FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
X OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended January 26, 1997
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
______ OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission File Number 1-7699
FLEETWOOD ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-1948322
_______________________ ____________________________________________
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
3125 Myers Street, Riverside, California 92503-5527
__________________________________________________________________________
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (909) 351-3500
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 _____
Indicate the number of shares outstanding of each of the issuer's classes
of Common stock as of the close of the period covered by this report.
Class Outstanding at January 26, 1997
_________________________ _______________________________________
Common stock, $1 par value 35,562,199 shares
Preferred share purchase rights --
CONDENSED FINANCIAL STATEMENTS
The following unaudited interim condensed financial statements have been
prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Such financial statements have been
reviewed by Arthur Andersen LLP in accordance with standards established by
the American Institute of Certified Public Accountants. As indicated in their
report included herein, Arthur Andersen LLP does not express an opinion on
these statements.
Certain information and note disclosures normally included in annual
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to those rules and
regulations, although the Company believes that the disclosures made are
adequate to make the information presented not misleading. In the Company's
opinion, the statements reflect all adjustments (which include only normal
recurring adjustments) necessary to present fairly the results of operations
for the periods ending January 26, 1997 and January 28, 1996 and the balances
as of January 26, 1997 and April 28, 1996. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and the notes thereto included in the Company's latest annual
report on Form 10-K.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the board of directors and shareholders of Fleetwood Enterprises, Inc.:
We have reviewed the accompanying condensed consolidated balance sheet
of FLEETWOOD ENTERPRISES, INC. (a Delaware Corporation) and subsidiaries as
of January 26, 1997, and the related condensed consolidated statements of
income for the thirteen and thirty-nine week periods ended January 26, 1997
and January 28, 1996, the condensed consolidated statements of cash flows
for the thirty-nine week periods ended January 26, 1997 and January 28,
1996, and the condensed consolidated statement of changes in shareholders'
equity for the thirty-nine week period ended January 26, 1997. These
financial statements are the responsibility of the company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to the financial data and making inquiries of persons responsible for
financial and accounting matters. It is substantially less in scope than an
audit conducted in accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such
an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the condensed consolidated financial statements
referred to above for them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet of Fleetwood Enterprises,
Inc. and subsidiaries as of April 28, 1996, and the related consolidated
statements of income, cash flows and changes in shareholders' equity for the
year then ended (not presented herein) and, in our report dated June 25,
1996 we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the accompanying
condensed consolidated balance sheet as of April 28, 1996, is fairly stated,
in all material respects, in relation to the consolidated balance sheet from
which it has been derived.
ARTHUR ANDERSEN LLP
Orange County, California
February 25, 1997
<TABLE>
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands except per share data)
(UNAUDITED)
Thirteen Thirteen Thirty-nine Thirty-nine
Weeks Weeks Weeks Weeks
Ended Ended Ended Ended
Jan. 26, Jan. 28, Jan. 26, Jan. 28,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Sales $627,961 $625,444 $2,127,986 $2,037,247
Cost of products sold 516,137 511,102 1,728,746 1,655,869
------- ------- ------- -------
Gross profit 111,824 114,342 399,240 381,378
Operating expenses 90,559 91,730 292,370 293,863
------- ------- ------- -------
Operating income 21,265 22,612 106,870 87,515
Other income (expense):
Investment income 2,151 3,480 10,205 10,227
Interest expense (703) (383) (3,177) (1,001)
Other (32) (457) (239) (617)
------- ------- ------- -------
1,416 2,640 6,789 8,609
------- ------- ------- -------
Income from continuing operations
before income taxes
and minority interest 22,681 25,252 113,659 96,124
Provision for income
taxes (8,902) (10,417) (44,776) (39,322)
Minority interest in net loss
of subsidiary -- 109 -- 387
------- ------- ------- ------
Income from continuing
operations 13,779 14,944 68,883 57,189
Income from discontinued
operations:
Income from operations of
finance subsidiary (net of
income taxes) -- 2,358 887 6,922
Gain of sale of finance
subsidiary (net of
income taxes) -- -- 33,891 --
------- ------- ------- -------
-- 2,358 34,778 6,922
------- ------- ------- -------
Net income $13,779 $17,302 $103,661 $64,111
------- ------- ------- -------
------- ------- ------- -------
Net income per Common and
equivalent share:
Continuing operations $.38 $.32 $1.72 $1.23
Discontinued operations:
Income from operations
of finance subsidiary -- .05 .02 .15
Gain on sale of
finance subsidiary -- -- .84 --
------- ------- ------- -------
Total $.38 $.37 $2.58 $1.38
------- ------- ------- -------
------- ------- ------- -------
Dividends declared
per share of Common
stock outstanding $.16 $.15 $.48 $.45
------- ------- ------- -------
------- ------- ------- -------
Common and equivalent
shares outstanding 36,556 46,387 40,103 46,467
See accompanying notes to financial statements.
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (CONDENSED)
(Amounts in thousands)
ASSETS
January 26, April 28,
1997 1996
(Unaudited)
<S> <C> <C>
Cash $ 22,678 $ 15,792
Investments 81,415 272,138
Receivables 173,280 173,380
Inventories:
Raw materials 108,345 94,302
Work in process and finished products 56,815 43,597
Net assets of discontinued operations -- 97,444
Property, plant and equipment 278,188 266,587
Deferred tax benefits 71,172 65,224
Cash value of Company-owned
life insurance 30,846 30,953
Other assets 40,634 49,515
---------- --------
$863,373 $1,108,932
LIABILITIES AND SHAREHOLDERS' EQUITY
Notes payable to banks $ 21,000 $ --
Accounts payable 87,477 104,850
Employee compensation and benefits 106,839 109,552
Federal and state taxes on income 4,759 (16,850)
Insurance reserves 45,899 47,408
Long-term debt 55,000 80,000
Other liabilities 115,375 134,835
------- -------
436,349 459,795
------- -------
Contingent liabilities
Shareholders' equity:
Preferred stock, $1 par value, authorized
10,000,000 shares, none outstanding -- --
Common stock, $1 par value, authorized
75,000,000 shares, outstanding 35,562,000
at January 26, 1997 and 45,640,000
at April 28, 1996 35,562 45,640
Capital surplus 36,177 42,758
Retained earnings 355,217 561,500
Foreign currency translation
adjustment (507) (946)
Investment securities valuation
adjustment 575 185
------- -------
427,024 649,137
------- -------
$863,373 $1,108,932
------- -------
------- -------
See accompanying notes to financial statements.
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONDENSED)
(Amounts in thousands)
(UNAUDITED)
Thirty-nine Thirty-nine
Weeks Ended Weeks Ended
Jan. 26, 1997 Jan. 28, 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $103,661 $64,111
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation expense 18,936 19,147
Amortization of intangibles and goodwill 1,420 935
Losses on sales of property,
plant and equipment 239 617
Gain on sale of finance subsidiary (33,891) --
Changes in assets and liabilities:
(Increase) decrease in receivables 100 (4,913)
(Increase) decrease in inventories (27,261) 56,975
Increase in deferred tax benefits (5,948) (8,563)
(Increase) decrease in cash value of
Company-owned life insurance 107 (11,333)
Decrease in other assets 7,461 3,835
Decrease in accounts payable (17,373) (12,104)
Increase (decrease) in other liabilities (2,073) 19,115
Foreign currency translation adjustment 439 (737)
------- -------
Net cash provided by operating activities 45,817 127,085
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of investment securities:
Held-to-maturity (3,328,812) (3,129,225)
Available-for-sale (1,531,739) (363,536)
Proceeds from maturity of investment securities:
Held-to-maturity 3,345,024 3,128,672
Available-for-sale 1,461,352 181,703
Proceeds from sale of available-for-
sale investment securities 245,288 116,982
Purchases of property, plant
and equipment, net (30,776) (23,547)
Proceeds from sale of finance subsidiary,
net of income taxes 132,222 --
Change in net assets of discontinued
operation (887) (6,894)
------- -------
Net cash provided by (used in)
investing activities 291,672 (95,845)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Short-term borrowings 21,000 --
Retirement of long-term debt (25,000) --
Dividends to shareholders (18,675) (20,661)
Proceeds from exercise of stock options 3,810 1,092
Repurchase of Common stock (311,738) (11,505)
------- -------
Net cash used in
financing activities (330,603) (31,074)
------- -------
Increase in cash 6,886 166
Cash at beginning of period 15,792 9,410
------ -------
Cash at end of period $22,678 $9,576
------ ------
------ ------
Supplementary disclosures:
Income taxes paid $52,499 $41,315
Interest paid 3,534 872
See accompanying notes to financial statements.
FLEETWOOD ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF CHANGES
IN SHAREHOLDERS' EQUITY (CONDENSED)
(Amounts in thousands)
(UNAUDITED)
Invest-
ment
Foreign Secu-
Currency rities
Trans- Valu- Total
Common Stock lation ation Share-
Number of Capital Retained Adjust- Adjust- holders'
Shares Amount Surplus Earnings ment ment Equity
<S> <C> <C> <C> <C> <C> <C> <C>
Balance
April 28,
1996 45,640 $45,640 $42,758 $561,500 $(946) $185 $649,137
Add (deduct)-
Net income -- -- -- 103,661 -- -- 103,661
Cash dividends
declared on
Common stock -- -- -- (18,675) -- -- (18,657)
Stock options
exercised 208 208 3,602 -- -- -- 3,810
Stock
repurchased (10,286) (10,286) (10,183) (291,269) -- -- (311,738)
Foreign currency
translation
adjustment -- -- -- -- 439 -- 439
Investment securities
valuation
adjustment -- -- -- -- -- 390 390
Balance January 26,
1997 35,562 $35,562 $36,177 $355,217 $(507) $575 $427,024
------ ------- ------- -------- ----- ---- --------
------ ------- ------- -------- ----- ---- --------
See accompanying notes to financial statements.
</TABLE>
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JANUARY 26, 1997
1) Reference to Annual Report
Reference is made to the Notes to Consolidated Financial Statements
included in the Company's Form 10-K annual report for the year ended
April 28, 1996.
2) Industry Segment Information
Information with respect to industry segments for the periods ending
January 26, 1997 and January 28, 1996 is shown below:
<TABLE>
13 Weeks 13 Weeks 39 Weeks 39 Weeks
Ended Ended Ended Ended
Jan. 26, Jan. 28, Jan. 26, Jan. 28,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
OPERATING REVENUES:
Manufactured housing $324,449 $333,045 $1,087,091 $1,081,034
Recreational vehicles 293,721 279,577 1,000,410 921,194
Supply operations 9,791 12,822 40,485 35,019
-------- -------- ---------- ----------
$627,961 $625,444 $2,127,986 $2,037,247
-------- -------- ---------- ----------
-------- -------- ---------- ----------
OPERATING INCOME:
Manufactured housing $ 8,355 $20,166 $ 62,363 $79,310
Recreational vehicles 14,142 2,955 52,955 14,604
Supply operations (390) 973 1,081 1,881
Corporate and other* (842) (1,482) (9,529) (8,280)
------- ------- ------- --------
$21,265 $22,612 $106,870 $87,515
------- ------- ------- -------
------- ------- ------- -------
* Including adjustments and eliminations.
</TABLE>
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Amounts in thousands)
The following is an analysis of changes in key items included in the
consolidated statements of income for the 13-week and 39-week periods ended
January 26, 1997. THE AMOUNTS SHOWN BELOW APPLY ONLY TO CONTINUING
OPERATIONS.
<TABLE>
Thirteen Weeks Thirty-nine Weeks
Ended Ended
January 26, January 26,
1997 1997
Increase % Increase %
(Decrease) Change (Decrease) Change
<S> <C> <C> <C> <C>
Sales $2,517 .4% $90,739 4.5%
Cost of products sold 5,035 1.0 72,877 4.4
------- --- ------- ---
Gross profit (2,518) (2.2) 17,862 4.7
Selling expenses (1,258) (2.8) (10,624) (7.5)
General and administrative
expenses 87 .2 9,131 6.0
----- --- ----- ----
Operating expenses (1,171) (1.3) (1,493) (.5)
----- --- ----- ----
Operating income (1,347) (6.0) 19,355 22.1
Other income (expense) (1,224) (46.4) (1,820) (21.1)
Income before taxes (2,571) (10.2) 17,535 18.2
Provision for income taxes (1,515) (14.5) 5,454 13.9
Net income $(1,165) (7.8)% $11,694 20.4%
----- ---- ------ ----
----- ---- ------ ----
</TABLE>
Current Quarter Compared to Same Quarter Last Year
Net income for the third quarter declined to $13,779,000 or 38 cents per
share compared to $17,302,000 and 37 cents per share for last year's similar
period. Most of the decline was the result of the divestiture in May 1996
of Fleetwood Credit Corp., the Company's RV finance subsidiary, which had
contributed earnings of $2,358,000 or five cents per share in last year's
third quarter. Earnings from continuing operations were off eight percent,
but earnings per share from continuing operations increased 19 percent from
32 to 38 cents as a result of the repurchase of approximately 10.3 million
shares earlier in the current fiscal year.
The recreational vehicle group continued to generate improved results in the
third quarter as it did in the first half of fiscal 1997. The RV group
improvement, however, did not offset the decline in results for the
manufactured housing group, which experienced lower gross margins and
increased overhead expenses, partially as a result of new plant start-up
costs and organizational changes.
The Company recorded third quarter revenues of $628.0 million compared to
$625.4 million a year ago. Improved sales of recreational vehicles more
than offset a decline in manufactured housing revenues. Prior year revenues
have been restated to exclude finance revenues from the discontinued finance
operation.
Recreational vehicle sales increased five percent to $293.7 million compared
to $279.6 million in last year's similar period. Last year's RV sales
included $11.5 million from a European operation which was sold in May 1996.
Motor home and travel trailer operations each experienced revenue increases
for the quarter despite modest declines in unit sales. This reflects a
market shift to the larger and more expensive products. Motor home revenues
were up 13 percent to $176.1 million, despite a one percent decline in
shipments to 2,764 units. Travel trailer sales rose three percent to $95.8
million, even though volume declined three percent to 6,477 units. Folding
trailer sales increased 15 percent to a record $21.8 million on a seven
percent rise in shipments to 4,871 units. Recreational vehicle sales
accounted for 47 percent of total Company revenues, up from 45 percent last
year.
Manufactured housing sales slipped three percent to $324.5 million from
$333.0 million last year. Although housing shipments dropped nine percent
to 14,568 units, the volume of floors shipped fell only two percent to
22,770, resulting from a shift to greater sales of multi-section homes.
Housing group sales were 52 percent of total Company revenues, down from 53
percent last year.
Manufacturing gross profit for the quarter was 17.8 percent, down from 18.3
percent for the same quarter last year. RV margins were higher primarily
due to a more favorable sales mix, while housing margins worsened with
higher lumber costs, employee benefit increases and new plant start-up
costs.
Operating expenses of $90.6 million were down $1.2 million or one percent
from last year's similar period, and also declined as a percentage of sales
from 14.7 percent to 14.4 percent. Selling expenses of $42.9 million were
down three percent or $1.3 million, and were also lower as a percentage of
sales, declining from 7.1 percent to 6.8 percent. Virtually all of the
reduction in selling costs came in the RV group, largely due to lower
product financing and sales promotion costs. The RV reductions were
substantially offset by higher costs in the housing group attributable to
increases in product warranty and sales promotion expenses. General and
administrative expenses rose less than one percent to $47.6 million and were
unchanged as a percentage of sales at 7.6 percent. Cost increases in the
housing group attributable to organizational changes and new start-up plants
were largely offset by other cost reductions.
Non-operating income of $1.4 million was 46 percent below the $2.6 million
earned last year. This primarily resulted from a $1.3 million decline in
investment income on lower invested balances and reduced rates of return.
Interest expense increased due to the existence of long-term debt, which the
Company did not have a year ago.
The effective income tax rate in the third quarter declined from 41.3
percent to 39.2 percent, primarily due to the elimination of the European RV
operation that was generating operating losses last year with no tax
benefits.
Current Year-To-Date Compared to Same Period Last Year
Net income for the nine months increased to $103,661,000 or $2.58 per share
compared to $64,111,000 or $1.38 per share in the corresponding period last
year. Current year earnings include a one-time gain from the sale of
Fleetwood Credit Corp. of $33.9 million or 84 cents per share. Fleetwood
Credit Corp. contributed earnings from operations of two cents per share in
the current nine months compared to 15 cents per share for last year's
similar period. Nine-month earnings from continuing operations rose 20
percent to $68,883,000, but the per share amount jumped 40 percent to $1.72
versus $1.23 in the prior year due to share repurchases.
Nine-month revenues rose approximately four percent to $2.13 billion
compared to $2.04 billion in the previous year. This improvement was fueled
by higher motor home sales. Prior year revenues have been restated to
exclude finance revenues from the discontinued finance operation.
Recreational vehicle revenues for the nine months were $1.0 billion, nine
percent higher than last year's $921.2 million, which included $42.5 million
from the now-divested European operation. Motor home sales of $615.8
million were up 27 percent on a 13 percent volume increase to 10,459 units.
Travel trailer sales of $323.7 million were off one percent as shipments
dropped six percent to 23,203 units. Folding trailer sales eased four
percent to $61.0 million compared to the nine-month period a year ago.
Folding trailer unit volume fell 14 percent to 13,158 units shipped. As a
percentage of total Company revenues, the RV group increased from 45 percent
last year to 47 percent in the current year.
Manufactured housing revenues for the nine months were up about one percent
to $1.09 billion. Unit shipments decreased four percent to 49,769 units,
but the shift from single-section to multi-section homes resulted in a one
percent increase in floors shipped to 75,476. Housing sales were 51 percent
of total Company revenues, down from 53 percent last year.
Manufacturing gross profit for the nine-month period increased slightly as a
percentage of sales from 18.7 percent to 18.8 percent. Improved RV profit
margins were substantially offset by lower housing margins.
Operating expenses of $292.4 million were down less than one percent from
the prior year's first nine months. As a percentage of sales, operating
expenses dropped to 13.7 percent from 14.4 percent. Selling expenses fell
as a percentage of sales from 6.9 percent to 6.1 percent while general and
administrative expenses rose slightly from 7.5 percent to 7.6 percent.
General and administrative expenses rose six percent to $161.9 million due
primarily to higher management incentive compensation resulting from
improved profitability.
Non-operating income for the nine-month period dropped 21 percent to $6.8
million, primarily reflecting interest expense on long-term debt which did
not exist last year.
The effective income tax rate decreased from 40.9 percent to 39.4 percent
principally due to the elimination of European operating losses as discussed
previously.
Liquidity and Capital Resources
The Company generally relies upon internally generated cash flows to satisfy
working capital needs and to fund capital expenditures. Occasionally, short-
term bank borrowings are required to support seasonal working capital needs
during the winter months. Cash generated from operations declined to $45.8
million in the first nine months of the current fiscal year compared to
$127.1 million in the prior year, primarily due to the variability of RV
inventories. Last year, inventories were reduced nearly $57.0 million
compared to a $27.3 million increase in the current year.
Included in the nine-month cash flows is $132.2 million received from the
sale of Fleetwood Credit Corp., net of income taxes, as was discussed in the
first quarter Form 10-Q report. The proceeds from the sale of FCC, along
with the sale of investment securities, yielded net cash from investing
activities of $291.7 million.
During the nine months ended January 26, 1997, the Company repurchased and
retired 10.3 million shares of its own stock, representing approximately
22.5 percent of its outstanding Common stock, at a cost of $311.7 million.
As previously reported in the Form 10-Q for the first quarter, the Company
completed a Dutch Auction tender offer which resulted in the purchase of 7.7
million shares. Included in the second quarter was the purchase of 2.4
million shares of stock from the Company's Chairman of the Board. The
balance of the shares were purchased on the open market during the second
quarter. Cash outflows also included $18.7 million for dividends to
shareholders and $25.0 million for the retirement of long-term debt. Near
the end of the third quarter of fiscal 1997, the Company initiated $21.0
million in short-term bank borrowings to serve working capital needs. These
borrowings were paid off within a few business days following the end of the
quarter.
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.
FLEETWOOD ENTERPRISES, INC.
_____________________________
Paul M. Bingham
Senior Vice President - Finance
and Chief Financial Officer
February 28, 1997
FLEETWOOD ENTERPRISES, INC.
CONSOLIDATED FINANCIAL INFORMATION
FINANCIAL DATA SCHEDULE
[SROS] NYSE
[SROS] PSE
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> APR-27-1997
<PERIOD-END> JAN-26-1997
<CASH> 22,678
<SECURITIES> 81,415
<RECEIVABLES> 173,280
<ALLOWANCES> 0
<INVENTORY> 165,160
<CURRENT-ASSETS> 0
<PP&E> 447,091
<DEPRECIATION> 168,903
<TOTAL-ASSETS> 863,373
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 35,562
0
0
<OTHER-SE> 391,462
<TOTAL-LIABILITY-AND-EQUITY> 863,373
<SALES> 2,127,986
<TOTAL-REVENUES> 2,127,986
<CGS> 1,728,746
<TOTAL-COSTS> 2,021,116
<OTHER-EXPENSES> 239
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,177
<INCOME-PRETAX> 113,659
<INCOME-TAX> 44,776
<INCOME-CONTINUING> 68,883
<DISCONTINUED> 887
<EXTRAORDINARY> 33,891
<CHANGES> 0
<NET-INCOME> 103,661
<EPS-PRIMARY> 2.58
<EPS-DILUTED> 2.58
<FN> Amounts for current assets and current
liabilities are not shown since balance sheet
is presented in nonclassified format.
</TABLE>