<PAGE>
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- -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-Q
QUARTERLY REPORT
UNDER
SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
--------------
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(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
FOR THE QUARTER ENDED MARCH 31, 1997
OR
( ) 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 1-10321
THE ACKERLEY GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 91-1043807
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1301 FIFTH AVENUE,
SUITE 3770
SEATTLE, WA 98101
(206) 624-2888
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
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 LATEST PRACTICABLE DATE.
CLASS OUTSTANDING AT MAY 1, 1997
- ---------------------------- ------------------------------
COMMON STOCK, $.01 PAR VALUE 19,813,002 SHARES
CLASS B COMMON STOCK, $.01 PAR VALUE 11,353,810 SHARES
<PAGE>
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Page
----
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
CONSOLIDATED BALANCE SHEETS
MARCH 31, 1997 AND DECEMBER 31, 1996 . . . . . . . . . . . . . . . 1
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTH PERIODS ENDED MARCH 31, 1997 AND 1996 . . . . . . . . 2
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTH PERIODS ENDED MARCH 31, 1997 AND 1996. . . . . . . . . 3
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS . . . . . . . . . . . . 4
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS. . . . . . . . . . . 5
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K . . . . . . . . . . . . . . . . . 10
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
<PAGE>
THE ACKERLEY GROUP, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited)
MARCH 31, DECEMBER 31,
1997 1996
------------- ---------------
ASSETS (in thousands)
<S> <C> <C>
CURRENT ASSETS:
CASH AND CASH EQUIVALENTS $ 5,409 $ 2,910
ACCOUNTS RECEIVABLE, NET 39,850 43,754
CURRENT PORTION OF BROADCAST RIGHTS 4,260 5,656
PREPAID CONTRACTS 5,216 7,080
OTHER CURRENT ASSETS 11,359 9,765
------------- ---------------
TOTAL CURRENT ASSETS 66,094 69,165
PROPERTY AND EQUIPMENT, NET 90,341 88,136
INTANGIBLES, NET 42,689 41,856
OTHER ASSETS 24,487 25,755
------------- ---------------
TOTAL ASSETS $223,611 $224,912
------------- ---------------
------------- ---------------
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES:
ACCOUNTS PAYABLE $ 4,970 $ 5,019
ACCRUED INTEREST 7,216 3,959
OTHER ACCRUED LIABILITIES 19,252 16,160
DEFERRED REVENUE 12,413 20,050
CURRENT PORTION OF BROADCAST OBLIGATIONS 5,818 7,032
CURRENT PORTION OF LONG-TERM DEBT 5,673 5,791
------------- ---------------
TOTAL CURRENT LIABILITIES 55,342 58,011
LONG-TERM DEBT - NONCURRENT PORTION 230,201 229,350
LITIGATION ACCRUAL 13,189 13,248
OTHER LONG-TERM LIABILITIES 6,148 8,142
------------- ---------------
TOTAL LIABILITIES 304,880 308,751
STOCKHOLDERS' DEFICIENCY:
COMMON STOCK, $.01 PAR VALUE: AUTHORIZED 50,000,000 SHARES,
ISSUED 21,187,948 SHARES AT MARCH 31, 1997 AND 21,186,724
SHARES AT DECEMBER 31, 1996; AND OUTSTANDING 19,813,002 SHARES
AT MARCH 31, 1997 AND 19,811,778 SHARES AT DECEMBER 31, 1996. 212 212
CLASS B COMMON STOCK, $.01 PAR VALUE: AUTHORIZED 11,406,510
SHARES; AND ISSUED AND OUTSTANDING 11,353,810 SHARES AT MARCH
31, 1997 AND DECEMBER 31, 1996. 114 114
CAPITAL IN EXCESS OF PAR VALUE 3,195 3,195
DEFICIT (74,701) (77,271)
LESS COMMON STOCK IN TREASURY, AT COST (10,089) (10,089)
------------- ---------------
TOTAL STOCKHOLDERS' DEFICIENCY (81,269) (83,839)
------------- ---------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY $223,611 $224,912
------------- ---------------
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</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1
<PAGE>
THE ACKERLEY GROUP, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
UNAUDITED
<TABLE>
<CAPTION>
For the Three Month Periods Ended
MARCH 31, MARCH 31,
1997 1996
-------------- ---------------
(In thousands except
per share amounts)
<S> <C> <C>
Revenue $ 79,246 $ 69,852
Less agency commissions
and discounts (7,792) (6,925)
---------- -----------
Net revenue 71,454 62,927
Expenses and other income:
Operating expenses (59,148) (50,316)
Depreciation and amortization (3,231) (3,531)
Interest expense (6,163) (5,887)
Other income(expense), net (94) 63
---------- -----------
Total expenses and
other income (68,636) (59,671)
---------- -----------
Income before income tax 2,818 3,256
Income tax benefit (expense) 376 (133)
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Net income $ 3,194 $ 3,123
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---------- -----------
Net income per common share $ 0.10 $ 0.10
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---------- -----------
Cash dividends per common share $ 0.02 $ 0.02
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Weighted average number
of common shares 31,769 31,680
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2
<PAGE>
THE ACKERLEY GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
<TABLE>
<CAPTION>
For the Three Month Periods Ended
MARCH 31, MARCH 31,
1997 1996
--------------- --------------
(In thousands)
<S> <C> <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES: 7,478 7,984
CASH FLOWS FROM INVESTING ACTIVITIES:
PROCEEDS FROM SALE OF PROPERTY 123 9
CAPITAL EXPENDITURES (5,015) (2,144)
OTHER, NET (409) (2,050)
--------- -----------
NET CASH USED BY INVESTING ACTIVITIES (5,301) (4,185)
CASH FLOWS FROM FINANCING ACTIVITIES:
BORROWINGS UNDER CREDIT AGREEMENTS 3,000 2,236
PAYMENTS UNDER CREDIT AGREEMENTS (2,008) (7,375)
DIVIDENDS PAID - (623)
OTHER, NET (670) (773)
--------- -----------
NET CASH PROVIDED BY (USED BY) FINANCING ACTIVITIES 322 (6,535)
--------- -----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,499 (2,736)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 2,910 6,421
--------- -----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,409 $ 3,685
--------- -----------
--------- -----------
SUPPLEMENTAL DISCLOSURE OF NONCASH TRANSACTIONS:
BROADCAST RIGHTS ACQUIRED AND BROADCAST OBLIGATIONS ASSUMED $ 17 $ 93
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3
<PAGE>
THE ACKERLEY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. The balance sheet at December 31, 1996 has
been derived from the audited financial statements at that date. The
accompanying financial statements do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all normal and recurring
adjustments necessary for a fair presentation of the financial position and
the results of operations for such periods have been included. These
financial statements should be read in conjunction with the financial
statements and notes thereto contained in the Company's Annual Report on Form
10-K for the year ended December 31, 1996.
The results of operations for any interim period are not necessarily indicative
of anticipated results for the full year. The Company's results of operations
may vary from quarter to quarter due in part to the timing of acquisitions and
to seasonal variations in the operations of the broadcasting segment. In
particular, the Company's net revenue and operating cash flow historically have
been affected positively during the NBA basketball season (the first, second,
and fourth quarters) and by increased advertising activity in the second and
fourth quarters.
Beginning 1997, the Company will present the Consolidated Statement of Cash
Flows using the indirect method instead of the direct method which was used in
prior years.
NOTE 2. INCOME TAXES
During the first quarter of 1997, the Company reduced the valuation allowance
for deferred tax assets which resulted in the recording of a deferred tax asset
of $1,631,000. The recognized deferred tax asset is based on the Company's
expected utilization of net operating loss carryforwards and reversal of certain
temporary differences between financial statement carrying amounts and the tax
bases of existing assets and liabilities.
The Company has no significant income tax liabilities primarily as a result of
operating losses incurred in prior years. However, the Company will continue to
pay federal income taxes under the alternative minimum tax until the operating
loss carryforwards are substantially reduced. In addition, the Company will
incur state income tax expense in certain states in which it operates.
NOTE 3. EARNINGS PER SHARE
In February 1997, the Financial Accounting Standards Board issued Statement No.
128, Earnings Per Share, which is required to be adopted on December 31, 1997.
At that time, the Company will be required to change the method currently used
to compute earnings per share and to restate all prior periods. Under the new
requirements for calculating primary earnings per share, the dilutive effect of
stock options will be excluded. The impact of Statement 128 on the calculation
of primary earnings per share and of fully diluted earnings per share for these
quarters is not expected to be material.
4
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
OVERVIEW
The Company reported record net income of $3.2 million for the first three
months of 1997, a $0.1 million or 2.3% improvement over last year's first three
months. Net revenues for the three months increased over the same period last
year by $8.5 million or 13.6%, while the Company's Operating Cash Flow, as
defined below, decreased $0.5 million or 3.6%. On April 15, 1997, the Company
paid a $.02 per share dividend.
As with many media companies that have grown through acquisitions, the Company's
acquisitions and dispositions of television and radio stations have resulted in
significant non-cash and non-recurring charges to income. For this reason, in
addition to net income, management believes that Operating Cash Flow (defined as
net revenue less operating expenses plus other income before amortization,
depreciation, and interest expense) is an appropriate measure of the Company's
financial performance. This measure excludes expenses consisting of
depreciation, amortization, and interest because these are not considered by the
Company to be costs of ongoing operations. The Company uses Operating Cash Flow
to pay interest and principal on its long-term debt as well as to finance
capital expenditures. Operating Cash Flow, however, is not to be considered an
alternative to net income as an indicator of the Company's operating performance
or to cash flows as a measure of the Company's liquidity.
5
<PAGE>
RESULTS OF OPERATIONS
The following two tables set forth certain historical financial and operating
data of the Company for the three month periods ended March 31, 1997 and March
31, 1996 including separate net revenue, operating expenses and other income,
and Operating Cash Flow information by segment. Beginning 1997, the Company
will present its operations as four business segments instead of three. These
are Out-of-Home Media, Broadcasting, Sports & Entertainment, and Corporate.
Certain prior year's data has been apportioned among the segments to conform to
this presentation.
STATEMENT OF OPERATIONS
FOR THE THREE MONTH PERIODS ENDED MARCH 31,
<TABLE>
<CAPTION>
1997 1996
---------------------- ----------------------
(dollars in thousands)
% %
----------- ----------
<S> <C> <C> <C> <C>
Net revenue................................. $ 71,454 100.0% $ 62,927 100.0%
Operating expenses and other
income:
Operating expenses......................... (59,148) (82.8) (50,316) (80.0)
Other income (expense),net................. (94) (0.1) 63 0.1
--------- ---------
Total operating expenses and
other income......................... (59,242) (82.9) (50,253) (79.9)
--------- ---------
Operating Cash Flow......................... 12,212 17.1 12,674 20.1
Other expenses:
Depreciation and
amortization............................. (3,231) (4.5) (3,531) (5.6)
Interest expense........................... (6,163) (8.6) (5,887) (9.4)
--------- ---------
Total other expenses.................. (9,394) (13.1) (9,418) (15.0)
--------- ---------
Income before income taxes.................. 2,818 4.0 3,256 5.1
Income tax benefit (expense)................ 376 0.5 (133) (0.2)
--------- ---------
Net income.................................. $ 3,194 4.5 $ 3,123 4.9
--------- ---------
--------- ---------
</TABLE>
6
<PAGE>
OPERATING INFORMATION BY BUSINESS SEGMENT
FOR THE THREE MONTH PERIODS ENDED MARCH 31,
<TABLE>
<CAPTION>
1997 1996
--------------- ---------------
(dollars in thousands)
<S> <C> <C>
NET REVENUE:
Out-of-home media . . . . . . . . . . . . . . . . . . . . . . . $ 24,904 $ 21,218
Broadcasting. . . . . . . . . . . . . . . . . . . . . . . . . . 22,742 20,166
Sports & Entertainment. . . . . . . . . . . . . . . . . . . . . 23,808 21,543
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 0
-------- --------
Total net revenue. . . . . . . . . . . . . . . . . . . $ 71,454 $ 62,927
-------- --------
-------- --------
OPERATING EXPENSES AND OTHER INCOME:
Out-of-home media . . . . . . . . . . . . . . . . . . . . . . . $ 17,308 $ 15,428
Broadcasting. . . . . . . . . . . . . . . . . . . . . . . . . . 13,381 11,529
Sports & Entertainment. . . . . . . . . . . . . . . . . . . . . 26,515 21,322
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,038 1,974
-------- --------
Total operating expenses and other income. . . . . . . $ 59,242 $ 50,253
-------- --------
-------- --------
OPERATING CASH FLOW:
Out-of-home media . . . . . . . . . . . . . . . . . . . . . . . $ 7,596 $ 5,790
Broadcasting. . . . . . . . . . . . . . . . . . . . . . . . . . 9,361 8,637
Sports & Entertainment. . . . . . . . . . . . . . . . . . . . . (2,707) 221
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,038) (1,974)
-------- --------
Total Operating Cash Flow. . . . . . . . . . . . . . . $ 12,212 $ 12,674
-------- --------
-------- --------
CHANGE IN NET REVENUE FROM PRIOR PERIODS:
Out-of-home media . . . . . . . . . . . . . . . . . . . . . . . 17.4% 2.1%
Broadcasting. . . . . . . . . . . . . . . . . . . . . . . . . . 12.8 8.1
Sports & Entertainment. . . . . . . . . . . . . . . . . . . . . 10.5 24.2
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . NA NA
Change in total net revenue. . . . . . . . . . . . . . 13.6 10.8
OPERATING DATA AS A PERCENTAGE OF NET REVENUE:
Operating expenses and other income:
Out-of-home media . . . . . . . . . . . . . . . . . . . . . . 69.5% 72.7%
Broadcasting. . . . . . . . . . . . . . . . . . . . . . . . . 58.8 57.2
Sports & Entertainment. . . . . . . . . . . . . . . . . . . . 111.4 99.0
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . NA NA
Total operating expenses and other income. . . . . . . 82.9 79.9
Operating Cash Flow:
Out-of-home media . . . . . . . . . . . . . . . . . . . . . . 30.5% 27.3%
Broadcasting. . . . . . . . . . . . . . . . . . . . . . . . . 41.2 42.8
Sports & Entertainment. . . . . . . . . . . . . . . . . . . . (11.4) 1.0
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . NA NA
Total Operating Cash Flow. . . . . . . . . . . . . . . 17.1 20.1
</TABLE>
7
<PAGE>
THREE MONTH PERIOD ENDED MARCH 31, 1997 COMPARED WITH THREE MONTH PERIOD
ENDED MARCH 31, 1996
NET REVENUE. Net revenue for the quarter ended March 31, 1997, increased
$8.5 million or 13.6% to $71.4 million from $62.9 million in 1996. The
Company's out-of-home media segment's net revenue increased $3.7 million or
17.4% mainly due to increased national advertising sales. The Company's
broadcasting segment showed an increase of $2.6 million or 12.8% resulting
from the addition of television station KFTY, the local management agreement
with KION, and higher local sales at our television and radio stations. The
Company's sports & entertainment segment increased $2.2 million or 10.5% due
to increased retail and ticket sales.
OPERATING EXPENSES AND OTHER INCOME. Operating expenses and other income
increased $9.0 million or 17.9% to $59.2 million in 1997 compared to $50.2
million in 1996. In the Company's out-of-home media segment, operating
expenses and other income increased by $1.9 million or 12.2% to $17.3 million
mainly from the effects increased sales activity. Operating expenses and
other income in the Company's broadcasting segment increased by $1.9 million
or 16.1% to $13.4 million mainly due to the addition of KFTY, the local
management agreement with KION, and higher programming, promotion, and
production expenses. Operating expenses and other income from the Company's
sports & entertainment segment increased $5.1 million or 24.4% to $26.5
million mainly from basketball operating expenses related to players'
salaries and transportation costs. In the Company's corporate segment,
operating expenses and other income increased slightly by $0.1 or 3.2% to
$2.0 million.
OPERATING CASH FLOW. As a result of the above, the Company's Operating Cash
Flow decreased $0.5 million or 3.6% for the three months ended March 31, 1997
from the same period in 1996. The $1.8 million increase in the out-of-home
segment's Operating Cash Flow and the $0.7 million increase in the broadcast
segment's Operating Cash Flow was offset by a $2.9 million decrease in the
sports & entertainment segment's Operating Cash Flow and a $0.1 million
decrease in the corporate segment's Operating Cash Flow for the quarter.
Operating Cash Flow as a percentage of net revenue decreased to 17.1% for the
three months ended March 31, 1997 from 20.1% for the comparable period in
1996.
DEPRECIATION AND AMORTIZATION. Depreciation and amortization expenses
decreased $0.3 million or 8.5% to $3.2 million in 1997 as compared to $3.5
million in 1996.
INTEREST EXPENSE. Interest expense for the quarter ended March 31, 1997
increased $0.3 million or 4.7% to $6.2 million from $5.9 million in 1996
mainly due to higher average debt balances during the first quarter 1997
compared to the same period in 1996.
INCOME TAX EXPENSE. For the first quarter of 1997, the Company incurred a
$0.4 million income tax benefit compared to an income tax expense of $0.1
million for the first quarter of 1996. The benefit resulted from the
recognition of a $1.6 million deferred tax asset during the first quarter of
1997.
NET INCOME. Net income of $3.2 million for the three months ended March 31,
1997, increased $0.1 million or 2.3% from $3.1 million for the comparable
period in 1996.
8
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
As of May 1, 1997, the Company had approximately $14.0 million available for
borrowing under the revolving credit facility of the Credit Agreement. The
Credit Agreement and Subordinated Note Agreements require the consent of the
banks and other lenders prior to any material expansion of the Company's
operations.
Presently, borrowings under the Credit Agreement bear annual interest at
either the prime rate plus 0.75% or LIBOR plus 2.00%. The Senior Notes bear
annual interest at 10.75%. The Subordinated Notes bear average annual
interest at 10.58%. The borrowings and the Notes are subject to the
Company's compliance with certain financial ratios and covenants set forth
in the Credit Agreement, Senior Note Indenture and Subordinated Note
Agreements. As of March 31, 1997, the Company was in compliance with all
such ratios and covenants. The borrowings under the Credit Agreement and the
Senior Notes are secured by the pledge of stock of the Company's subsidiaries.
The Company's working capital decreased slightly to $10.8 million at March
31, 1997 from $11.2 million at December 31, 1996. For the periods presented,
the Company financed its working capital needs from a combination of cash
provided by operating activities and borrowings under the Credit Agreement.
Historically, the Company's long-term liquidity needs for acquisitions have
been financed by additions to its long-term debt, principally through bank
borrowings or private placements of senior and subordinated debt. Capital
expenditures for new property and equipment have been financed with both cash
provided by operating activities and long-term debt. Cash provided by
operating activities for the first three months of 1997 decreased to $7.5
million from $8.0 million in 1996.
At March 31, 1997, the Company's capital resources consisted of $5.4 million
in cash and cash equivalents and approximately $18.0 million available under
the Credit Agreement.
Capital expenditures for new property and equipment of $5.0 million in the
first three months of 1997 were financed with a combination of cash provided
by operating activities and borrowings under the Credit Agreement. These
capital expenditures were primarily for advertising signs, displays,
vehicles, operating equipment, and broadcasting equipment.
On April 15, 1997, the Company paid its shareholders a cash dividend of $.02 per
share.
9
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS:
27. FINANCIAL DATA SCHEDULE
(B) REPORTS ON FORM 8-K:
NONE.
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.
THE ACKERLEY GROUP, INC.
DATED: MAY 12, 1997 BY /s/ Denis M. Curley
--------------------------------------
DENIS M. CURLEY
EXEC. VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER,
TREASURER AND SECRETARY
(PRINCIPAL FINANCIAL OFFICER)
10
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 5,409
<SECURITIES> 0
<RECEIVABLES> 41,071
<ALLOWANCES> 1,221
<INVENTORY> 0
<CURRENT-ASSETS> 66,094
<PP&E> 219,970
<DEPRECIATION> 129,630
<TOTAL-ASSETS> 223,611
<CURRENT-LIABILITIES> 55,342
<BONDS> 0
0
0
<COMMON> 326
<OTHER-SE> (80,943)
<TOTAL-LIABILITY-AND-EQUITY> 223,611
<SALES> 0
<TOTAL-REVENUES> 71,454
<CGS> 0
<TOTAL-COSTS> 60,481
<OTHER-EXPENSES> 8,155
<LOSS-PROVISION> (326)
<INTEREST-EXPENSE> 6,163
<INCOME-PRETAX> 2,818
<INCOME-TAX> (376)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,194
<EPS-PRIMARY> 0.10
<EPS-DILUTED> 0.10
</TABLE>
