<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the period ended September 30, 1998
----------------------------------------
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 1-10006
Frozen Food Express Industries, Inc.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified on its charter)
Texas 75-1301831
- -------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1145 Empire Central Place Dallas, Texas 75247-4309
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(2l4) 630-8090
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
None
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (l) 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 filing requirements
for the past 90 days.
[X] Yes [ ] No
As of November 4, 1998, 16,704,640 shares of the Registrant's Common Stock,
$1.50 par value, were outstanding.
<PAGE>
INDEX
PART I - FINANCIAL INFORMATION
Page No.
--------
Item l. Financial Statements
Consolidated Condensed Balance Sheets -
September 30, 1998 and December 31, 1997 2
Consolidated Statements of Income -
Three and nine months ended September 30, 1998 and 1997 3
Consolidated Condensed Statements of Cash Flows -
Nine months ended September 30, 1998 and 1997 4
Notes to Consolidated Condensed Financial Statements 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 6
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 11
Exhibit 27.1 - Financial Data Schedule 12
-1-
<PAGE>
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Sept. 30, Dec. 31,
1998 1997
--------------- ---------------
ASSETS
<S> <C> <C>
Current assets
Cash $ 9,182 $ 23,318
Accounts receivable, net 45,258 35,028
Inventories 12,340 10,608
Tires 4,650 4,775
Other current assets 5,072 3,253
-------- --------
Total current assets 76,502 76,982
Property and equipment, net 59,471 53,333
Other assets 13,935 12,433
-------- --------
$149,908 $142,748
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Trade accounts payable $ 15,153 $ 14,389
Accrued claims liabilities 6,836 5,843
Accrued payroll 4,551 5,242
Other 7,428 6,529
-------- --------
Total current liabilities 33,968 32,003
Long-term debt -- --
Other and deferred credits 17,630 17,668
-------- --------
Total liabilities and deferred credits 51,598 49,671
-------- --------
Shareholders' equity
Common stock 25,921 25,921
Paid-in capital 5,412 4,779
Retained earnings 70,800 65,038
-------- --------
102,133 95,738
Less - Treasury stock 3,823 2,661
-------- --------
Total shareholders' equity 98,310 93,077
-------- --------
$149,908 $142,748
======== ========
</TABLE>
See accompanying notes.
-2-
<PAGE>
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(In thousands, except per-share amounts)
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
-------------------------------------- --------------------------------------
1998 1997 1998 1997
------------------ ------------------ ------------------ ------------------
<S> <C> <C> <C> <C>
Revenue
Freight revenue $78,484 $73,367 $226,256 $213,210
Non-freight revenue 15,043 9,614 34,198 23,713
------- ------- -------- --------
93,527 82,981 260,454 236,923
------- ------- -------- --------
Costs and expenses
Freight operating expenses
Salaries, wages and related expenses 21,040 19,174 60,840 53,861
Purchased transportation 17,319 16,757 49,696 49,346
Supplies and expenses 21,437 20,013 62,271 58,958
Revenue equipment rent 6,510 5,633 18,739 16,751
Depreciation 2,374 2,415 7,000 7,323
Communications and utilities 1,029 847 3,152 2,514
Insurance and claims 2,952 2,793 8,703 8,561
Operating taxes and licenses 1,258 1,240 3,619 3,617
Gain on sale of equipment (262) (214) (725) (879)
Miscellaneous expense 876 914 2,318 2,643
------- ------- -------- --------
74,533 69,572 215,613 202,695
Non-freight costs and operating expenses 14,148 9,055 32,721 22,812
------- ------- -------- --------
88,681 78,627 248,334 225,507
------- ------- -------- --------
Income from operations 4,846 4,354 12,120 11,416
Interest and other expense 297 144 650 1,283
------- ------- -------- --------
Income before income tax 4,549 4,210 11,470 10,133
Provision for income tax 1,699 1,266 4,187 3,046
------- ------- -------- --------
Net income $ 2,850 $ 2,944 $ 7,283 $ 7,087
======= ======= ======== ========
Net income per share of common stock
Basic $.17 $.18 $.43 $.42
======= ======= ======== ========
Diluted $.17 $.17 $.43 $.42
======= ======= ======== ========
Weighted average shares outstanding
Basic 16,851 16,801 16,866 16,737
======= ======= ======== ========
Diluted 16,980 17,083 17,084 17,055
======= ======= ======== ========
</TABLE>
See accompanying notes.
-3-
<PAGE>
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Consolidated Condensed Statements of Cash Flows
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
For the Nine
Months Ended September 30,
--------------------------------------------
1998 1997
--------------------- ---------------------
<S> <C> <C>
Net cash provided by operating activities $ 6,507 $ 22,495
-------- --------
Cash flows from investing activities
Expenditures for property and equipment (19,540) (12,932)
Proceeds from sale of property and equipment 4,474 4,826
Company owned life insurance and other (2,195) (2,258)
-------- --------
Net cash used in investing activities (17,261) (10,364)
-------- --------
Cash flows from financing activities
Borrowings under revolving credit agreement -- 19,000
Payments against revolving credit agreement -- (19,000)
Dividends paid (1,521) (1,506)
Net treasury stock activity (1,861) (4)
-------- --------
Net cash used in financing activities (3,382) (1,510)
-------- --------
Net (decrease) increase in cash and cash equivalents (14,136) 10,621
Cash and cash equivalents at January 1 23,318 6,670
-------- --------
Cash and cash equivalents at September 30 $ 9,182 $ 17,291
======== ========
</TABLE>
See accompanying notes.
-4-
<PAGE>
FROZEN FOOD EXPRESS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
September 30, 1998
(Unaudited)
1. BASIS OF PRESENTATION
---------------------
The consolidated financial statements include Frozen Food Express Industries,
Inc. (FFEX) and its subsidiary companies (the company), all of which are wholly
owned. All significant intercompany accounts and transactions have been
eliminated in consolidation. The financial statements included herein have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission (SEC) and have not been audited or reviewed by independent public
accountants. In the opinion of management, all adjustments (which consisted
only of normal recurring accruals) necessary to present fairly the financial
position and results of operations have been made. Pursuant to SEC rules and
regulations, certain information and disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted from these statements unless significant changes
have taken place since the end of the most recent fiscal year. FFEX believes
that the disclosures contained herein, when read in conjunction with the
financial statements and notes included, or incorporated by reference, in FFEX's
Form 10-K filed with the SEC on March 27, 1998, are adequate to make the
information presented not misleading. It is suggested, therefore, that these
statements be read in conjunction with the statements and notes (included, or
incorporated by reference), in the aforementioned report on Form 10-K.
2. FINANCING AND INVESTING ACTIVITIES NOT AFFECTING CASH
-----------------------------------------------------
During the nine months ended September 30, 1998 and 1997, the company funded
contributions to its Employee Savings Plan by transferring 140,194 and 152,233
shares, respectively, of treasury stock to the Plan trustee. The fair market
value of the transferred shares was $1,332,000 for 1998 and $1,368,000 for 1997.
3. SHAREHOLDERS' EQUITY
--------------------
As of September 30, 1998 and December 31, 1997, respectively, there were
16,776,000 and 16,836,000 shares of stock outstanding. During both of the
quarters ended September 30, 1998 and 1997, the company declared dividends on
the common stock of three cents per share.
4. COMMITMENTS AND CONTINGENCIES
-----------------------------
The company has accrued for costs related to public liability and work-related
injury claims, some of which involve litigation. The aggregate amount of these
claims is significant. In the opinion of management, these actions can be
successfully defended or resolved, and any additional costs incurred over
amounts accrued will not have a material adverse effect on the company's
financial position, cash flows or results of operations.
5. EARNINGS PER SHARE
------------------
During 1997, the company adopted Financial Accounting Standard No. 128,
"Earnings Per Share" (FAS 128). FAS 128 requires the replacement of "primary"
earnings per share with "basic" earnings per share and "fully diluted" earnings
per share with "diluted" earnings per share. Accordingly, weighted average
shares outstanding for 1997 have been restated to conform with FAS 128.
Common stock equivalents included in diluted weighted average shares, all of
which result from dilutive stock options granted by the company, were as
follows:
<TABLE>
<CAPTION>
1998 1997
---------------- ----------------
<S> <C> <C>
For the three months ended September 30 129,000 282,000
For the nine months ended September 30 218,000 318,000
</TABLE>
-5-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The table below sets forth, as a percentage of freight revenue, certain major
operating expenses for the three- and nine-month periods ended September 30,
1998 and 1997.
<TABLE>
<CAPTION>
Three Months Nine Months
Ended Sept. 30, Ended Sept. 30,
---------------------------- ----------------------------
1998 1997 1998 1997
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Salaries, wages and related expense 26.8% 26.1% 26.9% 25.3%
Purchased transportation 22.1 22.8 22.0 23.1
Supplies and expenses 27.3 27.3 27.5 27.7
Revenue equipment rent 8.3 7.7 8.3 7.9
Depreciation 3.0 3.3 3.1 3.4
Insurance and claims 3.8 3.8 3.8 4.0
Other 3.7 3.8 3.7 3.7
---- ---- ---- ----
Total freight operating expenses 95.0% 94.8% 95.3% 95.1%
==== ==== ==== ====
</TABLE>
THIRD QUARTER OF 1998 VS. 1997
During the third quarter of 1998, revenue increased by 12.7% to $93,527,000 with
freight revenue up $5.1 million or 7% and non-freight revenue up 56.5%. Less-
than-truckload (LTL) revenue was 3.9% higher and full-truckload revenue
increased by 8.6% as compared to the same period of 1997.
The increase in full-truckload revenue was due primarily to a 5% improvement in
the number of shipments transported. Small increases in length of haul and
revenue per mile also contributed to the increase in full-truckload revenue.
The primary factor in 1998's higher LTL revenue was a 5.2% increase in revenue
per hundredweight, which was partially offset by a 2% reduction in the LTL
shipment volume.
The 1998 increase in non-freight revenue was due to improvement in the market
for refrigeration equipment related to the unusually hot weather in the
company's service area and to the continued expansion of the company's non-
freight subsidiary into new geographical market areas.
The number of tractors in the fleet of company-operated, full-truckload
equipment rose from approximately 1,130 at the beginning of 1998 to about 1,240
by the end of the third quarter. The number of full-truckload tractors provided
by owner-operators had increased to 389, after declining during the first six
months of 1998. At the beginning of 1998, there were 378 full-truckload
tractors provided by owner-operators.
-6-
<PAGE>
Full-truckload activities, which contributed 66.5% and 65.5%, respectively, of
freight revenue during the third quarter of 1998 and 1997, are conducted
primarily with company-operated equipment, while LTL activities are conducted
primarily with equipment provided by owner-operators. Changes in the mix of LTL
versus full-truckload revenue as well as fluctuations in the amount of total
freight handled on company-operated versus owner-operator provided equipment,
impacted the percent of freight revenue absorbed by the various categories of
operating expenses between the two quarters. The proportion of full-truckload
revenue generated by company-operated trucks during the third quarter of 1998
was 76.6%, as compared to 74.8% during the third quarter of 1997. Company-
operated trucks generated 32% and 30% of total LTL revenue for the third
quarters of 1998 and 1997, respectively.
During the third quarter of 1998, the percent of freight revenue absorbed by
salaries, wages and related expense was approximately 26.8%, as compared to
26.1% during the year-ago quarter, due primarily to the increased quantity of
employee-driven, company-operated equipment. Conversely, purchased
transportation expense as a percent of freight revenue fell from 22.8% in the
third quarter of 1997 to 1998's 22.1%. This decrease was due primarily to the
decline in the quantity of owner-operator provided tractors.
During the third quarter of 1998, per-gallon fuel prices continued to fall to
levels below prices incurred during 1997. The impact of the decreased price of
fuel, which is included in supplies and expenses, has been partially offset
during 1998 by increased costs associated with driver recruiting, retention and
training.
The percent of freight revenue absorbed by revenue equipment rent increased from
7.7% in the 1997 third quarter to 8.3% during the 1998 quarter while the percent
of freight revenue absorbed by depreciation declined from 3.3% to 3.0% between
the two quarters. These variations are related to the replacement of some owned
equipment with equipment financed through operating leases.
Income from operations rose by 11.3% during the third quarter of 1998 as
compared to 1997.
Interest and other expense rose from $144,000 to $297,000 between the two
quarters. This increase is related to net pre-tax expenses associated with the
company-owned life insurance (COLI) program, partially offset by increased
interest income associated with short term cash investments. As a result of
legislation that limits the deductibility of COLI-related interest, the company
is phasing out its COLI program.
Pre-tax income rose by 8.1% during the third quarter of 1998 as compared to
1997.
The provision for income tax was 37.3% of pre-tax income for the third quarter
of 1998, as compared to 30.1% for 1997. The higher 1998 effective income tax
rate is primarily attributable to reduced permanent tax savings resulting from
the COLI program. Recent legislation limits future deductibility of interest
expenses associated with COLI programs. During 1998, the Internal Revenue
Service indicated that it will attempt to retroactively limit COLI interest
deductions to amounts which are less than the levels apparently allowed by the
recent legislation. Due to these uncertainties, the company's effective tax
rate has increased during 1998.
-7-
<PAGE>
FIRST THREE QUARTERS 1998 vs. 1997
For the nine months ended September 30,1998, revenue increased by $23,531,000 or
9.9%, and income from operations increased by 6.2%. Revenue generated by the
company-operated, full-truckload fleet increased by $10,194,000, and full-
truckload revenue generated by owner-operator provided equipment fell by
$768,000, or 2.1%. LTL revenue increased by $3,620,000, and non-freight revenue
increased by $10,485,000.
The increase in the percent of freight revenue absorbed by salaries, wages and
related expenses and the decrease in the percent of freight revenue absorbed by
purchased transportation are related to the change in the mix of company-
operated versus owner-operator-provided trucks in the company's fleet as
outlined above in the discussion of third quarter results.
During the first three quarters of 1998, revenue equipment rent expense, which
is primarily related to the company-operated, full-truckload fleet, as a
percentage of freight revenue was 8.3%, as compared to 7.9% during 1997.
Depreciation expense, which is related to the company's operating fleets as well
as other types of property, between the nine-month periods fell from 3.4% to
3.1% of freight revenue. Fluctuations in these expenses are affected by changes
in the proportion of owned tractors and trailers versus those that are leased
pursuant to long-term operating lease agreements.
The provision for income tax increased from 30.1% of 1997's first three
quarters' pre-tax income to 36.5% for 1998 (see above discussion of the third
quarter effective income tax rate which is also applicable to the first three
quarter comparisons). First three quarters' 1998 net income rose by 2.8% to
$7,283,000.
LIQUIDITY AND CAPITAL RESOURCES
The company's primary needs for capital resources are to finance working
capital, capital expenditures and, from time to time, acquisitions. Working
capital investment typically increases during periods of sales expansion when
higher levels of receivables are present. The company had no long-term debt as
of September 30, 1998. As of September 30, 1998, the unused portion of the
company's $50,000,000 revolving credit facility remained approximately $45
million, unchanged from December 31, 1997.
Net cash provided by operating activities was $6.5 million and $22.5 million for
the nine months ending September 30, 1998 and 1997, respectively. This
reduction in cash provided by operating activities was primarily attributable to
an increase in accounts receivable due to increased freight revenue and
increased inventory levels in connection with expanding non-freight activities.
Net capital expenditures were $15.1 million and $8.1 million for the nine months
ended September 30, 1998 and 1997, respectively.
The company believes that its current cash position, funds from operations, and
the availability of funds under its credit agreements will be sufficient to meet
anticipated liquidity requirements for the next twelve months. At September 30,
1998, working capital was $42.5 million as compared to $45.0 million at December
31, 1997.
-8-
<PAGE>
YEAR 2000
The company is aware of the potential problems associated with existing
information technology systems ("IT systems") as the millennium year (Year 2000)
approaches. The company's exposure to such problems does not involve significant
date-sensitive financial computations. Rather, problems may occur with regard
to IT systems and the impact erroneous dates may have on core business operating
activities such as the company's ability to process customer orders, track and
manage equipment, and generate customer invoices. Disruptions in any such
activity could have a significant negative impact on the company's ability to
conduct its routine business operations. New systems are being developed based
on more current technology, which address the issues associated with the
millennium year. Accordingly, it is not practicable to isolate the portion of
"new" system development costs, which are specifically associated with the Year
2000 ("Y2K") problem. Such development costs have, to date, been financed by
internally generated funds. Incremental costs associated with the development
effort have been capitalized by the company and will be amortized against post-
conversion income.
The company also uses a variety of assets that are operated by or reliant upon
non-information technology systems ("non-IT systems"), such as equipment or
refrigeration systems that contain embedded technology. Modification or
replacement would be necessary for proper performance of any IT or non-IT system
that is unable to properly interpret and process the Y2K.
STATE OF READINESS. The company is actively engaged in the process of
evaluating the status of the company's systems for Y2K compliance. In addition,
the company will verify the Y2K compliance of third parties with whom the
company has a material relationship, such as customers, suppliers and service
providers such as financial institutions. The first phase, evaluating the
company's systems, is substantially complete. The second phase, evaluating third
party systems, was commenced in the third quarter of 1998 and is expected to be
substantially completed during the first half of fiscal 1999. To date, no
significant Y2K problems have been identified by these evaluations.
The failure of any internal non-IT system to become timely compliant for Y2K is
not expected to have a material effect on the business, operations or financial
condition of the company. Nevertheless, the company will continue to take steps
to modify or replace all non-IT systems that are not Y2K compliant during the
1999 calendar year. The cost of such conversions is not expected to be
material.
The company's major internal IT and non-IT systems, which include the mainframe
system presently in use require modification or replacement to become Y2K
compliant. The systems project will replace all existing major IT systems with
a Y2K compliant system. Completion of this project is expected during the first
quarter of 1999. The new system is continually evaluated with respect to Y2K
compliance. These evaluations are conducted by internal as well as external
persons with requisite evaluation skills. To date, no significant Y2K problems
have been identified by these evaluations.
The system project is aimed at improving and standardizing company processes and
improving technology to reduce operating costs. This project centers around
modifications to software procured from third party systems vendors. The new IT
system and related processes are also expected to enhance the Company's
competitive position by improving customer service, pricing strategies and
logistics management.
The company has reviewed its telecommunications systems with its third party
providers and has been assured that they are or will be Y2K compliant. The
company is also assessing the requirements to make Y2K compliant all third party
IT-system software used in desktop computers. These costs are not expected be
material to the company.
-9-
<PAGE>
COSTS TO ADDRESS YEAR 2000 ISSUES. The company has projected $10 million for
the cost of the system project. As of September 30, 1998, approximately $7
million has been expended.
RISKS TO THE COMPANY FOR Y2K ISSUES. The mostly likely worst case scenario to
the company associated with its Y2K compliance efforts would be the failure of
the project to be completed by March, 1999. It is not feasible at this time to
predict the impact, if any, on the company's financial condition or results of
operations as a result of this scenario. However, management believes that the
implementation of its contingency plan could be achieved with minimal to
moderate disruption to the business and operations of the company.
CONTINGENCY PLAN. If the new IT system is not implemented by March, 1999, the
company will execute its contingency plan to meet a deadline of December 31,
1999. The scenario would require the company to make modifications to the
mainframe system and other currently operating systems. Additionally, the
company is considering alternatives such as manually processing certain
transactions and outsourcing certain data processing functions. The cost of the
mainframe upgrade would be material and could be completed by the required
deadline.
OUTLOOK
Certain statements contained in this Report on Form 10-Q, including statements
regarding the anticipated development and expansion of the company's business or
the industry in which the company operates, the intent, belief or current
expectations of the company, its directors or its officers, primarily with
respect to the future operating performance of the company and other statements
contained herein regarding matters that are not historical facts, are "forward-
looking" statements (as such term is defined in the Private Securities
Litigation Reform Act of 1995). Because such statements involve risks and
uncertainties, actual results may differ materially from those expressed or
implied from such forward-looking statements. These risks and uncertainties
include demand for the company's services and products, which may be affected
by, among other things, competition, weather conditions and the general economy,
the availability and cost of labor, equipment, fuel and supplies, the impact of
changes in the tax and regulatory environment in which the company operates,
operational risks and insurance, risks associated with the technologies and
systems used and being developed by the company and the other risks and
uncertainties described in the company's Annual Report on Form 10-K which was
filed with the Commission on March 27, 1998.
-10-
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.1 Financial data schedule
(b) No reports on Form 8-K were filed during the quarter ended
September 30, 1998.
-11-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of l934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
FROZEN FOOD EXPRESS INDUSTRIES, INC.
------------------------------------
(Registrant)
November 10, 1998 By: /s/Stoney M. Stubbs, Jr.
-------------------------------------------
Stoney M. Stubbs, Jr.
Chairman of the Board
November 10, 1998 By: /s/F. Dixon McElwee, Jr.
-------------------------------------------
F. Dixon McElwee, Jr.
Senior Vice President
Principal Financial and Accounting Officer
-12-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS OF FROZEN FOOD EXPRESS INDUSTRIES, INC. AND
SUBSIDIARIES AS OF SEPTEMBER 30, 1998, AND THE CONSOLIDATED STATEMENTS OF INCOME
AND CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998, AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 9,182
<SECURITIES> 0
<RECEIVABLES> 48,468
<ALLOWANCES> 3,210
<INVENTORY> 12,340
<CURRENT-ASSETS> 76,502
<PP&E> 102,182
<DEPRECIATION> 42,711
<TOTAL-ASSETS> 149,908
<CURRENT-LIABILITIES> 33,968
<BONDS> 0
0
0
<COMMON> 25,921
<OTHER-SE> 72,389
<TOTAL-LIABILITY-AND-EQUITY> 149,908
<SALES> 34,198
<TOTAL-REVENUES> 260,454
<CGS> 0
<TOTAL-COSTS> 248,334
<OTHER-EXPENSES> 650
<LOSS-PROVISION> 1,205
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 11,470
<INCOME-TAX> 4,187
<INCOME-CONTINUING> 7,283
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,283
<EPS-PRIMARY> .43
<EPS-DILUTED> .43
</TABLE>
