1, 1997. The
increase in total debt was driven by increased inventories and the
common stock repurchase.
Because of the significant impact of seasonal buying (e.g., Spring
and December holiday purchases), the Company's working capital
requirements vary significantly during the year. These working
capital requirements were financed by short-term borrowings under
the Company's $175.0 million revolving credit/term loan facility
and short-term bank lines of credit totaling $145.0 million at July
31, 1998. The Company had short-term borrowings of $160.9 million
outstanding as of July 31, 1998 and $57.9 million as of August 1,
1997. Seasonal working capital expenditure requirements will
continue to be met through cash flow provided by operations
supplemented by the revolving credit/term loan facility and short-
term bank lines of credit.
Capital requirements for the construction of new stores, new
distribution centers and the new corporate headquarters complex
will continue to be funded under the Company's $225.0 million
leveraged lease facility. The Company began funding construction
costs under this facility in the third quarter of fiscal 1997. As
of July 31, 1998, $59.6 million of construction costs had been
funded under this facility. As of July 31, 1998 the Company has
entered into three five year interest rate swap agreements to fix
the interest rate on $150.0 million of this leveraged lease
facility.
The Company's liquidity position is set forth in the following
table (dollars in thousands):
July 31, January 30, August 1,
1998 1998 1997
Current ratio 1.8x 2.2x 2.1x
Total borrowings/equity 25.1% 4.2% 10.9%
Working Capital $388,708 $358,998 $340,160
Average daily use of debt
(fiscal year-to-date) $115,691 $ 90,882 $ 46,122
Maximum outstanding short-term
debt (fiscal year-to-date) $182,964 $184,725 $ 62,869
ACCOUNTING PRONOUNCEMENTS
The Company will adopt Statement of Financial Accounting Standards
No. 131 "Disclosures about Segments of an Enterprise and Related
Information" for the year ending January 29, 1999. The Company
will adopt Statement of Position 98-1, "Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use" for the
year ending January 28, 2000. The Company will adopt Statement of
Financial Accounting Standards No. 133 "Accounting for Derivative
Instruments and Hedging Activities" for the first quarter ending
April 28, 2000. Management does not believe adoption of these
pronouncements will have a significant impact on the Company's
financial reporting or have a material impact on its operating
results or financial position.
YEAR 2000
The Company has considered the impact of the year 2000 on its
computer systems and applications. An action plan has been
developed which includes establishing a task force to evaluate the
Company's major vendors' Year 2000 compliance. The Company is in
the process of installing a new, previously planned general ledger
system that will be Year 2000 compliant. Previously planned
software and equipment upgrades and revisions are expected to
remedy Year 2000 compliance issues. The Company believes the
impact of the Year 2000 and related costs of compliance will not
have any material impact on its operations or liquidity.
PART II - OTHER INFORMATION
Item 1. Not applicable.
Item 2. Not applicable.
Item 3. Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
At the Annual Meeting of Stockholders of the Company held June
1, 1998, four proposals were submitted to a vote of the Company's
stockholders. The result of the stockholders' vote is as follows:
Proposal 1. To approve a change in the state of incorporation of
the Company from Kentucky to Tennessee by approving an Agreement and
Plan of Merger between the Company and its wholly-owned Tennessee
subsidiary pursuant to which the Company will be merged with and into
the Tennessee corporation.
Votes For Votes Against Abstentions Non-Vote
99,060,511 22,386,406 678,191 20,238,011
Proposal 2. To elect the following nine directors to serve
until the next annual meeting of stockholders and until their successors
are duly elected and qualified:
Votes
Votes For Withheld/Against
Dennis C. Bottorff 142,215,113 144,646
James L. Clayton 142,234,120 125,639
Reginald D. Dickson 142,233,112 126,647
John B. Holland 142,185,792 173,967
Barbara M. Knuckles 142,230,214 129,545
Cal Turner 141,962,266 420,159
Cal Turner, Jr. 142,237,612 129,720
David Wilds 142,232,737 127,023
William S. Wire 142,207,979 151,781
Proposal 3. To approve an amendment to the Company's Amended
and Restated Articles of Incorporation increasing the number of
authorized shares of the Company's Common Stock from 200,000,000 to
500,000,000 shares. (Applicable only to the extent Proposal 1 was not
approved.)
Votes For Votes Against Votes Abstained
121,494,983 20,330,947 537,189
Proposal 4. To approve the Company's 1998 Stock Incentive Plan.
Votes For Votes Against Votes Abstained
Non-Vote
118,282,263 21,907,175 1,194,802
978,879
Item 5. Not applicable.
Item 6. A. Exhibits
27 Financial Data Schedule (for SEC use only)
B. Reports on Form 8-K
The Company filed a Current Report on Form 8-K on June
8, 1998, as amended June 11, 1998 pursuant to Item 5 of such form to
report the stockholder approval of the Agreement and Plan of Merger
between the Company and its wholly-owned Tennessee subsidiary, and the
filing of the Articles of Merger with the Secretary of State for the
State of Tennessee and the Commonwealth of Kentucky, respectively, in
order to effect the change in the state of incorporation of the Company
from Kentucky to Tennessee.
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.
DOLLAR GENERAL CORPORATION
(Registrant)
September 14, 1998 By:/s/ Phil Richards
Phil Richards, Vice President,
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
All numbers are adjusted for the five-for-four common stock split to be
distributed on September 21, 1998.
</LEGEND>
<CIK> 0000029534
<NAME> DOLLAR GENERAL CORP.
<MULTIPLIER> 1000
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 6-MOS
<FISCAL-YEAR-END> JAN-29-1999 JAN-30-1998
<PERIOD-END> JUL-31-1998 AUG-01-1997
<CASH> 33158 24923
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 797277 589660
<CURRENT-ASSETS> 874180 638373
<PP&E> 445362 351773
<DEPRECIATION> 174886 130913
<TOTAL-ASSETS> 1151202 864618
<CURRENT-LIABILITIES> 485472 298213
<BONDS> 0 0
0 0
858 858
<COMMON> 105211 105211
<OTHER-SE> 537773 490962
<TOTAL-LIABILITY-AND-EQUITY> 1151202 864618
<SALES> 1446615 1116834
<TOTAL-REVENUES> 1446615 1116834
<CGS> 1050802 814823
<TOTAL-COSTS> 291340 227034
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 2970 1066
<INCOME-PRETAX> 101503 73911
<INCOME-TAX> 37810 27901
<INCOME-CONTINUING> 63693 46010
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 63693 46010
<EPS-PRIMARY> .35 .25
<EPS-DILUTED> .30 .21
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