================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the period ended January 31, 1998 Commission File No. 1-8100
EATON VANCE CORP.
(Exact name of registrant as specified in its charter)
MARYLAND 04-2718215
-------- ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
24 FEDERAL STREET, BOSTON, MASSACHUSETTS 02110
- ---------------------------------------- -----
(Address of principal executive offices) (Zip Code)
(617) 482-8260
--------------
(Registrant's telephone number, including area code)
NONE
----
(Former name, address and former fiscal year,
if changed since last record)
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 [ ]
Shares outstanding as of January 31, 1998:
Voting Common Stock - 38,720 shares
Non-Voting Common Stock - 18,246,914 shares
Page 1 of 17 pages
================================================================================
<PAGE>
PART I
FINANCIAL INFORMATION
2
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
<TABLE>
Consolidated Balance Sheets (unaudited)
January 31, October 31,
1998 1997
---------------------------------
ASSETS (in thousands)
CURRENT ASSETS:
<S> <C> <C>
Cash and equivalents $ 43,700 $ 61,928
Short-term investments 90,162 78,592
Investment adviser fees and other receivables 4,075 7,204
Assets held for sale 8,539 8,539
Other current assets 1,521 7,905
---------------------------------
Total current assets 147,997 164,168
---------------------------------
OTHER ASSETS:
Investments:
Real estate 13,454 16,038
Investment in affiliates 7,818 7,918
Investment companies 11,176 10,763
Other investments 3,200 5,160
Other receivables 5,849 5,850
Deferred sales commissions 173,758 172,485
Equipment and leasehold improvements, net of
accumulated depreciation and amortization of $5,283
and $5,075, respectively 2,483 2,537
Goodwill and other intangibles, net of accumulated
amortization of $3,717 and $3,559, respectively 2,296 2,456
--------------------------------
Total other assets 220,034 223,207
--------------------------------
Total assets $ 368,031 $387,375
================================
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
<TABLE>
Consolidated Balance Sheets (unaudited) (continued)
January 31, October 31,
1998 1997
------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands, except share figures)
CURRENT LIABILITIES:
<S> <C> <C>
Accrued compensation $ 4,487 $ 12,252
Accounts payable and accrued expenses 6,201 9,515
Dividend payable 2,199 2,226
Current portion of long-term debt 9,444 9,458
Other current liabilities 5,982 6,517
------------------------------------------
Total current liabilities 28,313 39,968
------------------------------------------
OTHER LIABILITIES:
6.22% Senior Note 42,857 42,857
Mortgage notes payable 8,061 8,107
------------------------------------------
Total other liabilities 50,918 50,964
------------------------------------------
Deferred income taxes 67,359 70,163
------------------------------------------
Commitments and contingencies - -
SHAREHOLDERS' EQUITY:
Common stock, par value $.03125 per share:
Authorized, 160,000 shares
Issued, 38,720 shares 1 1
Non-voting common stock, par value $.03125 per share:
Authorized, 23,840,000
shares 570 577
Issued, 18,246,914 and 18,468,834 shares, respectively
Additional paid-in capital 9,877 21,001
Unrealized gain on investments 201 2,445
Notes receivable from stock option exercises (3,385) (3,168)
Retained earnings 214,177 205,424
------------------------------------------
Total shareholders' equity 221,441 226,280
------------------------------------------
Total liabilities and shareholders' equity $ 368,031 $ 387,375
==========================================
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
<TABLE>
Consolidated Statements of Income (unaudited)
Three Months Ended
January 31,
1998 1997
--------------------------------------------
(in thousands, except per share figures)
REVENUE:
<S> <C> <C>
Investment adviser and administration fees $ 33,305 $ 27,279
Distribution income 20,414 18,916
Income from real estate activities 1,109 763
Other income 445 854
--------------------------------------------
Total revenue 55,273 47,812
--------------------------------------------
EXPENSES:
Compensation of officers and employees 12,393 11,488
Amortization of deferred sales commissions 14,569 13,320
Other expenses 10,499 7,565
--------------------------------------------
Total expenses 37,461 32,373
--------------------------------------------
OPERATING INCOME 17,812 15,439
OTHER INCOME (EXPENSE):
Interest income 1,170 840
Interest expense (1,010) (902)
Gain on sale of investments 2,718 1,302
Equity in net income (loss) of affiliates (100) 103
Impairment loss on real estate (2,636) -
--------------------------------------------
INCOME BEFORE INCOME TAXES 17,594 16,782
INCOME TAXES 7,001 6,755
--------------------------------------------
NET INCOME $ 10,953 $ 10,027
============================================
EARNINGS PER SHARE:
Basic earnings per share $ 0.59 $ 0.53
============================================
Diluted earnings per share $ 0.57 $ 0.51
============================================
DIVIDENDS DECLARED, PER SHARE $ 0.12 $ 0.10
============================================
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
<TABLE>
Consolidated Statements of Cash Flows (unaudited)
Three Months Ended
January 31,
1998 1997
--------------------------------------
(in thousands)
<S> <C> <C>
Cash and equivalents, beginning of period $ 61,928 $ 55,583
--------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income 10,953 10,027
Adjustments to reconcile net income to net cash provided
by operating activities:
Equity in net (income) loss of affiliates 100 (103)
Impairment loss on real estate 2,636 -
Deferred income taxes 1,299 (2,025)
Amortization of deferred sales commissions 14,569 13,320
Depreciation and other amortization 561 618
Payment of sales commissions (21,555) (15,222)
Capitalized sales charges received 5,667 7,850
Gain on sale of investments (2,718) (1,302)
Changes in other assets and liabilities (1,953) (8,966)
--------------------------------------
Net cash provided by operating activities 9,559 4,197
--------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to real estate, equipment and
leasehold improvements (351) (529)
Net increase in notes and receivable
from affiliates (215) (93)
Net increase in investment companies
and other investments (64) (202)
Proceeds from sale of investments 58,957 61,240
Purchase of short-term investments (70,007) (76,240)
--------------------------------------
Net cash used for investing activities (11,680) (15,824)
--------------------------------------
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
<TABLE>
Consolidated Statements of Cash Flows (unaudited) (continued)
Three Months Ended
January 31,
1998 1997
----------------------------------------
(in thousands)
CASH FLOWS FROM FINANCING ACTIVITIES:
<S> <C> <C>
Payments on notes payable (60) (59)
Proceeds from the issuance of non-voting
common stock 3,417 2,314
Dividends paid (2,226) (1,881)
Repurchase of non-voting common stock (17,238) (3,737)
-------------------------------------
Net cash used for financing activities (16,107) (3,363)
-------------------------------------
Net decrease in cash and equivalents (18,228) (14,990)
-------------------------------------
Cash and equivalents, end of period $ 43,700 $ 40,953
=====================================
SUPPLEMENTAL INFORMATION:
Interest paid $ 558 121
=====================================
Income taxes paid $ 216 $ 9,153
=====================================
</TABLE>
See notes to consolidated financial statements.
7
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(1) BASIS OF PRESENTATION
In the opinion of management, the accompanying unaudited interim consolidated
financial statements of Eaton Vance Corp. (the "Company") include all
adjustments, consisting of normal recurring adjustments, necessary to present
fairly the results for the interim periods in accordance with generally accepted
accounting principles. Such financial statements have been prepared in
accordance with the instructions to Form 10-Q pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain information and
footnote disclosures have been omitted pursuant to such rules and regulations.
As a result, these financial statements should be read in conjunction with the
audited consolidated financial statements and related notes included in the
Company's latest annual report on Form 10-K.
The number of shares used for purposes of calculating earnings per share and all
other per share data has been adjusted for the three months ended January 31,
1997 to reflect a two-for-one stock split effective May 15, 1997.
(2) INVESTMENT IN AFFILIATE
The Company has a 21 percent equity interest in Lloyd George Management (BVI)
Limited (LGM), an independent investment management company based in Hong Kong
that manages a series of emerging market mutual funds sponsored by the Company.
The Company's investment in LGM was $7.8 million at January 31, 1998 and October
31, 1997. At January 31, 1998, the Company's investment exceeded its share of
the underlying net assets of LGM by $5.9 million. This excess is being amortized
over a twenty-year period.
(3) STOCK OPTION PLANS
The Company has a Stock Option Plan administered by the Option Committee of the
Board of Directors under which stock options may be granted to key employees of
the Company. No stock options may be granted under the plan with an exercise
price of less than the fair market value of the stock at the time the stock
option is granted. The options expire five years from the date of grant and vest
over a two-, three- or four year period as stipulated in each grant.
Stock option transactions under the current plan and predecessor plans are
summarized as follows:
-------------------------------------------------------------------------
Weighted
Average Exercise
Shares Price
-------------------------------------------------------------------------
Balance, October 31, 1996 1,433,294 $ 11.73
Granted 496,396 21.02
Exercised (489,619) 9.63
Forfeited/Expired (118,826) 13.29
-------------------------------------------------------------------------
Balance, October 31, 1997 1,321,245 12.60
-------------------------------------------------------------------------
Granted 318,556 35.89
Exercised (215,785) 11.95
Forfeited/Expired (15,750) 30.21
-------------------------------------------------------------------------
Balance, January 31, 1998 1,408,266 $ 20.87
=========================================================================
8
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(3) STOCK OPTION PLANS (CONTINUED)
Outstanding options to subscribe to shares of non-voting common stock issued
under the current plan and predecessor plans are summarized as follows:
<TABLE>
Options Outstanding Options Exercisable
- ------------------------------------------------------------------------------- ----------------------------------
Weighted
Average Weighted Weighted
Remaining Average Average
Outstanding at Contractual Exercise Exercisable as Exercise Price
Range of Exercise Prices 1/31/98 Life Price of 1/31/98
- ------------------------------------------------------------------------------- ----------------------------------
<S><C> <C> <C> <C> <C> <C>
$11.48 180,254 1.9 $11.48 177,931 $11.48
$12.36 - $15.54 434,060 2.0 13.93 403,944 13.94
$20.87 - $22.96 485,896 3.9 21.02 169,844 20.95
$35.69 - $39.26 308,056 4.8 35.90 - -
=============================================================================== ==================================
1,408,266 3.2 $20.87 751,719 $14.94
=============================================================================== ==================================
</TABLE>
(4) COMMON STOCK REPURCHASES
In the first three months of fiscal 1998, the Company purchased 548,000 shares
of its non-voting common stock under its current share repurchase authorization.
(5) REGULATORY REQUIREMENTS
A subsidiary of the Company is subject to the Securities and Exchange Commission
uniform net capital rule (Rule 15c3-1) which requires the maintenance of minimum
net capital. For purposes of this rule the subsidiary had net capital of $15.3
million at January 31, 1998, which exceeded the net capital requirement of $0.3
million as of that date. The ratio of aggregate indebtedness to net capital at
January 31, 1998 was 0.23 to 1.
(6) REAL ESTATE INVESTMENTS
Real estate investments held at January 31, 1998 and October 31, 1997 follow:
----------------------------------
January 31, October 31,
1998 1997
----------------------------------
(in thousands)
Buildings $ 15,749 $ 18,254
Land 2,279 2,279
----------------------------------
Total 18,028 20,533
Less accumulated depreciation 4,574 4,495
----------------------------------
Net book value $ 13,454 $ 16,038
==================================
9
<PAGE>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(6) REAL ESTATE INVESTMENTS (CONTINUED)
In the first quarter of 1998, the Company committed to a plan to sell a building
and shopping center in Troy, New York and recognized a pre-tax impairment loss
of $2.6 million based on the estimated net realizable value of the property. At
January 31, 1998, the carrying value of the property was $3.7 million.
In 1997, the Company committed to a plan to sell two industrial warehouse
buildings located in Springfield, Massachusetts and Colonie, New York and a
shopping center in Goffstown, New Hampshire. The estimated net realizable values
of the buildings exceeds their respective carrying values of $1.6 million, $1.4
million and $5.5 million at January 31, 1998.
(7) UNREALIZED SECURITIES HOLDING GAINS AND LOSSES
The Company has classified as available-for-sale securities having an aggregate
fair value of approximately $103.6 million and $93.6 million at January 31, 1998
and October 31, 1997, respectively. These securities are classified as
"Short-term investments," "Investments in investment companies," and "Other
investments" on the Company's consolidated balance sheets. Gross unrealized
gains of approximately $4.5 million and $6.7 million at January 31, 1998 and
October 31, 1997, respectively, and gross unrealized losses of approximately
$4.4 million and $2.8 million at January 31, 1998 and October 31, 1997,
respectively, have been excluded from earnings and reported as a separate
component of shareholders' equity, net of deferred taxes.
(8) EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE
Effective November 1, 1997, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 128, "Earnings per Share." SFAS No. 128 requires
that the Company retroactively restate prior period earnings per share data. The
impact on previously reported earnings per share is not material.
(9) RECLASSIFICATIONS
Certain prior year amounts have been reclassified to conform to current year
presentation.
10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The Company's primary sources of revenue are investment adviser fees and
distribution fees received from the Eaton Vance funds and adviser fees received
from separately managed accounts. Generally, these fees are based on the net
asset value of the investment portfolios managed by the Company and fluctuate
with changes in the total value of the assets under management. The Company's
major expenses are the amortization of deferred sales commissions and other
marketing costs, employee compensation, occupancy costs, and service fees.
RESULTS OF OPERATIONS
QUARTER ENDED JANUARY 31, 1998 COMPARED TO QUARTER ENDED JANUARY 31, 1997
The Company reported earnings of $11.0 million or $0.57 per share (diluted) in
the first quarter of 1998 compared to earnings of $10.0 million or $0.51 per
share (diluted) in the first quarter of 1997. Earnings for the first quarter of
1998 include a pre-tax impairment loss on real estate of $2.6 million resulting
from management's decision to offer for sale all real estate properties owned
but not occupied by Eaton Vance. The per share data for all periods presented
reflects the two-for-one stock split declared on April 9, 1997 for shareholders
of record on May 15, 1997.
Assets under management of $22.0 billion were 22 percent higher than the $18.0
billion reported a year earlier as a result of net sales of new fund shares and
appreciation in the market value of managed assets. Mutual fund sales of $1.1
billion in the first quarter of 1998 were 38 percent higher than the $0.8
billion reported in the first quarter of 1997. Asset growth in the first quarter
of 1998 resulted from improving sales of equity, bank loan and other fixed
income mutual funds.
Total revenue increased $7.5 million to $55.3 million in the first quarter of
1998 from $47.8 million in the first quarter of 1997. Investment adviser and
administration fees increased by 22 percent to $33.3 million in the first
quarter of fiscal 1998 from $27.3 million in the first quarter of fiscal 1997,
primarily as a result of the growth in total assets under management and the
change in the Company's product mix. Distribution income increased by $1.5
million or 8 percent to $20.4 million in the first quarter of 1998 from $18.9
million a year earlier due to an increase in spread-commission fund assets under
management.
Total operating expenses increased to $37.4 million in the first quarter of 1998
from $32.4 million in the first quarter of 1997. The increases noted in both
compensation and other expenses were primarily the result of an increase in
sales incentives and marketing expenses associated with higher mutual fund
sales. Amortization of deferred sales commissions increased to $14.6 in the
first quarter of 1998, from $13.3 in the first quarter of 1997 primarily due to
the increase in gross sales of the Company's spread commission funds.
Interest income increased 39% to $1.2 million from $0.8 million as a result of
the increase in short term investments. The pre-tax impairment loss of $2.6
million resulted from a decision to sell a property which had a carrying value
in excess of its net realizable value.
11
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)
LIQUIDITY AND CAPITAL RESOURCES
Cash, cash equivalents and short-term investments aggregated $133.9 million at
January 31, 1998, a decrease of $6.7 million from October 31, 1997.
Operating activities generated cash of $9.6 million in the first quarter of 1998
compared to $4.2 million in the first three months of 1997. The increase in cash
provided from operating activities can primarily be attributed to an increase in
revenue associated with the growth in assets under management.
Investing activities, consisting primarily of the purchase and sale of
short-term investments, reduced cash and cash equivalents by $11.7 million in
the first quarter of 1998 compared to $15.8 million in the first quarter of
1997. The primary use of cash in the first three months of 1998 was the purchase
of $70.0 million in short-term investments following the sale of certain
short-term marketable securities.
Financing activities reduced cash and cash equivalents by $16.1 million in the
first quarter of 1998 compared to $3.4 million in the first quarter of 1997.
Significant financing activities during the first quarter of 1998 included the
repurchase of 548,000 shares of the Company's non-voting common stock under its
authorized repurchase program. The Company's dividend increased to $0.12 per
share in the first quarter of 1998 compared to $0.10 per share in the first
quarter of 1997.
At January 31, 1998, the Company had no borrowings under its $50.0 million
senior unsecured revolving credit facility.
The Company anticipates that cash flows from operations and available debt will
be sufficient to meet the Company's foreseeable cash requirements and provide
the Company with the financial resources to take advantage of strategic growth
opportunities.
CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS
From time to time, information provided by the Company or information included
in its filings with the Securities and Exchange Commission (including this
Quarterly Report on Form 10-Q) may contain statements which are not historical
facts, for this purpose referred to as "forward-looking statements." The
Company's actual future results may differ significantly from those stated in
any forward-looking statements. Important factors that could cause actual
results to differ materially from those indicated by such forward-looking
statements include, but are not limited to, the factors discussed below.
The Company is subject to substantial competition in all aspects of its
business. The Company's ability to market investment products is highly
dependent on access to the retail distribution systems of national and regional
securities dealer firms, which generally offer competing internally and
externally managed investment products. Although the Company has historically
been successful in gaining access to these channels, there can be no assurance
that it will continue to do so. The inability to have such access could have a
material adverse effect on the Company's business.
12
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS ( CONTINUED)
There are few barriers to entry by new investment management firms. The
Company's funds compete against an ever increasing number of investment products
sold to the public by investment dealers, banks, insurance companies and others
that sell tax-free investments, taxable income funds, equity funds and other
investment products. Many institutions competing with the Company have greater
resources than the Company. The Company competes with other providers of
investment products offered, the investment performance of such products,
quality of service, fees charged, the level and type of sales representative
compensation, the manner in which such products are marketed and distributed and
the services provided to investors.
The Company derives almost all of its revenues from investment adviser and
administration fees and distribution income received from the Eaton Vance funds
and separately managed accounts. As a result, the Company is dependent upon the
contractual relationships it maintains with these funds and separately managed
accounts. In the event that any of the management contracts, administration
contracts, underwriting contracts or service agreements are not renewed pursuant
to the terms of these contracts or agreements, the Company's financial results
may be adversely affected.
The major sources of revenue for the Company - i.e., investment adviser fees, -
are calculated as percentages of assets under management. A decline in
securities prices in general would reduce fee income. If, as a result of
inflation, expenses rise and assets under management decline, lower fee income
and higher expenses will reduce or eliminate profits. If expenses rise and
assets rise, bringing increased fees to offset the increased expenses, profits
may not be affected by inflation. There is no predictable relationship between
changes in financial assets under management and the rate of inflation.
13
<PAGE>
PART II
OTHER INFORMATION
14
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS
Each Exhibit is listed in this index according to the number assigned
to it in the exhibit table set forth in Item 601 of Regulation S-K. The
following Exhibits are filed as a part of this Report or incorporated
herein by reference pursuant to Rule 12b-32 under the Securities
Exchange Act of 1934:
Exhibit No. Description
11.1 Statement of Computation of Average Number of Shares
Outstanding (filed herewith).
27.1 Financial Data Schedule as of January 31, 1998 (filed
herewith - electronic filing only).
(B) REPORTS ON FORM 8-K
None.
15
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
EATON VANCE CORP.
-----------------
(Registrant)
DATE: March 12, 1998 /s/ William M. Steul
---------------------------------------------
(Signature)
William M. Steul
Chief Financial Officer
DATE: March 12, 1998 /s/ Laurie G. Russell
---------------------------------------------
(Signature)
Laurie G. Russell
Chief Accounting Officer
16
<PAGE>
EXHIBIT 11.1
The following is a computation of the weighted average number of shares
outstanding assuming dilution for the three months ended January 31, 1998 and
1997. The weighted average number of shares outstanding including incremental
shares from assumed conversions during the period have been adjusted for the
three months ended January 31, 1997 to reflect a two-for-one stock split
effective May 15, 1997.
Three Months Ended January 31,
-----------------------------
1998 1997
-------------------------------------
(in thousands, except per share data)
Weighted average number of voting and
non-voting common shares outstanding
18,509 18,864
Assumed exercise of certain non-voting
stock options based on average market
value and shares reserved for issuance
under the Employee Stock Purchase Plan
and the Incentive Plan - Stock Alternative
698 630
------------------------------------
Weighted average number of shares used in
diluted per share computations 19,207 19,494
====================================
NET INCOME $10,953 $10,027
====================================
EARNINGS PER SHARE:
Basic $0.59 $0.53
====================================
Diluted $0.57 $0.51
====================================
17
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000350797
<NAME> EATON VANCE CORP
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1998
<PERIOD-END> JAN-31-1998
<CASH> 43700
<SECURITIES> 90162
<RECEIVABLES> 4075
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 147997
<PP&E> 2483
<DEPRECIATION> 0
<TOTAL-ASSETS> 368031
<CURRENT-LIABILITIES> 28313
<BONDS> 0
0
0
<COMMON> 570
<OTHER-SE> 220871
<TOTAL-LIABILITY-AND-EQUITY> 368031
<SALES> 0
<TOTAL-REVENUES> 55273
<CGS> 0
<TOTAL-COSTS> 37461
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1010
<INCOME-PRETAX> 17954
<INCOME-TAX> 7001
<INCOME-CONTINUING> 10953
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10953
<EPS-PRIMARY> .59
<EPS-DILUTED> .57
</TABLE>
