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 SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 21, 1995
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
Commission File No. 1-6068
RINI-REGO SUPERMARKETS, INC.
(Exact name of Registrant as specified in its charter)
Ohio 34-0222970
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
5300 Richmond Road, Bedford Heights, Ohio 44146
(Address of principal executive offices)
Registrant's telephone number, including area code: (216) 292-7000
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 12, 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.
Outstanding at
November 27, 1995
Class A Common Stock, No Par Value 3,536,577
PAGE
<PAGE>
PART I. FINANCIAL INFORMATION
<TABLE>
Item 1. Financial Statements
RINI-REGO SUPERMARKETS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands of dollars)
<CAPTION>
10/21/95 7/1/95
---------- ----------
<S> <C> <C>
ASSETS (unaudited)
CURRENT ASSETS:
Cash and cash equivalents $ 3,521 $ 4,075
Trade accounts receivable, net 42,018 38,272
Inventories 75,084 74,042
Deferred income taxes 10,022 10,022
Prepaid expenses 4,099 4,895
---------- ----------
Total current assets 134,744 131,306
PROPERTY, EQUIPMENT AND 195,830 185,826
CAPITAL LEASES
Less-Allowances for
depreciation, amorti-
zation and loss on disposal
of fixed assets 73,113 67,729
---------- ----------
122,717 118,097
OTHER ASSETS:
Notes receivable 8,389 10,868
Deferred income taxes 6,119 6,119
Other 2,290 2,071
---------- ----------
Total other assets 16,798 19,058
---------- ----------
TOTAL ASSETS $ 274,259 $ 268,461
========== ==========
<FN>
The accompanying Notes to Consolidated Condensed Financial
Statements are an integral part of these balance sheets.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
10/21/95 7/1/95
---------- ----------
(unaudited)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 49,795 $ 52,209
Accrued expenses 41,693 45,210
Current portion of
long-term liabilities 10,075 10,003
---------- ----------
Total current liabilities 101,563 107,422
LONG-TERM LIABILITIES:
Debt 65,481 55,749
Capital lease obligations 6,471 6,840
Self insurance reserves 11,701 11,845
---------- ----------
Total long-term liabilities 83,653 74,434
OTHER LIABILITIES 11,949 12,231
STOCKHOLDERS' EQUITY:
Class A Common Stock--7,127,087 71 71
and 7,125,287 shares outstanding at
10/21/95 and 7/1/95, respectively
Class B Common Stock--955,613 shares 10 10
Paid-in capital 35,559 35,546
Retained earnings 41,454 38,747
---------- ----------
Total stockholders' equity 77,094 74,374
---------- ----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 274,259 $ 268,461
========== ==========
<FN>
The accompanying Notes to Consolidated Condensed Financial
Statements are an integral part of these balance sheets.
</TABLE>
PAGE
<PAGE>
<TABLE>
RINI-REGO SUPERMARKETS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(In thousands of dollars, except share and per share data)
(unaudited)
<CAPTION> Sixteen Weeks Ended
10/21/95 10/22/94
------------ ------------
<S> <C> <C>
NET SALES $ 377,387 $ 346,701
COST OF GOODS SOLD 302,627 279,361
------------ ------------
Gross profit 74,760 67,340
SELLING, GENERAL AND
ADMINISTRATIVE EXPENSE 67,742 61,815
------------ ------------
Operating income 7,018 5,525
INTEREST EXPENSE (2,128) (2,293)
INTEREST INCOME 402 388
------------ ------------
INCOME BEFORE INCOME TAXES 5,292 3,620
PROVISION FOR INCOME TAXES 2,170 1,430
------------ ------------
NET INCOME 3,122 2,190
LESS PREFERRED STOCK DIVIDENDS 11 36
------------ ------------
NET INCOME FOR COMMON
STOCKHOLDERS $ 3,111 $ 2,154
============ ============
NET INCOME PER COMMON SHARE $ .38 $ .27
============ ============
DIVIDENDS PER COMMON SHARE $ .05 $ -
============ ============
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 8,081,752 8,080,900
============ ============
<FN>
The accompanying Notes to Consolidated Condensed Financial
Statements are an integral part of these statements.
</TABLE>
PAGE
<PAGE>
<TABLE>
RINI-REGO SUPERMARKETS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands of dollars)
(unaudited)
<CAPTION> Sixteen Weeks Ended
10/21/95 10/22/94
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 3,122 $ 2,190
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation and amortization 5,489 5,185
Changes in assets and
liabilities (8,149) 5,979
------------ ------------
Net cash provided by
operating activities 462 13,354
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of fixed assets (10,022) (6,083)
Proceeds from sale of fixed
assets 31 52
------------ ------------
Net cash used for investing
activities (9,991) (6,031)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving
lines of credit 257,783 195,488
Repayments of revolving lines
of credit (248,345) (204,165)
Additional borrowings 1,573 1,425
Debt repayments (1,191) (762)
Repayments of capital lease
obligations (443) (404)
Exercise of stock options 13 -
Preferred stock dividends (11) (36)
Common stock dividends (404) -
------------ ------------
Net cash provided by (used
for) financing activities 8,975 (8,454)
------------ ------------
</TABLE>
PAGE
<PAGE>
<TABLE>
<CAPTION> Sixteen Weeks Ended
10/21/95 10/22/94
------------ ------------
<S> <C> <C>
NET DECREASE IN CASH
AND CASH EQUIVALENTS (554) (1,131)
CASH AND CASH EQUIVALENTS, AT
BEGINNING OF PERIOD 4,075 4,376
------------ ------------
CASH AND CASH EQUIVALENTS, AT
END OF PERIOD $ 3,521 $ 3,245
============ ============
SUPPLEMENTAL DATA:
Interest Paid $ 1,526 $ 2,011
============ ============
Income Taxes Paid $ 4,279 $ 1,340
============ ============
<FN>
The accompanying Notes to Consolidated Condensed Financial
Statements are an integral part of these statements.
</TABLE>
PAGE
<PAGE>
RINI-REGO SUPERMARKETS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
OCTOBER 21, 1995
(1) Basis of Presentation:
The accompanying unaudited consolidated condensed financial
statements have been prepared in accordance with the instructions
to Form 10-Q and therefore do not include all information and
footnotes necessary for a fair presentation of financial position,
results of operations and cash flows in conformity with generally
accepted accounting principles. The results of operations for the
sixteen weeks ended October 21, 1995 are not necessarily indicative
of the results for the fiscal year ending June 29, 1996. In the
opinion of management, the accompanying unaudited consolidated
condensed financial statements contain all adjustments necessary
for a fair statement of the financial position at the dates
indicated and of the results for the interim periods indicated.
Rini-Rego Supermarkets, Inc. (RRS or the Company), formerly
known as Fisher Foods, Inc. (Fisher), is a subsidiary of Riser
Foods, Inc. (Riser). The accompanying financial statements of the
Company are presented on the "push down accounting" basis, for
financial reporting purposes only, with the equity section of the
accompanying balance sheet reflecting the equity of Riser. The
seperate financial statements of the Company would reflect the
following stockholder equity amounts (in thousands):
<TABLE>
<CAPTION>
10/21/95 7/2/95
---------- ---------
<S> <C> <C>
Preferred Stock $ 1,811 $ 1,811
Common Stock 1,403 1,403
Paid-in capital 22,714 22,714
Retained Earnings 51,887 48,776
--------- ---------
$ 77,815 $ 74,704
========= =========
</TABLE>
(2) Debt:
The Company's bank credit facilities (the Facilities) provide
for revolving lines of credit and letters of credit up to an
aggregate of $69.0 million and a term loan which currently has $7.7
million outstanding. The Facilities are secured by substantially
all of the Company's assets. Facility fees and interest are paid
monthly. Available unused borrowing capacity under the Facilities
at October 21, 1995 was approximately $22.4 million.
PAGE
<PAGE>
Subsequent to the end of the third quarter of fiscal 1995, the
Facilities were amended, principally to extend the due date for
borrowings under the revolving lines of credit to July 6, 1998 and
to adjust the financial covenants to accommodate the Company's
store remodelling and expansion plans. The amendment also provides
for the Company's option to borrow funds under its revolving lines
of credit and term loan at either .25% over the Bank's Prime
Interest Rate or 2.50% over LIBOR.
(3) Changes in Equity:
Riser's Board of Directors unanimously approved the
redemption of its Series A Preferred Stock on June 9, 1995. The
outstanding shares of preferred stock were redeemed on July 28,
1995 at a redemption price of $105 per share plus accumulated
dividends. The Company redeemed 18,044 shares at a total
redemption price of $1,894,620 plus accumulated dividends of
$11,007.
On September 8, 1995, Riser's Board of Directors declared an
initial regular quarterly dividend of $.05 per share on each
outstanding share of its Class A Common Stock and Class B Common
Stock, payable on October 10, 1995 to stockholders of record at the
close of business on September 29, 1995. The declaration and
payment of dividends is subject to the discretion of Riser's
Board of Directors, and there can be no assurance that dividends
will be paid in the future. Riser paid dividends on its
Common Stock totalling $481,757 of which $77,682 was paid to
the Company.
Riser has a Stock Incentive Plan which provides for both
qualified and non-qualified stock options, as well as stock
appreciation rights and restricted stock grants for employees,
officers and directors of Riser. Stock options must be issued at
not less than fair value of the Class A Common Stock at the date of
grant and are exercisable for up to ten years from the date of
grant. The outstanding options are exercisable at option prices
ranging from $7.25 to $10.31. Options for 1,800 shares of Class A
Common Stock were exercised at $7.31 per share during the first
quarter of fiscal 1996.
PAGE
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations
The following table sets forth items from the Company's
Consolidated Statements of Income as a percentage of net sales:
<TABLE>
<CAPTION> Sixteen Weeks Ended
10/21/95 10/22/94
<S> <C> <C>
Net sales 100.00 100.00
Cost of goods sold 80.19 80.58
---------- ----------
Gross profit 19.81 19.42
Selling, general and
administrative expense 17.95 17.83
---------- ----------
Operating income 1.86 1.59
Interest expense (.56) (.66)
Interest income .10 .11
---------- ----------
Income before income taxes 1.40 1.04
Income taxes .57 .41
---------- ----------
Net income .83 .63
========== ==========
</TABLE>
The results of operations for the sixteen week quarter ended
October 21, 1995 continue to reflect successful implementation of
strategic initiatives which were designed to improve operating
performance and counter competitive and economic pressures. In
general, the food distribution industry has encountered little or
no top line price inflation between years while operating costs,
particularly labor and occupancy, have contractually risen. Overall
industry sales and operating margins have been challenged
by growing competition from non-traditional sources, such as
convenience stores and national mass merchandising chains.
Net Sales
In the first quarter of fiscal 1996, net sales increased 8.85%
to $377.4 million from $346.7 million in fiscal 1995. This
continues a trend of increased sales over the prior year which
began in the second quarter of fiscal 1994. This trend is
attributed to the favorable impact of strategic initiatives to
remodel and reposition Company-operated retail stores, aggressive
merchandising in Company-operated retail stores which included the
introduction of the Preferred Shoppers Club, expansion of the
Company's wholesale distribution territory and the continuance of
a strong economic climate in the Company's primary market area.
<PAGE>
<PAGE>
The Company's strategic initiatives to remodel and reposition
Company-operated retail stores have resulted in the consolidation
of certain Company-operated retail stores. The following table
details the number, format and square footage of Company-operated
retail stores between years:
<TABLE>
<CAPTION>
Fiscal 1996 Fiscal 1995
<S> <C> <C>
No. of Company-operated
retail stores
Beginning of year 38 42
Opened -- --
Closed -- (1)
----------- -------------
End of first quarter 38 41
=========== =============
Store Formats:
Rini-Rego Stop-N-Shop 33 37
Rini-Rego Marketplace 5 4
Square footage:
Total - end of quarter 1,838,300 1,914,900
Average store size
(38 stores) 48,376 47,816
</TABLE>
Sales in Company-operated retail stores increased 9.04% over
the prior year while same store sales increases of 13.01% in the
Company's 38 Rini-Rego stores more than offset sales losses in
closed or about to be closed stores. This continues a trend of
same store sales increases which began in the fourth quarter of
fiscal 1994 and built slowly to the current level. The increase in
same store sales is attributed the Company's retail remodeling and
repositioning programs, aggressive merchandising which included the
introduction of its Preferred Shoppers Club and a favorable
economic climate.
Company programs to remodel and reposition its core stores
have proven to be successful. The closing of certain non-core
stores and expansion and/or consolidation of certain other core
stores have yielded positive sales growth and improved operating
leverage. The Company completed the remodeling of one store in
each of the first quarters of fiscal 1995 and 1996. The Company
completed four major remodeling projects during fiscal 1995 which
added approximately 27,500 square feet and closed four stores
representing approximately 116,100 square feet. The Company
anticipates completing a total of three major remodeling projects
during fiscal 1996 which will add approximately 21,300 square feet.
One of the important factors in the Company's program to
reposition its core stores was the development of the Marketplace
store format. The Marketplace stores are larger (approximately
65,000 square feet) and meet the consumer's basic grocery needs
PAGE
<PAGE>
while offering expanded product lines featuring high quality
perishable departments and a variety of full-service, consumer-
oriented departments. The first Marketplace store celebrated the
second year anniversary of its opening in the first quarter of
fiscal 1996 and the other four Marketplace stores will celebrate
their first anniversaries by January 1996.
The Company also enhanced its market position by advertising
campaigns promoted primarily through its Preferred Shoppers Club.
During the first quarter of fiscal 1995, the Association of Stop-N-
Shop Supermarkets, a northeast Ohio advertising cooperative which
includes all the Company-operated retail stores, introduced a new
target marketing campaign, the Preferred Shoppers Club. This
program, the first of its kind in northeast Ohio, allows the
Company to offer its customers greater value and will enhance the
Company's ability to track customer purchasing habits and
preferences. Participating shoppers receive a card which entitles
them to extra markdowns below weekly sales prices. The success of
this program has continued to increase sales in Company-operated
retail stores and proven to be a valuable tool to counter
competitive pressures.
The Company expects to continue its trend of same store sales
increases albeit at a lower rate. The Company anticipates same
store sales increases lower than those previously realized during
late fiscal 1995 and the first quarter of fiscal 1996 due to the
cycling of remodels from prior year, a full year of the Preferred
Shoppers Club and the timing of store remodeling projects. The
Company will continue its plans to remodel core stores by focusing
on Marketplace store formats where demographics so dictate, and
continue to aggressively merchandise through its Preferred Shoppers
Club to augment existing store sales.
Net sales to independently-operated retail stores through
Company distribution facilities increased 8.65% during the first
quarter of fiscal 1996. Sales to independently-operated
retail stores have benefited from strategic initiatives targeting
the expansion of the Company's primary wholesale distribution
territory and expansion of the Company's product lines. During
the last twelve months, the Company began distributing grocery and
perishable products to independently-operated stores in southeast
Michigan, increased the number of Hills Department stores it
serviced by approximately 10% and began servicing 60 stores of a
100 store deep discount drug store chain.
As a percentage of net sales, gross profit increased from
19.42% in the first quarter of fiscal 1995 to 19.81% in fiscal
1996. The Company's mix of sales between sales in Company-operated
retail stores and sales to independently-operated retail stores
remained consistent between years. The increase in gross profit
percentage between years is principally the result of improved
PAGE
<PAGE>
procurement opportunities as a result of the Company's increased
sales volume and improvement in the Company's private label
programs. The Company's provision for LIFO inventories was the
same between years.
Selling, general and administrative (SG&A) expenses also
increased as a percentage of sales from 17.83% in fiscal 1995 to
17.95% in fiscal 1996. Company programs to remodel Company-
operated retail stores, while yielding increased sales and gross
profit opportunities, also have increased SG&A expenses as a
percent of sales, principally occupancy and depreciation. SG&A
expenses have also been negatively impacted by increased
promotional expenses associated with the Preferred Shoppers Club
and labor costs associated with Company incentive programs. The
Company has been able to offset a portion of these increases
through productivity gains as a result of its Total Quality
Management initiatives and better leveraging of operating payroll
costs.
Interest expense declined from $2.3 million in fiscal 1995 to
$2.1 million in fiscal 1996. Average debt levels, including
capital leases, decreased 14.25% between years during the first
quarter. This decrease is primarily attributed to programs
initiated during fiscal 1995 to reduce the Company's investment in
distribution inventories and increase inventory turns. Lower
average debt levels were partially offset by increases in the
interest rate charged under the Company's bank credit facilities.
The Company's average interest rate under its bank credit
facilities increased from approximately 8.00% last year to
approximately 8.48% this year, principally because of increases in
the Bank's Prime Lending Rate.
The Company provided income taxes at an effective rate of
41.0% in fiscal 1996 compared to 39.5% in fiscal 1995. Taxes were
provided at the various statutory rates to which the Company is
subject. There were no significant differences between financial
reporting and taxable income. The increase in the Company's
effective tax rate reflects the Company being taxed at a higher
federal tax rate (35% in fiscal 1996 compared to 34% in fiscal
1995) and a higher state income tax provision because of higher
book income. The Company provides for the franchise tax portion of
its state income tax provision as an operating expense.
CAPITAL RESOURCES AND LIQUIDITY
The Company's primary source of capital has historically come
from internally generated funds. The capital expenditure
requirements of the Company's remodeling and repositioning
programs, the acquisition of the Company's Aurora Road warehouse
facility and Cash-N-Carry branch and increased working capital
requirements associated with expanded distribution territories,
increased the Company's reliance on its bank credit facilities
during the first quarter of fiscal 1996.
PAGE
<PAGE>
Operating activities generated $.5 million of cash in fiscal
1996 compared to $13.4 million in fiscal 1995. In adjusting net
income to net cash provided by operating activities for fiscal
1996, the major changes in assets and liabilities include increases
of accounts and notes receivable of $1.3 million (decrease of $1.4
million in fiscal 1995) and inventories of $1.0 million (decrease
of $.7 million in fiscal 1995) and decreases in accounts payable of
$2.4 million (increase of $6.8 million in fiscal 1995) and accrued
expenses and other liabilities of $3.8 million (decrease of $3.1
million in fiscal 1995).
During the first quarter of fiscal 1995, the Company
recognized the cash benefits of lowering distribution inventories,
thereby financing a greater portion of FIFO inventories with trade
accounts payable. Trade accounts payable, as a percentage of FIFO
inventories, decreased from 60.2% at the end of fiscal 1995 to
55.8% at the end of the first quarter of fiscal 1996. The $3.8
million decrease in accrued expenses and other liabilities during
the first quarter of 1996 was the result of payments made for
income taxes, the incentive bonus program and the redemption of the
Company's preferred stock. The fiscal 1995 first quarter decrease
in accrued expenses and other liabilities was principally related
to the timing of income tax payments. The increase in accounts and
notes receivable during the first quarter of fiscal 1996 of $1.3
million is due to the increase in sales.
As a result of the foregoing, working capital increased to
$33.2 million from $23.9 million at the end of fiscal 1995. At the
same time, the Company's current ratio increased from 1.22:1 at the
end of fiscal 1995 to 1.33:1 at the end of the first quarter of
fiscal 1996. Increased borrowings under the bank's credit
facilities increased the Company's long-term liabilities to equity
ratio from 1.00:1 at the end of fiscal 1995 to 1.09:1 at the end of
the first quarter. However, the Company has continued to improve
its ratio of liabilities to equity to 2.56:1 at the end of the
first quarter from 2.61:1 at the end of fiscal 1995.
The Company utilized $10.0 million of first quarter cash flow
for capital expenditures. This amount is approximately $3.9 million
higher than last year's level and reflects the Company's
acquisition of its Aurora Road and Cash-N-Carry distribution
facilities, which had previously been leased. The Company used
$3.5 million of its capital expenditures on retail remodeling
projects, $6.2 million for distribution facilities and equipment
and $.3 million on data processing systems upgrades.
The Company anticipates that the level of capital expenditures
for fiscal 1996 will be slightly higher than the previous three
fiscal years principally because of the acquisition of previously
leased distribution facilities. Capital expenditure levels will be
maintained in the $25-35 million range over the next four fiscal
PAGE
<PAGE>
years until the Company has completed the remodeling or expansion
of its core stores. The Company believes that cash flow from
operations and the unused portion of the bank credit facilities
($22.4 million at the end of the first quarter) will adequately
fund planned capital expenditures, normal ongoing business
activities and scheduled debt principal repayments.
IMPACT OF INFLATION
Inflation increases the Company's major costs, inventory and
labor. Because of the high velocity of inventory turnover in the
food distribution industry and the Company's use of the LIFO
valuation method for a majority of its inventory, the impact of
inflation is normally reflected very quickly in the results of
operations. The food distribution industry has experienced little
or no food inflation over the last three years. Experience
indicates that highly competitive market condition may prevent the
Company from fully recovering inflation-driven costs through retail
pricing alone.
PAGE
<PAGE>
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
RINI-REGO SUPERMARKETS, INC.
(Registrant)
/s/ Charles A. Rini
December 4, 1995 By: Charles A. Rini
President and Director
/s/ Ronald W. Ocasek
December 4, 1995 By: Ronald W. Ocasek
Chief Financial Officer and
Treasurer, (Principal
Accounting Officer)
PAGE
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
the Rini-Rego Supermarkets, Inc. Consolidated Condensed Balance
Sheet, Consolidated Condensed Statement of Income and Notes to
Consolidated Condensed Financial Statements for the first quarter
ended October 21, 1995 and is qualified in its entirety by
reference to such form 10-Q for the first quarter ended October
21, 1995.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-1
<FISCAL-YEAR-END> JUN-29-1996
<PERIOD-START> JUL-02-1995
<PERIOD-END> OCT-21-1995
<CASH> 3,521
<SECURITIES> 0
<RECEIVABLES> 42,018
<ALLOWANCES> 0
<INVENTORY> 75,084
<CURRENT-ASSETS> 134,744
<PP&E> 195,830
<DEPRECIATION> 73,111
<TOTAL-ASSETS> 274,980
<CURRENT-LIABILITIES> 101,563
<BONDS> 0
<COMMON> 1,403
0
1,811
<OTHER-SE> 74,601
<TOTAL-LIABILITY-AND-EQUITY> 274,980
<SALES> 377,387
<TOTAL-REVENUES> 377,387
<CGS> 302,627
<TOTAL-COSTS> 302,627
<OTHER-EXPENSES> 67,742
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,128
<INCOME-PRETAX> 5,292
<INCOME-TAX> 2,170
<INCOME-CONTINUING> 3,122
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,122
<EPS-PRIMARY> .38
<EPS-DILUTED> .38
</TABLE>
