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 September 30, 1995
-----------------
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 0-1244
----------------
UNITED TELEPHONE COMPANY OF FLORIDA
-----------------------------------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 59-0248365
----------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P. O. BOX 165000, Altamonte Springs, Florida 32716-5000
----------------------------------------------------------
(Address of principal executive offices)
(407) 889-6010
--------------
(Registrant's telephone number, including area code)
This registrant meets the conditions set forth in General Instruction
H(1)(a) and (b) of Form 10-Q and is therefore filing this Form with the
reduced disclosure format.
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, and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
---- ----
There are 6,500,000 shares of common stock, par value $2.50, outstanding as
of the date of filing this report.
<PAGE>
<TABLE>
PART I.
Item 1.
UNITED TELEPHONE COMPANY OF FLORIDA
CONSOLIDATED BALANCE SHEETS
(In Thousands)
<CAPTION>
September 30, December 31,
ASSETS 1995 1994
------------- ------------
(Unaudited)
CURRENT ASSETS
<S> <C> <C>
Cash $ 3,691 $ 9,473
Receivables:
Interexchange carriers 36,323 36,993
Customers and other 81,257 78,805
Unbilled toll 20,060 22,597
Affiliated companies 22,523 26,844
Allowance for uncollectible accounts (3,265) (3,318)
Inventories 26,568 27,426
Prepayments 4,406 6,158
Deferred tax asset 11,296 8,801
------------ ------------
202,859 213,779
PROPERTY, PLANT AND EQUIPMENT
Land and buildings 153,632 149,033
Telephone network equipment and outside plant 2,215,046 2,160,156
Other 133,097 127,453
Construction in progress 59,426 40,954
------------ ------------
2,561,201 2,477,596
Less accumulated depreciation 1,181,819 1,076,007
------------ ------------
1,379,382 1,401,589
DEFERRED CHARGES AND OTHER ASSETS 51,585 49,926
------------ ------------
$ 1,633,826 $ 1,665,294
============ ============
1
<PAGE>
PART I.
Item 1.
<CAPTION>
September 30, December 31,
LIABILITIES AND STOCKHOLDERS' EQUITY 1995 1994
------------- ------------
(Unaudited)
CURRENT LIABILITIES
<S> <C> <C>
Outstanding checks in excess of cash balances $ 7,469 $ 3,215
Commercial paper 15,676 39,809
Current maturities of long-term debt 2,089 4,467
Accounts payable:
Interexchange carriers 62,708 56,170
Affiliated companies 30,603 39,816
Other 21,140 33,616
Advance billings 16,054 15,883
Accrued vacation pay 16,332 15,382
Accrued taxes 27,268 4,350
Other 31,576 37,653
------------- -------------
230,915 250,361
LONG-TERM DEBT 437,405 439,495
DEFERRED CREDITS AND OTHER LIABILITIES
Deferred income taxes 181,843 196,139
Deferred investment tax credits 17,443 19,636
Postretirement and other benefit obligations 56,671 46,712
Other 18,035 17,614
------------- -------------
273,992 280,101
REDEEMABLE PREFERRED STOCK
Series 1959, at redemption value - 340
Series 1961, at redemption value - 108
Series 1966, at redemption value - 1,531
------------- -------------
- 1,979
COMMON STOCK AND OTHER STOCKHOLDER'S EQUITY
Common stock, authorized 16,000,000 shares, par
value $2.50, issued and outstanding
6,500,000 shares 16,250 16,250
Capital in excess of par value 166,583 166,448
Retained earnings 508,681 510,660
------------- -------------
691,514 693,358
------------- -------------
$ 1,633,826 $ 1,665,294
============= =============
See Accompanying Condensed Notes to Consolidated Financial Statements.
2
</TABLE>
<PAGE>
PART I.
Item 1.
<TABLE>
UNITED TELEPHONE COMPANY OF FLORIDA
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands)
<CAPTION>
Three Months Ended
September 30,
------------------------
1995 1994
---- ----
(Unaudited)
OPERATING REVENUES
<S> <C> <C>
Local service $ 90,743 $ 85,727
Network access service 77,555 74,916
Long distance service 16,933 19,486
Miscellaneous 34,893 31,312
------------ -----------
220,124 211,441
OPERATING EXPENSES
Plant expense 61,284 60,733
Depreciation 44,693 40,851
Customer operations 33,582 30,999
Corporate operations 19,269 21,467
Other operating expenses 6,435 8,339
Taxes:
Federal income:
Current 19,930 12,008
Deferred (6,867) (987)
Deferred investment tax credit, net (681) (807)
State, local and miscellaneous 8,696 8,044
------------ -----------
186,341 180,647
------------ -----------
OPERATING INCOME 33,783 30,794
INTEREST CHARGES
Interest on long-term debt 8,670 7,726
Interest on short-term debt 58 400
Other interest 753 849
------------ -----------
9,481 8,975
OTHER INCOME
Interest charged to construction 77 202
Interest income 122 16
------------ -----------
199 218
------------ -----------
NET INCOME $ 24,501 $ 22,037
============ ============
See Accompanying Condensed Notes to Consolidated Financial Statements.
3
</TABLE>
<PAGE>
PART I.
Item 1.
<TABLE>
UNITED TELEPHONE COMPANY OF FLORIDA
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands)
<CAPTION>
Nine Months Ended
September 30,
-------------------------
1995 1994
---- ----
(Unaudited)
OPERATING REVENUES
<S> <C> <C>
Local service $ 269,796 $ 252,623
Network access service 241,668 235,185
Long distance service 58,109 61,861
Miscellaneous 100,633 86,485
------------ ------------
670,206 636,154
OPERATING EXPENSES
Plant expense 181,957 166,083
Depreciation 139,629 122,780
Customer operations 96,182 87,183
Corporate operations 58,916 63,851
Other operating expenses 18,585 19,233
Taxes:
Federal income:
Current 58,155 47,944
Deferred (14,827) (4,800)
Deferred investment tax credits (2,193) (2,343)
State, local and miscellaneous 26,447 25,860
------------ -------------
562,851 525,791
------------ -------------
OPERATING INCOME 107,355 110,363
INTEREST CHARGES
Interest on long-term debt 25,665 23,276
Interest on short-term debt 626 885
Other interest 2,439 2,113
------------ -------------
28,730 26,274
OTHER INCOME
Interest charged to construction 77 466
Interest income 294 57
------------ -------------
371 523
NET INCOME $ 78,996 $ 84,612
=========== ============
See Accompanying Condensed Notes to Consolidated Financial Statements.
4
</TABLE>
<PAGE>
PART I.
Item 1.
<TABLE>
UNITED TELEPHONE COMPANY OF FLORIDA
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
<CAPTION>
Nine Months Ended
September 30,
---------------------
1995 1994
---- ----
(Unaudited)
OPERATING ACTIVITIES
<S> <C> <C>
Net income $ 78,996 $ 84,612
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 139,629 122,780
Decrease in deferred income taxes and
net investment tax credits (20,234) (8,376)
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable 5,023 (2,894)
(Increase) decrease in inventories 858 (4,613)
(Increase) decrease in prepayments 1,752 (3,805)
Increase in accounts payable, accrued
expenses and other current liabilities 7,065 34,245
Decrease in noncurrent assets and liabilities,net 10,103 1,855
------------ ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 223,192 223,804
INVESTING ACTIVITIES
Additions to property, plant and equipment (120,113) (136,603)
Net salvage from plant and equipment retired 2,694 (1,399)
------------ ----------
NET CASH USED BY INVESTING ACTIVITIES (117,419) (138,002)
FINANCING ACTIVITIES
Proceeds from long-term debt 70,000 4,418
Principal payments and retirements of long-term debt (4,468) (2,873)
Increase (decrease) in commercial paper (94,133) 8,605
Dividends paid (80,975) (94,704)
Redemption of preferred stock (1,979) (108)
------------- -----------
NET CASH USED BY FINANCING ACTIVITIES (111,555) (84,662)
------------- -----------
INCREASE (DECREASE) IN CASH (5,782) 1,140
CASH AT BEGINNING OF PERIOD 9,473 2,353
------------- -----------
CASH AT END OF PERIOD $ 3,691 $ 3,493
============= ===========
See Accompanying Condensed Notes to Consolidated Financial Statements.
5
</TABLE>
<PAGE>
PART I.
Item 1.
UNITED TELEPHONE COMPANY OF FLORIDA
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(UNAUDITED)
The information contained in this Form 10-Q for the three and nine month
interim periods ended September 30, 1995 and 1994 has been prepared in
accordance with instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
In the opinion of management, all adjustments considered necessary, consisting
only of normal recurring accruals to present fairly the consolidated financial
position, results of operations and cash flows for such interim periods have
been made.
Certain information and footnote disclosures normally included in consolidated
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. The results of operations for the
three and nine months ended September 30, 1995 are not necessarily indicative
of the operating results that may be expected for the year ended December 31,
1995.
1.BASIS OF PRESENTATION
The accompanying consolidated financial statements reflect the operations of
United Telephone Company of Florida and its wholly-owned subsidiary, United
Telephone Long Distance, Inc., collectively referred to as the "Company." All
significant intercompany transactions have been eliminated.
2.EARNINGS PER SHARE
Earnings per share information has been omitted because the Company is a
wholly-owned subsidiary of Sprint Corporation (Sprint).
<TABLE>
3.SUPPLEMENTAL CASH FLOWS INFORMATION
The following are the supplemental disclosures required for the Consolidated
Statements of Cash Flows:
<CAPTION>
Nine Months Ended
September 30,
-------------------
1995 1994
----- -----
(In Thousands)
Cash paid for:
<S> <C> <C>
Interest, net of amounts
capitalized $28,924 $28,642
Income taxes $62,899 $67,629
</TABLE>
4.PREFERRED STOCK
Effective July 1, 1995, the Company redeemed all of its outstanding cumulative
preferred stock. The principal, accumulated dividends, and redemption premium
amounted to $2,013,000.
6
<PAGE>
PART 1.
Item 1.
UNITED TELEPHONE COMPANY OF FLORIDA
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(UNAUDITED)
5.SUBSEQUENT EVENT
The Company has determined that it no longer meets the criteria necessary for
the continued application of the accounting prescribed by Statement of
Financial Accounting Standards (SFAS) No. 71, "Accounting for the Effects of
Certain Types of Regulation." As a result of the discontinued application of
SFAS No. 71, the Company will recognize a noncash, after-tax extraordinary
charge of between $80 million and $100 million in the fourth quarter of
1995 to adjust the net carrying amount of telephone plant in service and to
eliminate regulatory assets and liabilities.
7
<PAGE>
PART I.
Item 2.
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
SEPTEMBER 30, 1995
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Regulatory Issues
- -----------------
In June 1994, the Company entered into a stipulation with the Florida Public
Service Commission (FPSC) whereby the Company's intrastate rates were reduced
by $17.6 million on an annual basis beginning July 1, 1994. Approximately $9.9
million of the rate reduction was in intrastate access elements and was
intended to bring the intrastate access rates more in line with interstate
rates. Approximately $5.0 million of the rate reduction was in intraLATA toll
rates, and $2.7 million in local service revenue. In addition, the Company
agreed to record additional depreciation of $2.8 million ($2.1 million
intrastate), which was recognized in the second quarter of 1994. The Company's
allowed intrastate return on equity was capped at 13.0 percent for 1994 with
any earnings in excess of 13.0 percent to be deferred to 1995 when the maximum
allowed return reverted to 13.5 percent.
In November 1994, in compliance with FPSC regulations, the Company filed its
triennial depreciation study seeking an increase in annual depreciation expense
of approximately $16.3 million effective January 1, 1995. The Company requested
shorter service lives to recognize obsolescence caused by emerging technologies
required to meet customer demands for more sophisticated voice and data
facilities. On January 17, 1995, the FPSC allowed the Company to implement, on
a preliminary basis, the proposed rates, reduced by a one-time depreciation
charge of $3.2 million ($2.4 million intrastate) recorded in 1994 which served
to bring the Company's 1994 intrastate return on equity below the 13.0 percent
cap noted above. On March 1, 1995, the Office of Public Counsel filed a
petition for a hearing in protest of the FPSC's approval of the early
implementation of the depreciation rates.
In September 1995, the FPSC approved an increase in annual depreciation expense
of $18.9 million. The new depreciation rates were effective January 1, 1995
and had been substantially recognized under the preliminary order discussed
above. In addition, the FPSC determined that the Company had exceeded its 13.0
percent cap by $1.5 million including interest for 1994 and required that this
amount be included in the determination of the Company's 1995 intrastate return
on equity. In recognition of this recent FPSC order the $3.2 million of
additional depreciation recorded in December, 1994, due to the preliminary
order, was reversed in September, 1995.
In December 1994, the FPSC approved the Company's proposal for additional
intrastate rate reductions with an effective date of January 1, 1995. The
total revenue reduction is projected to be $10.6 million in 1995, $9.0 million
of which is in switched access charge reductions and the remainder in cellular
interconnection usage rates and intraLATA toll rates.
8
<PAGE>
PART I.
Item 2.
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
SEPTEMBER 30, 1995
Regulatory Issues (Continued)
- -----------------
On July 1, 1995, telecommunications reform legislation became law in Florida.
In summary, this legislation allows competition in the local telephone
marketplace beginning January 1, 1996, while replacing rate of return
regulation with price regulation. While the Company cannot predict the
ultimate effects of this legislation on its future operations, it does not
expect a material adverse impact in the near term. See "Management's
Discussion and Analysis of Financial Condition and Results of Operations -
Other Matters" for discussion regarding the potential impact of evolving
regulation and competition on the ongoing applicability of Statement of
Financial Accounting Standards (SFAS) No. 71, "Accounting for the Effects of
Certain Types of Regulation."
Liquidity and Capital Resources
- -------------------------------
Net cash provided by operating activities decreased slightly to $223.2 million
for the nine months ended September 30, 1995, compared to $223.8 million for
the same period in 1994. The decrease in net cash generated is primarily due
to a decrease in accounts payable, partially offset by decreased accounts
receivable and inventories and increased accrued taxes.
Cash used by investing activities decreased to $117.4 million for the nine
months ended September 30, 1995, compared to $138.0 million for the same period
in 1994. This is due to a decrease in additions to property, plant and
equipment. The Company's planned construction expenditures for modernization
and growth in 1995 are approximately $170.8 million.
Cash used by financing activities increased to $111.6 million for the nine
months ended September 30, 1995, compared to $84.7 million for the same period
in 1994. In January 1995, the Company issued $70 million of 8.375 percent
Series HH bonds. These proceeds were more than offset by a decrease in
commercial paper outstanding and a decrease in dividends paid. As of December
31, 1994, $70 million of the commercial paper outstanding had been reclassified
as long-term debt due to the anticipated January 1995 refinancing of such
borrowings on a long-term basis. At September 30, 1995, the Company's lines of
credit totaled $100 million, of which $84.3 million was unused.
On November 17, 1995, the Company will retire early its 2 percent and 6 percent
debt to the Rural Utilities Service (formerly Rural Electrification
Administration). The principal, unamortized costs, and prepayment penalty will
amount to $774,000.
The Company's ratio of common equity to total capital was 60.3 percent at
September 30, 1995, compared to 58.8 percent at December 31, 1994, and 59.9
percent at September 30, 1994. The short-term debt to total capital ratio was
1.4 percent at September 30, 1995, compared to 3.4 percent at December 31,
1994, and 6.4 percent at September 30, 1994.
9
<PAGE>
PART I.
Item 2.
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
SEPTEMBER 30, 1995
Financial Condition
- -------------------
The Company's consolidated assets totaled $1.634 billion at September 30, 1995
compared to $1.665 billion at December 31, 1994. During that period, accounts
receivable decreased $5.0 million due primarily to the timing of sales
activities and cash collections. At the same time, property, plant and
equipment, net of accumulated depreciation, decreased $22.2 million due
primarily to higher depreciation charges as a result of the implementation of
new depreciation rates effective January 1, 1995. Accounts payable decreased
$15.2 million generally due to the timing of cash disbursements. Commercial
paper decreased $24.1 million primarily due to the use of the proceeds from the
issuance of the new Series HH bonds, and accrued taxes increased $22.9 million
due to the timing of payments.
Results of Operations
- ---------------------
Local service revenues are derived from providing telephone exchange services.
Local service revenues increased $17.2 million for the nine months ended
September 30, 1995, primarily due to access line growth, increased equipment
leases and increases in demand for custom calling features and inside wire
maintenance contracts.
Network access service revenues are derived from billing other carriers and
telephone customers for their use of the local network to complete long
distance calls in those instances where long distance service is not provided
entirely by the Company. Network access revenues increased $6.5 million for
the nine months ended September 30, 1995. Access rate reductions that went
into effect July 1, 1994, January 1, 1995, and August 1, 1995 were more than
offset in the nine month period by increased minutes of use and by increased
expense recovery under the interstate price cap agreement with the Federal
Communications Commission (FCC).
Long distance revenues are derived principally from providing long distance
services within designated areas. These revenues decreased $3.8 million for
the nine months ended September 30, 1995, primarily due to the rate reductions
which were effective July 1, 1994 and January 1, 1995.
Miscellaneous revenues include revenues related to directory publishing fees,
the provision of billing and collection services and operator services for
interexchange carriers, sales of telecommunication equipment and leasing of
network facilities. The increase in miscellaneous revenues of $14.1 million
for the nine months ended September 30, 1995 was primarily due to increases in
direct marketing services and directory revenues, partially offset by a
decrease in equipment sales.
10
<PAGE>
PART I.
Item 2.
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
SEPTEMBER 30, 1995
Results of Operations (Continued)
- ---------------------
Plant expenses increased $15.9 million for the nine months ended September 30,
1995, due to increased access line growth, movement and repairs of cable and
wire and computer expenses.
Depreciation expense increased $16.8 million for the nine months ended
September 30, 1995, primarily due to the implementation of new depreciation
rates effective January 1, 1995, as well as an increase in the depreciable
asset base. These increases were partially offset in the third quarter of 1995
by the reversal of $3.2 million originally recorded in December 1994. (See
Regulatory Issues for further discussion of this issue).
Customer operations expense increased $9.0 million for the nine months ended
September 30, 1995, primarily due to increases in expenses associated with
expanded hours of business office operations, increases in the number of
customer contacts and increased directory expenses.
Corporate operations expense decreased $4.9 million for the nine months ended
September 30, 1995, due to a decrease in advertising and general and
administrative services provided by Sprint.
Other operating expenses decreased $.6 million for the nine months ended
September 30, 1995, primarily due to a decrease in the cost of goods sold
associated with a decrease in equipment sales.
Non-Operating Items
- -------------------
In May 1994, the FPSC staff, citing the immateriality of interest capitalized
on long-term construction projects, filed comments with the FCC supporting the
elimination of interest charged to construction. In addition, the FPSC
directed the Company to cease recognizing interest charged to construction
effective November 1, 1994. In February 1995, the FCC issued an order which
not only upheld the calculation of interest during construction on long-term
construction projects, but ordered that such interest be calculated on all
projects whose estimated gross additions exceed $100,000. The order was
effective in September, 1995. The Company has complied with these regulatory
orders.
11
<PAGE>
PART I.
Item 2.
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
SEPTEMBER 30, 1995
Other Matters
- -------------
The Company has historically accounted for the economic effects of regulation
pursuant to the Statement of Financial Accounting Standards (SFAS) No. 71,
"Accounting for the Effects of Certain Types of Regulation." The application
of SFAS No. 71 requires the accounting recognition of the rate actions of
regulators where appropriate, including the recognition of depreciation based
on estimated useful lives prescribed by regulatory commissions rather than
those that might be utilized by non-regulated enterprises.
The Company has determined that it no longer meets the criteria necessary for
the continued application of the accounting prescribed by SFAS No. 71. The
Company's determination was based on changes in the regulatory framework, which
continues to evolve from rate base regulation to price regulation which does
not provide for the recovery of specific costs. In addition, with
technological changes and the convergence of competition in the
telecomunications industry, the levels and types of competition are increasing
such that service and product pricing prescribed by the regulator may no longer
provide for the recovery of specific costs.
As a result of the discontinued application of SFAS No. 71, the Company, for
financial reporting purposes, is required to eliminate its regulatory assets
and liabilities and adjust the carrying amounts of its telephone plant in
service to the extent that it determines that such amounts are either
overstated as a result of the regulatory process, or are not recoverable.
Accordingly, the Company will recognize a non-cash, after-tax extraordinary
charge of between $80 million and $100 million in the fourth quarter of 1995
to adjust the net carrying amounts of telephone plant in service and to
eliminate regulatory assets and liabilities.
12
<PAGE>
PART II.
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 1995
OTHER INFORMATION
Item 1. Legal Proceedings
There were no reportable events during the quarter ended September
30, 1995.
Item 5. Other Information
There were no reportable events during the quarter ended September
30, 1995.
Item 6. Exhibits and Reports on Form 8-K
No reports on Form 8-K were required to be filed during the quarter
ended September 30, 1995.
13
<PAGE>
UNITED TELEPHONE COMPANY OF FLORIDA
FORM 10-Q
QUARTER ENDED SEPTEMBER 30, 1995
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
UNITED TELEPHONE COMPANY OF FLORIDA
---------------------------------
(Registrant)
Date November 14, 1995 By /s/ J. I. Lehman
- ----------------- -------------------------------
J. I. Lehman
Controller & Chief Accounting Officer
14
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000037664
<NAME> UNITED TELEPHONE COMPANY OF FLORIDA
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 3,691
<SECURITIES> 0
<RECEIVABLES> 160,163
<ALLOWANCES> 3,265
<INVENTORY> 26,568
<CURRENT-ASSETS> 202,859
<PP&E> 2,561,201
<DEPRECIATION> 1,181,819
<TOTAL-ASSETS> 1,633,826
<CURRENT-LIABILITIES> 230,915
<BONDS> 437,405
<COMMON> 16,250
0
0
<OTHER-SE> 675,264
<TOTAL-LIABILITY-AND-EQUITY> 1,633,826
<SALES> 0
<TOTAL-REVENUES> 670,206
<CGS> 0
<TOTAL-COSTS> 417,768
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 28,730
<INCOME-PRETAX> 146,578
<INCOME-TAX> 48,089
<INCOME-CONTINUING> 78,996
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 78,996
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
