<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 1996
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: 1-7775
FLUOR CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 95-0740960
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(State or other jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
3333 Michelson Drive, Irvine, CA 92730
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(Address of principal executive offices)
(714)975-2000
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(Registrant's telephone number, including area code)
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 ( )
As of May 31, 1996 there were 83,574,157 shares of common
stock outstanding.
<PAGE>
FLUOR CORPORATION
FORM 10-Q
April 30, 1996
TABLE OF CONTENTS PAGE
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Part I: Financial Information
Condensed Consolidated Statement of Earnings for
the Three Months Ended April 30, 1996 and 1995..... 2
Condensed Consolidated Statement of Earnings for
the Six Months Ended April 30, 1996 and 1995....... 3
Condensed Consolidated Balance Sheet at April 30,
1996 and October 31, 1995.......................... 4
Condensed Consolidated Statement of Cash Flows for
the Six Months Ended April 30, 1996 and 1995....... 6
Notes to Condensed Consolidated Financial
Statements......................................... 7
Management's Discussion and Analysis of Financial
Condition and Results of Operations................ 9
Changes in Backlog.................................. 13
Part II: Other Information......................... 14
Signatures............................................ 16
<PAGE>
Part I: Financial Information
FLUOR CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
Three Months Ended April 30, 1996 and 1995
UNAUDITED
<TABLE>
<CAPTION>
In thousands, except per share amounts 1996 1995
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<S> <C> <C>
REVENUES.............................. $2,582,229 $2,229,313
COSTS AND EXPENSES
Cost of revenues.................... 2,477,175 2,133,971
Corporate administrative and
general expenses................... 11,334 12,451
Interest expense.................... 3,475 3,241
Interest income..................... (6,837) (7,334)
-------------------------
Total Costs and Expenses.............. 2,485,147 2,142,329
-------------------------
EARNINGS BEFORE INCOME TAXES.......... 97,082 86,984
INCOME TAX EXPENSE.................... 33,382 31,662
-------------------------
NET EARNINGS.......................... $ 63,700 $ 55,322
=========================
NET EARNINGS PER SHARE................ $ 0.75 $ 0.66
=========================
DIVIDENDS PER COMMON SHARE............ $ 0.17 $ 0.15
=========================
SHARES USED TO CALCULATE EARNINGS PER
SHARE............................... 84,664 83,251
=========================
</TABLE>
See Accompanying Notes.
-2-
<PAGE>
Part I: Financial Information
FLUOR CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
Six Months Ended April 30, 1996 and 1995
UNAUDITED
<TABLE>
<CAPTION>
In thousands, except per share amounts 1996 1995
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<S> <C> <C>
REVENUES.............................. $4,984,643 $4,288,939
COSTS AND EXPENSES
Cost of revenues.................... 4,780,517 4,108,666
Corporate administrative and
general expenses................... 24,597 22,057
Interest expense.................... 6,916 6,561
Interest income..................... (14,232) (14,453)
-------------------------
Total Costs and Expenses.............. 4,797,798 4,122,831
-------------------------
EARNINGS BEFORE INCOME TAXES.......... 186,845 166,108
INCOME TAX EXPENSE.................... 65,697 60,463
-------------------------
NET EARNINGS.......................... $ 121,148 $ 105,645
=========================
NET EARNINGS PER SHARE................ $ 1.43 $ 1.27
=========================
DIVIDENDS PER COMMON SHARE............ $ 0.34 $ 0.30
=========================
SHARES USED TO CALCULATE EARNINGS PER
SHARE............................... 84,536 83,108
=========================
</TABLE>
See Accompanying Notes.
-3-
<PAGE>
FLUOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
April 30, 1996 and October 31, 1995
UNAUDITED
<TABLE>
<CAPTION>
April 30, October 31,
$ in thousands 1996 1995*
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<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents........... $ 245,318 $ 292,934
Marketable securities............... 137,710 137,758
Accounts and notes receivable....... 590,279 470,104
Contract work in progress........... 373,321 362,910
Deferred taxes...................... 44,531 55,088
Inventories and other current assets 117,377 92,877
-------------------------
Total current assets............... 1,508,536 1,411,671
-------------------------
Property, Plant and Equipment, net
of accumulated depreciation,
depletion and amortization of
$717,391 and $630,573, respectively. 1,571,348 1,435,811
Goodwill, net of accumulated
amortization of $14,439 and $11,778,
respectively........................ 65,405 33,303
Investments........................... 103,745 88,488
Other................................. 271,566 259,633
-------------------------
$3,520,600 $3,228,906
=========================
</TABLE>
* Amounts at October 31, 1995 have been derived from audited
financial statements.
-4-
<PAGE>
FLUOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
April 30, 1996 and October 31, 1995
UNAUDITED
<TABLE>
<CAPTION>
April 30, October 31,
$ in thousands 1996 1995*
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<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts and notes payable.......... $ 356,362 $ 372,301
Commercial paper.................... 29,880 29,937
Advance billings on contracts....... 597,188 393,438
Accrued salaries, wages and
benefit plan liabilities........... 266,865 269,812
Other accrued liabilities........... 151,146 148,782
Current portion of long-term debt... 23,903 24,375
-------------------------
Total current liabilities.......... 1,425,344 1,238,645
-------------------------
Long-term debt due after one year..... 4,711 2,873
Deferred taxes........................ 41,879 44,211
Other noncurrent liabilities.......... 509,256 512,363
Commitments and Contingencies
Shareholders' Equity
Capital stock
Preferred - authorized 20,000,000
shares without par value; none
issued
Common - authorized 150,000,000
shares of $0.625 par value;
issued and outstanding -
83,473,940 shares and 83,164,866
shares, respectively............. 52,231 51,978
Additional capital.................. 555,731 538,503
Retained earnings................... 959,071 866,305
Unamortized executive stock plan
expense............................ (25,927) (26,865)
Cumulative translation adjustments.. (1,696) 893
-------------------------
Total shareholders' equity......... 1,539,410 1,430,814
-------------------------
$3,520,600 $3,228,906
=========================
</TABLE>
See Accompanying Notes.
* Amounts at October 31, 1995 have been derived from audited
financial statements.
-5-
<PAGE>
FLUOR CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Six Months Ended April 30, 1996 and 1995
UNAUDITED
<TABLE>
<CAPTION>
$ in thousands 1996 1995
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings........................ $ 121,148 $ 105,645
Adjustments to reconcile net
earnings to cash provided by
operating activities:
Depreciation, depletion and
amortization................... 88,644 68,449
Deferred taxes................... 12,801 4,079
Change in operating assets and
liabilities.................... 37,132 (48,495)
Other, net....................... (18,281) 3,044
-------------------------
Cash provided by operating activities. 241,444 132,722
-------------------------
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures................ (206,491) (160,253)
Acquisitions........................ (50,468) --
Investments......................... (13,313) (5,435)
Purchases of marketable securities.. (55,541) (17,290)
Proceeds from sales and maturities
of marketable securities........... 55,395 36,564
Proceeds from sale of property,
plant and equipment................ 13,425 8,158
Other, net.......................... (2,595) 4,226
-------------------------
Cash utilized by investing activities. (259,588) (134,030)
-------------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Cash dividends paid................. (28,382) (24,821)
Payments on debt.................... (16,543) (35,528)
Stock options exercised............. 15,731 955
Other, net.......................... (278) (1,279)
-------------------------
Cash utilized by financing activities. (29,472) (60,673)
-------------------------
Decrease in cash and cash equivalents. (47,616) (61,981)
Cash and cash equivalents at
beginning of period................. 292,934 374,468
-------------------------
Cash and cash equivalents at end of
period.............................. $ 245,318 $ 312,487
=========================
</TABLE>
See Accompanying Notes.
-6-
<PAGE>
FLUOR CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED
(1) The condensed consolidated financial statements do not
include footnotes and certain financial information
normally presented annually under generally accepted
accounting principles and, therefore, should be read in
conjunction with the company's October 31, 1995 annual
report on Form 10-K. Accounting measurements at interim
dates inherently involve greater reliance on estimates
than at year-end. The results of operations for the
three and six months ended April 30, 1996 are not
necessarily indicative of results that can be expected
for the full year.
The condensed consolidated financial statements included
herein are unaudited; however, they contain all
adjustments (consisting of normal recurring accruals)
which, in the opinion of the company, are necessary to
present fairly its consolidated financial position at
April 30, 1996 and its consolidated results of
operations for the three and six months ended April
30, 1996 and 1995 and cash flows for the six months
ended April 30, 1996 and 1995. Certain 1995 amounts
have been reclassified to conform with the 1996
presentation.
(2) Earnings per share is based on the weighted average number
of common and, when appropriate, common equivalent shares
outstanding in each period. Common equivalent shares are
included when the effect of the potential exercise of
stock options is dilutive.
(3) Inventories comprise the following:
<TABLE>
<CAPTION>
April 30, October 31,
$ in thousands 1996 1995
------------------------------------------------------------
<S> <C> <C>
Coal........................... $ 34,538 $ 28,874
Supplies and other............. 40,405 34,410
--------------------------
$ 74,943 $ 63,284
==========================
</TABLE>
-7-
<PAGE>
(4) Cash paid for interest was $3.8 million for the six month
periods ended April 30, 1996 and 1995. Income tax
payments, net of refunds, were $53.3 million and $60.4
million during the six month periods ended April 30, 1996
and 1995, respectively.
(5) Effective November 1, 1995, the company adopted Statement
of Financial Accounting Standards No. 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived
Assets to be Disposed Of" (SFAS No. 121). The adoption of
SFAS No. 121 had no impact on the company's consolidated
results of operations or financial position.
(6) In March 1996, American Equipment Company, Inc., the
company's equipment rental and sales subsidiary acquired
S&R Equipment Company, Inc. (S&R), a high-lift equipment
dealer. S&R was acquired for a cash purchase price of
$44.4 million, for which the company received $29.1
million of property, plant and equipment and $4.4 million
of working capital and other assets. In addition,
the company assumed $17.4 million of debt of which $15.6
million was repaid by the company subsequent to the
purchase. Goodwill of $28.3 million will be amortized
over 15 years.
The acquistion has been accounted for as a purchase;
accordingly, S&R's results of operations have been
included in the company's Condensed Consolidated Statement
of Earnings from the March 1, 1996 acquisition date.
(7) In May 1996, the company consummated a merger between one
of its subsidiaries, Fluor Daniel Environmental Services,
Inc. (FDESI) and Groundwater Technology, Inc. (GTI),
wherein the company acquired 55 percent of the newly named
company, Fluor Daniel GTI. The company contributed $33.4
million in cash and ownership of FDESI to Fluor Daniel
GTI. GTI shareholders received $60 million in cash and 45
percent of Fluor Daniel GTI. The merger will broaden and
enhance the company's existing environmental, contracting
and project management services.
-8-
<PAGE>
FLUOR CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis is provided to increase
understanding of, and should be read in conjunction with, the
condensed consolidated financial statements and accompanying
notes.
RESULTS OF OPERATIONS
Revenues increased 16 percent for both the three and six month
periods ended April 30, 1996 compared with the same periods of
1995. Net earnings for the three and six months ended April 30,
1996 were $63.7 million and $121.1 million, respectively,
compared with net earnings of $55.3 million and $105.6 million,
respectively, for the same periods of 1995. The increases in
net earnings are primarily due to higher earnings for both the
Engineering and Construction and Coal segments.
ENGINEERING AND CONSTRUCTION
Revenues for the Engineering and Construction segment increased
15 percent and 17 percent, respectively, for the three and six
month periods ended April 30, 1996 compared with the same
periods of 1995, primarily due to an increase in work performed.
Engineering and Construction operating profits increased 7
percent and 11 percent, respectively, for the three and six
months ended April 30, 1996 compared with the same periods of
1995 primarily due to the increase in the volume of work
performed which was partially offset by an increase in
marketing and proposal costs. These expenditures, which are
recognized as they are incurred, reflect the company's pursuit
of strong business opportunities across numerous global
markets. Excluding the impact of increased marketing and
proposal costs, reported margins which may fluctuate from time
to time as a result of changes in the mix of engineering and
design services and construction related services, declined
slightly for both the three and six month periods ended April
30, 1996 compared with the same periods of 1995. New awards
for the three and six month periods ended April 30, 1996 were
$3.0 billion and $6.0 billion, respectively, compared with
$2.7 billion and $5.0 billion for the same periods of 1995.
Approximately 53 percent and 57 percent, respectively, of new
awards for the three and six months ended April 30, 1996 were
for projects located outside the United States. New awards in
the Industrial group for the the second quarter of 1996 were
$1.8 billion and included a $558 million mining and metals
project located in Indonesia.
-9-
<PAGE>
The remainder of other new awards in the second quarter of 1996
consisted of a mix of smaller to medium sized projects located
primarily in the U.S., Asia Pacific and Middle East regions.
The large size and uncertain timing of significant new awards
can create variability in the company's awards pattern,
consequently, future award trends are difficult to predict with
certainty.
The following table sets forth backlog for each of the company's
Engineering and Construction groups:
<TABLE>
<CAPTION>
April 30, October 31, April 30,
$ in millions 1996 1995 1995
-----------------------------------------------------------------
<S> <C> <C> <C>
Process $ 6,296 $ 6,671 $ 7,175
Industrial 5,318 4,516 3,723
Power/Government 3,054 3,275 3,214
Diversified Services 694 263 292
--------------------------------------
Total $ 15,362 $ 14,725 $ 14,404
======================================
</TABLE>
The increase in the Diversified Services group's backlog at
April 30, 1996 compared with October 31, 1995 was due primarily
to the award of new facility management services for IBM
at seven facilities located throughout the United States.
Approximately 57 percent of backlog at April 30, 1996 relates
to projects located outside of the United States compared with
55 percent at October 31, 1995 and 56 percent at April 30,
1995. Backlog is adjusted both upwards and downwards as
required to reflect project cancellations, deferrals and
revised project scope and cost. These adjustments were
comparable for the three and six months ended April 30, 1996
and 1995, respectively.
COAL
Revenues from produced coal increased 19 percent and 11 percent,
respectively, for the three and six month periods ended April
30, 1996 compared with the same periods of 1995. These
increases were primarily due to increased sales volume of both
metallurgical and steam coal. Metallurgical coal revenues
increased primarily due to the continued strong demand by steel
producers and increased market share. Steam coal sales
increased due to stronger demand from electric utilities
stemming from a more severe winter this year compared with a
-10-
<PAGE>
year ago. Gross margin increased for the three and six months
ended April 30, 1996 compared with the same periods of 1995
primarily due to the increased sales volume of both
metallurgical and steam coal, and improved pricing of
metallurgical coal. For the three months ended April 30, 1996,
the increase in steam coal gross margin compared with the same
period of 1995 was partially offset by a decline in sales
price. Operating profit increased 17 percent and 20 percent,
respectively, for the three and six months ended April 30, 1996
compared with the same periods of 1995 due primarily to
increased gross margins.
OTHER
Corporate administrative and general expenses decreased
approximately $1.1 million for the three months ended April 30,
1996 and increased approximately $2.5 million for the six months
ended April 30, 1996, respectively, compared with the same
periods in 1995. The decrease for the three months ended April
30, 1996 compared with the same period of 1995 is primarily due
to lower stock price compensation plans expense and lower
corporate overhead, partially offset by higher performance
driven compensation plans expense. The increase for the six
months ended April 30, 1996 compared with the same period of
1995 is primarily due to higher stock price and performance
driven compensation plans expense, partially offset by lower
corporate overhead. Net interest income for the three and six
months ended April 30, 1996 decreased $.7 million and $.6
million, respectively, compared with the same periods of 1995
primarily due to lower average interest earning assets.
The effective income tax rate for the six month period ended
April 30, 1996 was essentially unchanged compared with the same
period of 1995.
In October 1995, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 123, "Accounting
for Stock-Based Compensation" (SFAS No. 123). SFAS No. 123
establishes financial accounting and reporting standards for
stock-based compensation plans. Adoption of the new accounting
standards prescribed by SFAS No. 123 is optional. The company
does not expect to adopt the new accounting standards and will
continue to account for its plans under previous accounting
standards, consequently, SFAS No. 123 will not affect the
company's consolidated results of operations or financial
position. However, in accordance with the provisions of SFAS
No. 123, beginning in fiscal 1997 pro forma disclosures of net
earnings and net earnings per share will be made in the
footnotes to the company's financial statements as if the SFAS
No. 123 accounting standards had been adopted.
-11-
<PAGE>
In May 1996, the company consummated a merger between one of its
subsidiaries, Fluor Daniel Environmental Services, Inc. (FDESI),
and Groundwater Technology, Inc. (GTI) wherein the company
acquired an approximate 55 percent interest in the newly named
company, Fluor Daniel GTI. The company contributed $33.4
million in cash and ownership of FDESI to Fluor Daniel GTI. GTI
shareholders received $60 million in cash and 45 percent
ownership of Fluor Daniel GTI. The merger will broaden and
enhance the company's existing combination of environmental,
contracting and project management services.
In March 1996, American Equipment Company, Inc., the company's
equipment rental and sales subsidiary acquired S&R Equipment
Company, Inc. (S&R), a high-lift equipment dealer. S&R was
acquired for a cash purchase price of $44.4 million, for which
the company received $29.1 million of property, plant and
equipment and $4.4 million of working capital and other assets.
In addition, the company assumed $17.4 million of debt of which
$15.6 million was repaid by the company subsequent to the
purchase. Goodwill of $28.3 million will be amortized over 15
years.
The acquisition has been accounted for as a purchase;
accordingly, S&R's results of operations have been included in
the company's Condensed Consolidated Statement of Earnings from
the March 1, 1996 acquisition date.
FINANCIAL POSITION AND LIQUIDITY
The company expects to have adequate resources available from
cash and short-term investments currently on hand, plus
available revolving credit facilities, capital market sources,
and its commercial paper program to provide for its financing
needs for the foreseeable future.
Changes in operating assets and liabilities are affected by the
mix, stage of completion and commercial terms of engineering
and construction projects. The increase in operating assets
and liabilities in the first six months of 1996 compared with
the same period of 1995 is primarily due to increases in
advanced billings on contracts partially offset by increased
project receivables resulting from increased project volume.
For the six months ended April 30, 1996, capital expenditures
were $206.5 million including $134.5 million related primarily to
mine development at Massey. Dividends paid in the six months
ended April 30, 1996 were $28.4 million (.34 per share) compared
with $24.8 million (.30 per share) for the same period of 1995.
-12-
<PAGE>
FLUOR CORPORATION
CHANGES IN BACKLOG
($ in Millions)
UNAUDITED
<TABLE>
<CAPTION>
For the Three Months Ended April 30, 1996 1995
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<S> <C> <C>
Backlog - beginning of period....... $ 15,108.2 $ 14,115.7
New awards.......................... 2,967.5 2,719.3
Adjustments and cancellations, net.. (403.9) (422.9)
Work performed...................... (2,309.8) (2,007.9)
-------------------------
Backlog - end of period............. $ 15,362.0 $ 14,404.2
=========================
</TABLE>
<TABLE>
<CAPTION>
For the Six Months Ended April 30, 1996 1995
-----------------------------------------------------------------
<S> <C> <C>
Backlog - beginning of period....... $ 14,724.9 $ 14,021.9
New awards.......................... 5,956.0 4,971.2
Adjustments and cancellations, net.. (838.5) (740.7)
Work performed...................... (4,480.4) (3,848.2)
-------------------------
Backlog - end of period............. $ 15,362.0 $ 14,404.2
=========================
</TABLE>
-13-
<PAGE>
PART II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders.
(a) Date of Meeting. The annual meeting of
stockholders of Fluor Corporation was held on
March 12, 1996 at the Fluor Daniel offices,
Greenville, South Carolina.
(b) Election of Directors.
Directors elected -
Peter J. Fluor
64,199,308 FOR
688,297 VOTED TO WITHHOLD AUTHORITY
Bobby R. Inman
64,170,353 FOR
717,252 VOTED TO WITHHOLD AUTHORITY
Buck Mickel
64,158,548 FOR
729,057 VOTED TO WITHHOLD AUTHORITY
Other directors continuing in office -
Carroll A. Campbell, Jr.
Hugh K. Coble
David P. Gardner
William R. Grant
Robert V. Lindsay
Vilma S. Martinez
Leslie G. McCraw
Martha R. Seger
(c) Matters Voted Upon. Ratification of the
appointment of Ernst & Young LLP as auditors
for the fiscal year ending October 31, 1996:
64,708,953 FOR
71,496 AGAINST
107,156 ABSTAIN
-0- BROKER NON-VOTE
-14-
<PAGE>
Approval of the 1996 Fluor Executive Stock
Plan:
51,876,527 FOR
11,416,506 AGAINST
605,417 ABSTAIN
989,155 BROKER NON-VOTE
Approval of certain executive compensation
performance goals:
61,758,482 FOR
1,197,497 AGAINST
942,472 ABSTAIN
989,154 BROKER NON-VOTE
(d) Terms of settlement between registrant and
any other participant. None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. None.
(b) Reports on Form 8-K. None.
-15-
<PAGE>
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.
FLUOR CORPORATION
(Registrant)
Date: June 13, 1996 /s/ J. Michal Conaway
J. Michal Conaway, Vice President
and Chief Financial Officer
/s/ V.L. Prechtl
V.L. Prechtl, Vice President and
Controller
-16-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
Condensed Consolidated Balance Sheet at April 30, 1996 and the Condensed
Consolidated Statement of Earnings for the six months ended April 30,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> OCT-31-1996
<PERIOD-END> APR-30-1996
<CASH> 245,318
<SECURITIES> 137,710
<RECEIVABLES> 590,279
<ALLOWANCES> 0
<INVENTORY> 74,943
<CURRENT-ASSETS> 1,508,536
<PP&E> 2,288,739
<DEPRECIATION> 717,391
<TOTAL-ASSETS> 3,520,600
<CURRENT-LIABILITIES> 1,425,344
<BONDS> 4,711
0
0
<COMMON> 52,231
<OTHER-SE> 1,487,179
<TOTAL-LIABILITY-AND-EQUITY> 3,520,600
<SALES> 0
<TOTAL-REVENUES> 4,984,643
<CGS> 0
<TOTAL-COSTS> 4,780,517
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,916
<INCOME-PRETAX> 186,845
<INCOME-TAX> 65,697
<INCOME-CONTINUING> 121,148
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 121,148
<EPS-PRIMARY> 1.43
<EPS-DILUTED> 1.43
</TABLE>